navigators insurance company v. illinois union insurance company complaint

8/3/2019 NAVIGATORS INSURANCE COMPANY v. ILLINOIS UNION INSURANCE COMPANY Complaint

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JAN 3 2012By. M.MERAZDeputy Clerk

David H . Waters, State Bar No.078512Bina Ghanaat, State Bar No.264826BURNHAM BROWNA Professional Law CorporationP.O.Box 119Oakland, Califomia 946041901 HarrisonStreet, 14th FloorOakland, Califomia 94612Telephone: (510)444-6800Facsimile:' (510)835-6666Attomeys for PlaintiffNAVIGATORS INSURANCE COMPANY

SUPERIOR COURT OF CALIFORNIA, COUNTY OF SACRAMENTOUNLIMITED iURISDICTION

No,NAVIGATORS INSURANCE COMPANY,

Plaintiff,v.ILLINOIS UNION INSURANCECOMPANY, and DOES 1-50, inclusive.

Defendants.

C O M P L A I N T F O R E Q U I T A B L EC O N T R I B U T I O NDepartmentAssignments

Case Management 39Law and Motion 54

Minors Compromise 22 BY FAXPlaintiff NAVIGATORS INSURANCE COMPANY ("Navigators") hereby alleges as

follows:G E N E R A L A L L E G A T I O N S

1. Navigators is, and at al l times relevant hereto was, an insurance companyauthorized to do business and vvrite insurancem the State of Califomia.

2. Defendant Illinois Union Instorance Company ("Illinois Union") is, and at alltimes relevant hereto was, an insurancecompany incorporated in the State of Illinois andproviding insiu'ance for Califomia insureds ona surplus lines basis.

3. The true names and capacities, whether individual, corporate, associate orotherwise of Defendant DOES 1 through 50, mclusive, are ctirrently unknown to Navigators,

I PLF. NAVIGATORS INSURANCE CO.'SCOMPLAINT FOR EQUITABLECONTRIBUTION

No.


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1 who therefore sues thoseDefendants by such fictitious names. Navigators is informed and2 believes, and on the basis of this information and belief alleges, that each fictitiously named3 defendant is an insurance carrier responsible for defense and/or indemnity obligations relative to4 the underlying actionas described herein. Navigators is entitled to the relief sought herein5 against all these fictitious defendants, and, therefore, sues these defendants by such fictitious6 names. Navigatbrewi l l insert the triie liames and capacities of these fictitibiisly harhed7 defendants, together with chargingallegations i f not aheady set forth herein, when obtained.8 4. USF Insurance Company ("USFIC") insuredMark Trabucco, Mark Trabucco9 Builder, and Mark Trabucco Builder, Inc. under Policy No. SHO 10094-01, covering the period

10 fi-om February 22,1999 to February 22,2000 ("USFIC Policy").11 5. Navigators insured Mark Trabucco Builder, Inc., under Policy GL004774,12 covering the period from February 25,2000 to February 25,2001 ("Navigators'PoUcy"). .13 6. Illinois Union insured, Mark Trabucco Builder, Inc., under commercial general14 liability Policy No. OGL 050524, effective Febmary 25,2001 to February 25 , 2002 ("Illinois15 Union Policy"). A copy of the Illinois UnionPolicy is attached hereto Exhibit A.16 7. The Illinois Union PoUcy contains the following Insuring Agreement:17 SECTION I-COVERAGES18 COVERAGE A. BODILY INJURY AND PROPERTY D AM AGE LIABILITY19 1. INSURINGAGREEMENT20 a. We wil l pay those sums that an msured becomes legallyobligatedto pay as damages fo r bodily injury or property damage to which this insurance21 applies. We wiU have the right and duty to defend any suit seeking thosedamages, unless an insured has another policy of insurance which obUgates22 another insurer to provide a defense, in which case, our duty to defend is excess.However, we wil l have no duty to defend the insured against any suit seeking23 damages for bodily injury or property damage to which this insurance does notapply. We may in our discretion investigate any occurrence and settle any claim24 or suit that may result. But:25 (1) The amount we wil l pay for damages is limited asdescribed in LIMITS OF INSURANCE (SECTION III).26 (2) Subject to (1) above, our right and duty to defend end27 when we have used up the applicable limit of insurance by payment of judgmentsor settlements under (Iloverages A. or B. orMedical Expenses under Coverage C.28

PLF. NAVIGATORSINSURANCE CO.'S COIVIPLAINT FOR EQUITABLE No.CONTRIBUTION


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No other obligation or liability to pay sums or perform acts orservices is covered unless explicitly provided for under SUPPLEMENTARYPAYMENTS- COVERAGES A AND B.

if :This insurance appUes to bodily injury and property damage only(1) The bodily injury or property damage is caused by anoccurrence that takes place in the coverage territory; and(2) The bodily uijury or proijefty damage is ciaused by anoccurrence whichtakes place during the policy period; and(3) The onset of bodily injury or property damage must takeplace during the policy period. This does not include the onset of bodily injury orproperty damage which takes place after the expiration of the policy period,regardless of whensuch occurrences takes place.

c. All property damage or bodily injury caused by or related to anoccurrence is deemed to take place when ihedamage or injury first becomesknown to anyone, regardless of whether the damage or injury is continuous,progressive, repeated, changing or results &om exposure to substantially the samegeneral harm.d. Damages for bodily injury includedamages claimed by any personor organization for care, loss of services or death resulting at any time from thebodily injury.

8. On August 1, 2008, a construction defect action was filed in the Santa BarbaraCounty Superior Court, Case No. 1301930, entitled: John Stegall, et al. v. Mark Trabucco, et al.("Stegall Action"). The Stegall Action alleged that Mark Trabucco dba Mark Trabucco Builder,Mark Trabucco Builder, Mark Trabucco Builder, Inc., and Mark Trabucco Builder, Corporation(collectively "Trabucco") acted as a construction contractor in the construction of the Stegallresidence; that construction of the residence was completed in 1999; thatTrabucco defectivelyconstructed the residence; and that fhe defective construction proximately caused consequential,significant and continuing damage to the residence, the Stegalls' personal property, and health.A copy of theComplaint and Doe Amendments are attached hereto as Exhibit B .

9. Navigators is informed and believes and thereupon alleges that Trabucco, at alltimes leading up to and during the Stegall Action, performed all conditions required to triggercoverage under the Illinois Union policy and policies issued by DOES 1-50 incormection withthe Stegall Action, or was othervwse excused from the performance.

10. The defense of Trabucco against the claims asserted in the Stegall Action was_ , 3PLF. NAVIGATORS INSURANCE CO.'SCOMPLAINT FOR EQUITABLE No.CONTRIBUTION


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1 tendered to USFIC, Navigators, and Illinois Union under the aforementioned Policies. In2 response to the Trabucco tender, USFIC and Navigators' agreed to provide a full and complete3 defense under a reservation of rights through the services of a shared coimsel. Illinois Union4 delayed accepting the defense of Trabucco, and then- belatedly agreed to defend only Mark5 Trabucco Builder, Inc. through separate counsel."6 ' 11. Wititin four nnibnths of accepting the defense of Ma^^7 on the eve of a probable reasonable settlement which would have required a contribution by8 Illinois Union of a sum within its policy limits, Illinois Union unilaterally withdrewfromthe9 defenseand reftised to contribute to any settlement on behalf of its insured. The grotmd for the

10 withdrawal and the refusal to contribute was the ostensible absence of any potential onset of11 damage during the Illinois Union Policy period. This ground was false and without a reasonable12 basis. Despite repeated requests to rejoin the defense and participate on behalf of its insured, and13 the recommendations of defense counsel as to the reasonableness of the settlement demand,14 Illinois Union refused to rejoin the defense or participate in the settlement of the Stegall Action.15 12. As a direct and proximate result of Illinois Union's improper withdrawal,16 Navigators incurred additional legal fees and costs, adjustment expenses, private mediator17 expenses, and expert fees in defending the Stegall Action. Navigators would not haveincurred18 these additional expenses but for lUinois Union's improperwitibdrawal and refusal to contribute19 to any settlement or indemnity.20 13. A settlement was eventually reached with the Plaintiffs in the Stegall Action,21 which required Trabucco tofimd$1,217,500. This settlement included, inter alia, a release of22 all claims for real property damage, personal property damage, and bodily injury which onset23 during the Illinois Union Policy period. Based on Illinois Union's refusal to contribute to this24 settlement.Navigators agreed to advance the sum of $608,750, in satisfaction of the settlement25 in accord with an equal amount paid by USFIC, while reserving all rights to recoversome or all26 of the advanced su m from Illinois Union and/or others.21 III '28 ///

PLF. NAVIGATORS INSUR ANCE CO.'S COMPLAINT FOR EQUITABLECONTRIBUTION

No.


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1 F I R S T C A U S E O F ACT I O N2 EQUI TAB LE CONTRIBUTION (Defense Expenses)3 14. Navigators hereby incorporates the allegations contained in Paragraphs 1 through4 13, inclusive, as though fully set forth herein.5 15. Illinois Union was obligated to defend Mark Trabucco Builder, Inc. in the Stegall"6Actibn f r bm the 'tender' of ciefehse tb it imtil cessation of the litigation against Mark Trabucco7 Builder, Inc. lUinois Union and DOES 1-50 failed and refused to pay its equitable share of the8 cost of defense of Mark Trabucco Builder, Inc. incurred by USFIC and Navigators prior to the9 acceptance of the defense by Illinois Union; and incurred byUSFIC and Navigators after Illinois

10 Union witihdrew from the defense. Because ofthe failure of Illinois Union and DOES 1-50 in11 this regard. Navigators paid more than its equitable share of the defense and is entitled to12 equitable reimbursement from Illinois Union.13 16. Navigators, requests a judicial determination as to the sums owed by Illinois14 Union and DOES 1-50 to equitably reimburse Navigators for the cost of defense paid by15 Navigators in the defense of Mark Trabucco Builder, Inc. in the Stegall Action.16 S E C O N D C A U S E O F ACT I O N17 E Q U I T A B L E C O N T R I B U T I O N (Indemnity)18 17. Navigators hereby incorporates the allegations contained in paragraphs 1 through19 16, inclusive, as though fully set forth herein.20 18. Illinois Union and DOES 1-50 was contractually obUgated to contribute to the21 indemnification of Mark Trabucco Builder, Inc. in tjie Stegall Action. Illinois Union failed to22 indemnify its insured with respect to the Stegall Action. Navigators contributed more than its23 equitable shareof the settlement as a direct and proximate result of the breach of Illinois Union24 of its contractual obligation todefend Mark Trabucco Builder, Inc. and its. failure to contribute to25 the mdemniflcation.26 19. Additionally, as a result of Illinois Union's breach of its duty to defend Mark27 Trabucco Builder, Inc., Trabucco, Navigators, and USFIC were entitled to enter a reasonable28 settlement of the claims against Mark Trabucco Builder, Inc. with a presumption in favor of

5 [ 'PLF. NAVIGATORS INSURANCE CO.'S COMPLAINTFOR EQUITABLE No.CONTRIBUTION


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1 Navigators and USFIC that the claims settled were covered by the Illinois Union policy.2 20. The indemnification of Trabucco represents an obligation owed by Illinois Union.3 Navigators requests a judicial detennination as to the amount Illinois Union and DOES 1-504 must equitably reimburse Navigators for the overpayment made by Navigators in the5 indemnification of Mark Trabucco Builder, Inc.

"~6 W H E R E F O R E , Navigators pi:ays forjudgment as hereinafter set fortih.7 1. For a judicial determination and award that Defendant Illinois Union Instirance8 Company and Does 1-50 must reimburse Navigators Insurance Company one-third of the cost of

9 defense paid by Navigators Insurance Company in the defense of Mark Trabucco Builder, Inc. in10 the John Stegall, et al. v. Mark Trabucco, et al. Action, Santa Barbara County Superior Court,11 Case No. 1301930.12 2. For a judicial detennination and award that Defendant Illinois Union Insurance13 Company and Does 1-50 must reimburse Navigators Insurance Company $202,916.64 (one-thhd14 of the settlement, paid by Navigators Insurance Company on behalf of Mark Trabucco Builder,

15 Inc. in the John Stegall, et al. v. Mark Trabucco, et al. Action, Santa Barbara County Superior16 Court, CaseNo. 1301930).17 3, Should the court determine a one-third contribution to defense is not equitable,18 for a judicial determination and award that Defendant Illinois Union Insurance Company and19 Does 1-50 must reimburse Navigators Insurance Company an equitable share of the cost of20 defense paid by Navigators Insurance Company in the defense of Mark Trabucco Builder, Inc. in21 the John Stegall, et al. v. Mark Trabucco, et al. Action, Santa Barbara County Superior Court,22 CaseNo. 1301930.23 4. Should the court detennine a one-third contribution to indemnity is not equitable,24 for a judicial detennination and award that Defendant Illinois Union Insurance Company and25 Does 1-50 must reimburse Navigators Insurance Company an equitable share of the settlement26 paid by Navigators Insurance Company on behalf of Mark Trabucco Builder, Inc. in th e John27 Stegall, et al. v. Mark Trabucco, et al. Action, Santa Barbara County Superior Court, Case No.28 1301930).

6 ^PLF. NAVIGATORS INSURANCE CO.'S COMPLAINT FOR E Q U I T A B L E No.CONTRIBUTION


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5. For prejudgment interest and costs.6. For such other and fiirther relief as the Court may deem just and proper.

DATED: January 3,2012 BURNHAM B R O W N

112023S

DAVID H. W ATERSAttomeys for PlaintiffNAVIGATORS INSURANC E COMPANY

PLF. NAVIGATORS INSURANCE CO .'S COMPLAINT FO R E QU I TAB LECONTRIBUTION

No.


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Illinois Union Insurance Conipanya c e usa ^ ^ Higgins Road, Cbicago, nibois 60631 Deiclarations

This Declarations Page is issued m conjunction with and forms a part of PolicyNumber OGL 050524Renewal of Number NEW BUSINESS

Item 1. MARK TRABUCCO BUILDER, INC.Name of Insured: See Endaisement Number: 1Address: P. O.BOX 50635

SANTA BAKBAMXMm^^^mItem 2. PolicyPeriod:

Item 3. Description of Insurance afforded hiareunder: COMMERCIAL GENERAL LI ABI I iTYItem. 4. Limits of Liability: Coverage is providedonly i f a limit isshown below:

General Aggj'eggte Limit (other tlian Products-Completed Operations)Products Completed Opsations Aggregate LimitPersonal.&AdvertisingInjuty LimitEach Occurrence LhnltMedical Payments LimitFire Damage Limit

$ 2.000.000.00$ i.ooo;ooo.oo$ 1.000.000.00$ 1,000.000.00$ 5.000.00

I t r a i 5. Self Insured Retention:

Item 6. Deductible:

Item?. TheNamed Insured is:

Item 8. Premium:

vy -.-Per Claim

$ 50.000.00(any one pBism)(a y one fire)

$ 2.500.00

f~1 Individuall ~ l Joint Venture

Per Claim

Fartnorship other

l ~ l Per Occurreaace/QfenseSee Endcxsement Number:r ~ l Per Occurrence/Offense

See EndorsementNiiniber:.21^ CorporationD Limited Liability Cotporation

The premium stated herein is the minimum premiumforhe .polity period. Any adjustment uponaudit will be upward only. There will be no premium refimd of dieminimumpremiumupon audit, i fdie estimated exposure isless dian shown herein. Twenty-fivepercent C25%) of die annual premiumisfiillyeamed as of the inception date of the policy.IHI Annual Flat Flat Fully Eamed

Term $12,000.00 MINIMUM & DEPOSITI Adjustable at aRate of: $10.00 PER$2.000.00 OF GROSS RECEIPTSEstimated Exposure: $1.200,000.00

Item 9.. Endorsements and forms attached to thisPolicy:ENDORSEMENTS 1 TIIROUGH 14

ADEC l (ED. mOOy, SIGENDT(10/00); OCCUR(ED. 12/00)

AuthorizedIleprescDtative:SHG Insurance ServicesP.O. Box 595LosOlivos CA. 93441Lie. #0017921

Countersignature:

Countersignature:

PREMIUM:STATETA X EEE 3%STAMPINGEEE .25%INSPECTION/AUDITT OT A L DU E :

$ 12.000.00$ 363.00$ 30.25$ 100.00$ 12,49325

Countersignataire Date: February 28,2001

EXHIB1T_>^ occosepmo)Exhibit A0001


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ADDITIONAL DECLARATIONSFor attachmoit to PolicyNumber OGL 0S0524 to complete said policy.

Locationof all premises ownedby, rented to orcootrolled by the NamedInsuied nter"Same" if same lomtibnasaddresshown in Item 1 of be decteiaiions).1482 EAST V A L L E Y ROAD, STUDIO 3, SANTABARBARA. CALIFORNL\ 93108 '

Thefollowingdiscloses all iiazards Insuredhereunder loiown to exist at the effective date ofthis policy, unless otherwise stated herdn.G E N E R A L L I A B n ^ I T V H A Z A R D S S C H E D m j :

Desoriptiono f Hazard Code N o . . PremiumBasis Rates Advance PremiumsPremises & Operations

CONTRACTORS EXECtrnVE 91580SUPERVISORSOREXECUTIVESUPERINTENDENTS

Gross Receipts

$1,200,000.00

B l PD B l PDremises & Operations

CONTRACTORS EXECtrnVE 91580SUPERVISORSOREXECUTIVESUPERINTENDENTS

Gross Receipts

$1,200,000.00Per $1,000 of

S10.00Gross ReceiptsINCLUDED $12,000.00 INCLUDED

' Escalators (NumbBr at Premises)NOTJNOUJDBD

Number InsuredNOTINO UDED

PerLandingNOTINCLUDED

NOTINCLUDED NOTINCLUDED NOTINCLUDEDIndependent ContractorsINCLUDED

CostINCLUDED

Per$1000 of oastJNCLUEffiD INCLUDED INCLUDED INCLUDED

Completed OperationsINCLUDED INCLUDED INCLUDED INCLUDED INCLUDED INCLUDEDProducts

INCLUDED

Gross Receipts

INCLUDED

Per $1,000 of

INCLUDE

Gross Receipts

INCLUDED INCLUDED INtXUDEb

Total Advance B I & PDPremhnns $12,000.00 INCLUDEDWhen used asa premium t)8sis:

1. "admissions" means'the total number of persons, other tiian employees ofthe named insured,admitted to the event insured or to eventsconducted on the premises whether on paid admiasion tidcets, complementaiy tickets or passes;2. "cost" means the total cost to the named insured with respect to operations peribrmed fo r the named insured during the policyperiod liyindependent contractors of all work let orsub-let in connection with eachspecific project, including the cost of all labor, materials andequipmentfiimished,used or delivered Sar use in the execution ofsuchwork, whetherfiurishedby the ownerorcontractor or subcontractor,including all fees, allowances, bonuses or commissions made, paid ordue;3. "recdpts''.means tbe gross amount of money charged by tlie-named insured for such operations by the named insuiedor !>y others duringthe. poiiqy period as are rated


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S IG N A T U R E E N D O R S E M E N TNamed Insured ' .MARK TRABUCCO BUILDER, IN C EsdorsemeafNiinberSIGENDT aO/00)Policy NumberOG L 050524 Foliq'Period02/25/01 to 02/25/02 EfibctivB Date of Endoisemeot02/25/01Issued byn,T,mOTS UNION INSURANCE COMPANYTHE ONZiT SXGNAIOBES AFPLXCABLB XO IHZS P0LXC7 ABE TBOSB BEFBESSNTZHG TBE COMBASi NaMEDON a?HE FIRST BAGS OF THB DECL&IOTXONS.B y signing and delivering the policy to you, we state that it is a valid contract when couhtersighed by our authorizedrepresentative. Illinois UsdonIasurance CompanyCHICAGO, ILLINOIS

GEOROBD. M D U t O A K S i c n t i l T.Dciiai3B.KcdlBg,Fnsidiat ' j ^ J

INA. Suiplus Insurance CompanyPimADELPH IA, PENNSYtVANIA

CCORGE D. MDLLISAN, SccRmj OambRKcdlncPralihiit

Westchester Surplus Lines Insurance CompanyATLANTA, GEORGIA

GEORGE a MVLUGN,9ecnlaiy S e i i i i l > l l . B i d I n e , F n i i i l i t '

AuthorizedSepieaeolativesNOTHING HEREIN CONTAINED SHALL BE HELD TO VARY, ALTER, WAIVE OR EXIEND AN V OF THE TERMS, CONOmONS, ORLIMTTATIONS OFTOEPOUCY TO WHICH THISENDORSEMENT IS ATTACHED OTHER THAN AS STATED ABOVE

Exhibit A0003


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ENDORSEMENTNamedlnsuredMARK TRABUCCO BUILDER, m c EndoisBmcntNomber1Poti^NumberOG L 050524 foVcf Period02/25/01 to 02/25/02 EffectiveDate ofEndorsement02/25/01SmOISUMON INSURANCE COMPANY -

THIS ENDORSEMENT CHANGES TH E POLICY. PLEASE READ IT CAREFULLY.

N A M E D I N S U B E D

.PER LIST ON F I L E W I TH THE COMPANY

E0020

NOTHINGHEREIN CONTAINEDSHALL BE HELD TO VARY, ALTER, W AIVE OR EXTEND ANY OF THE TERMS, CONDmONS, ORUMITATIONS OF THE POLICY TO WHICH TEDS ENDORSEMENT IS ATTACHED OTHERTHAN AS STATED ABOVE

Exhibit A0004


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ENDORSEMENTNamed InsmedMARK TRABUCCO BUILDER, INC. Endoisemeot Number2 .PolicyNumberOG L 050524 Poli^ Period02/25/01 to 02/25/02 EffectiveDiate ofEndorsement02/25/01IssuedbyItiilNOIS-UOTONmiSURANeE COMPANY- ~

THIS ENDORSEMENT CHANG ES THE POLICY. PLEASE READ IT CAREFULLY.PER C LA IM D E D U C T I B L E

E0009

I T IS AGREED THAT $2,500.00 SHALL BE DEDDCTED FROM EACH AND EVERY CLAIM UNDER THISPOLICY, IRRESPECTIVE OF THE NUMBER OF CLAIMS WHICH MAY BE JOINED IN ANY ONE SUIT,ARBITRATION, MEDIATION, OR ANY OTHER FORM OF LEGAL PROCEEDING. SUCH COVERAGE AS ISAFFORDED UNDER THIS POLICY APPLIES SUBJECT TO THE FOLLOWING CONDITIONS:

1 . THE DEDUCTIBLE (S) SHALL APPLY TO ANY INSURED, INCLUDING ADDITIONAL INSUREDS,FOR WHOM ANY EXPENSE HAS BEEN INCURRED ON THEIR BEHALF BY THE COMPANY ASWELL AS ANY PAYMENTS MADE BY THE COMPANY TOWARD THE SETTLEMENT OF EACH ANDEVERY CLAIM./ 2. ALL OF THE OTHER TERMS AND PROVISIONS OF THIS POLICY, INCLUDING THOSE WITHRESPECT TO THB INSURED'S OBLIGATIONS UPON. AN OCCURRENCE OR CLAIM AND THECOMPANY'S RIGHT TO INVESTIGATE, DEFEND, NEGOTIATE AND/OR SETTLEANY CLAIM ORSUIT, APPLY"IRRESPECTIVE OF THE APPLICATION OF THE DEDUCTIBLE.3. THE INSURED SHALL CONTRIBUTE THE AMOUNT OF THE DEDUCTIBLE WITHIN TEN (10)DAYS FROM THE DATE OF REQUEST BY THE COMPAIIY OR ITS REPRESENTATIVE. THE .REQUEST FOR PAYMENT OF THE DEDUCTIBLE HEREIN SBT FORTH SHALL BE SENT .TO THEINSURED BY ORDINARYMAIL ADDRESSED TO THE FIRST NAMED INSUREDAT THE ADDRESSLISTED. IN THE POLICY. THE TEN (10) DAYS SHALL BEGIN TO APPLY' FROM THEPOSTMT OF THE LETTER BEARING SUCH REQUEST.

4. THE COMPANY SHALL HAVE THE RIGHT TO MAKE PARTIAL DEDUCTIBLE' RECOVERIES FROMTHE INSURED WHEN PARTIAL SETTLEMENTS AND/OR EXPENSE BELOW THE FULL AMODNT OFTHE DEDUCTIBLE ARE INCURRED BY THE COMPANY. .5. AS RESPECTS ANY COVERAGE AFFORDED BY THIS POLICY, THE DEDUCTIBLE APPLIESEQUALLY TO ALL DAMA(3ES INCUREIED BY AHY ONE PERSON OR ORGANIZATION AS ARESULT OF ANY ONE CLAIM.6. FAILURE OR .DELAY BY THE COMPANY IN SEEKING REIMBURSEMENT OF THE

DEDUCTIBLE(S) SHALL NOT BE CONSIDERED A WAIVER BY THE COMPANY. THE COMPANYMAY DEDUCT FROM ANY PAYMENT ON JUDGEMENT OR SETTLEMENT THE AMOUNT OF ANYDEDDCT.IBLE(S) NOT REIMBURSED AS OF THE DATE SUCH PAYMENT IS DUE.

NOTEBNOHEREINCONTAINEDSHALL BEHELDTO VARY, ALTER, WAIVEOREXTENDANY OF THE TERMS, CONDITIONS.ORLIMTTATIONSOFTHE POLICYTOWHICHTHIS ENDORSEMENTIS ATfAamDOTHERTIL\N ASSTATEDABOVE

Exhibit A0005


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E N D O R S E M E N TNamedlnsuredMARK TRABUCCO BUILDER, INC.

Endoraement Numlwr3Polt^ Number 1 PcKeyVeiioiOGL 050524 | 02/25/0] to 02/25/02 Efiedive Date of Endorsement02/25/01.SLmOIS..UM0N..INSURANCE. COMPANY _

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ I T CAREFULLY.

CLAIMS REPORTINGI N THE EVENT OF ANY OCCURRENCE THAT MAY RESULT IN A CLAIMAGAINST THIS POLICY, THE INSURED SHOULD IMMEDIATELY REPORTSUCH OCCURRENCE TO:

CRAWFORD TECHNICAL SERVICESI n t e r n a t i o n a l L o s s A d j u s t e r s500 Sout h Kraemer B o u l e v a r d , S u i t e 302Brea, C a l i f o r n i a .92821

EOOOl

Fax: (714) 985-1216T e l - (714) 985-1200T o l l Free Number: (877) 8 0 0 - 5 0 8 0ACE -14451

NOTHING HEREIN CONTAINED SHALL BE HELD TO VARY, ALTER. WAIVE OR EXTEND ANY OF THE TERMS, CONDITIONS, ORUMTTATIONS OF TH E POLICY TO WHICH THIS ENDORSEMENT IS ATTACHED OTHERTHAN AS STATED ABOVE

Exhibit A0006


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E N D O R S E M E N TNamedlnsuredM A R K T R A B U C C O B U I L D E R , INC. Endoisemeot Number4PolicyNumberO G L 050524 Polii?Period02/25/01 to 02/25/02 BffictiveDate ofEndoisement02/25/01Issuedby- I L L I N O I S UNION INS UR ANCE- COMP ANY

THIS ENDORSEMENT CHANGES TH E POLICY. PLEASE READ IT CAREFULLY.

COMDOMINIDM, TOWNHOUSE AND APAROMEHT E3CCLOSION(ABSOLTTTE)THIS POLICY DOES NOT APPLY TO AND THE COMPANY SHALL HAVENO DUTY TO DEFEND ANY CLAIM OR "SUIT" SEEKING DAMAGESFOR ."'BODILY INJURY", "PROPERTY DAMAGE", "PERSONAL.INJURY"- OR "ADVERTISING INJURY" ARISING OUT OF ANY WORKOR PRODUCT I N V O L V I N G , RELATED TO, OR PERFORMED ABOUT THEPREMISES OF A:

1 . - CONDOMINIUM;.2. TOWNHOUSE;3 . . APARTMENT

E0004

NOTHMQ HEREIN CONTAINEDSHALL BE HELD TO VARY, ALTER. WAIVE OREXTENDANY OF THE TERMS CONDinONS, ORUMTTATIONSOF THE POUCY TO WHICH THIS E DX)RSEMENT IS ATTACHED OTHER THAN AS STATED ABOVE

Exhibit A0007


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ENDORSEMENTNamed&isuredM A R K T R A B U C C O B U I L D E R , IN C . EndoisementNumber6Poliqr NumberO G L 050524 Polity Period02/25/01 to 02/25/02 EBtetiveDateof Endoisement02/25/01Issuedby- ILLINOIS UN IO N I N S U R A N C E C O M P A N Y

THIS ENDORSEMENTCHANGESTHEPOLICY. PLEASE READ I T CAREFULLY.

COORSE OF ROOglHG OPERATIONS EXCLUSIONI T IS AGREED THIS POLICY DOES NOT APPLY TO PROPERTYDAMAGE TO ANY BUILDING GR STRUCTURE OR TO ANY PROPERTYWITHIN SUCH BUILDING OR STRUCTURE RESULTING FROM, CAUSEDBY' OR ARISING OUT OF. WATER, RAIN, HAIL, SLEET OR SNOW,ENTERING SUCH BUILDING OR STRUCTURE DUE TO AN OPEN ROOF.THE TERM OPEN ROOF MEANS ANY ROOF OR SECTION THEREOFWHERE THE PROTECTIVE COVERING (SHINGLES, TAR, FELTPAPER, OR PLASTIC) HAS BEEN REMOVED LEAVING EXPOSED THEDECKING, SUPPORTING STRUCTURE, INTERIOR OF THE BUILDINGOR ITS CONTENTS TO THE ELEMENTS.

30007

NOTHINGHEREIN CONTAINED SHALL BE HELD TO VARY," ALTER, WATVE OR EXTEND ANY OF THE TERMS, CONDmONS. ORUMTTATIONSOF THE POUCYTO W HICH TfflS ENDORSEMENT IS ATTACHED OTHER THAN AS STATEDABOVE

Exhibit A0009


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E N D O R S E M E N TNamedlnsuredM A R K T R A B U C C O B U I LD E R , INC Endorsement Number7Pdicy NumberO G L 050524 Policy Period02/25/01 to 02/25/02 . EffectiveDate of Endoisement02/25/01IssuedbyI L L I NOI S. U NI ON. I NSU RANCE C O M P A N Y

THIS ENDORSEMENTCHANGES THE POLICY. PLEASE READFT CAREFULLY.

REAL ESTATE PROFESSIONAL LIABILITY EXCLUSICaTI T IS AGREED THIS POLICY SHALL NOT APPLY TO ANY LIABILITYFOR PERSONAL INJURY, PROPERTY DAMAGE OR ADVERTISINGLIABILITY -ON ACCOUNT OF ANY. CLAIM' MADE AGAINST THEINSURED FOR BREACH OF DUTY ARISING OUT OF THE RENDERINGOF OR FAILURE . TO RENDER PROFESSIONAL SERVICES IN THECONDUCT OF THE INSURED'S BUSINESS AS A REAL ESTATE AGENTOR BROKER.

E0002

NOTHINGHEREIN CONTAINED SHAIL BB HELD TOVARY. ALTER, WAIVE OR EXTEND ANY OF THE TERMS, CONDmONS, ORLIMTTATIONS OF THE POUCY TO W HICH THIS ENDORSEMENT IS ATTACHED OTHER THAN AS STATED ABOVE

Exhibit A0010


19/59

E N D O R S E M E N TNamed InsuredMARK TRABUCCO BU I L b ER, INC.

EndorsementNumber -8PolicyNumberO G L 050524 Poli^ Period02/25/01 to 02/25/02 Effective Date ofEndorsement02/25/01-ILUNOIS UNION-INSURANGE COMPANY- : -

THIS ENDORSEMENTCHANGESTHE POLICY. PLEASE READ I T CAREFULLY.

BLASTING OPERATIONS EXCLUSIONI T IS AGREED THIS POLICY DOES NOT APPLY TO BLASTING OREXPLOSION. FOR THE PURPOSE OF ENDORSEMENT, THIS DOESNOT INCLUDE EXPLOSION OF AIR OR STEAM VESSELS, PIPINGUNDER PRESSURE, PRIME MOVERS, MACHINERY OR POWERTRANSMITTING EQUIPMENT.

E O O l l

NOTHINO HEREIN CONTAINED SHALL BE HELD TO VAR Y, ALTER. W AIVE OR EXTEND ANY OF THE TERMS, CONDmONS. OR. UMTTATIONS OF THE POUCY TO WHICH THIS ENDORSEMENT IS ATTACHED OTHER THAN AS STATED ABOVE

Exhibit AO011


20/59

ENDORSEMENTNamed InsuredMARK TRABUCCO BUILDER, INC. Endorsement Number9PolicyNumberOG L 050524 Policy Period02/25/01 to 02/25/02 EftetiveOateofEndorsement02/25/01Issued ILLINOIS UNION-INSURANCE-COMPANY' -

THIS ENDORSEMENT CHANGES TH E P O U C Y . PLEASE READ IT CAREFULLY. E0012A R C H I T E C T S , E N G I N E E R S AND SDRVEYORS

E RRO RS AND C a C S S I O N S E X C L U S I O NI T IS AGREED THIS POLICY SHALL NOT APPLY TO ANY L I A B I L I T Y ARISING OUTOF PROFESSIONAL SERVICES PERFORMED BY OR FOR ANY INSURED, I N C L U D I N G ,BUT N O T . L I M I T E D TO:

A) THE PREPARATION OR APPROVAL OF MAPS, PLANS, OPINIONS, REPORTS,SURVEYS, DESIGNS, OR SPECIFICATIONS AND

B) SUPERVISORY, INSPECTION OR ENGINEERING SERVICES.I T IS FURTHER UNDERSTOOD AND AGREED THAT THIS EXCLUSION SHZ\LL BEAPPLICABLE AS RESPECTS A N Y ' L I A B I L I T Y ARISING OUT OF THE PERFORMANCE BYOR FOR ANY INSURED OR PROFESSIONAL SERVICES FOR OTHERS I N THE CAPACITYAS AN ARCHITECT, ENGINEER OR SURVEYOR.

NOTHINO HEREIN CONTAINED SHALL BiE HELD TO VARY, ALTER, WAIVE OR EXTEND ANY OF THE TERMS CONDmONS, ORUMTTATIONS OF THE POLICY TO WHICH THIS ENDORSEMENTIS ATTACHED OTHERTHAN ASSTATED ABOVE

Exhibit A0012


21/59

E N D O R S E M E N T

NamedlnsuredMARK TRABUCCO BUILDER, INC. Endorsement Number10F o l i ^ NumberOG L 050524 Policy Period02/25/01 to 02/25/02 EBediveDate ofEndorsement02/25/01-mLlOIS-UNION-INSURANCE.GOMPANY - - :

THIS ENDORSEMENT CHANGES TH E POLICY. PLEASE READ IT CAREFULLY.E X C L U S I O N - F I N A N C I A L S E R V I C E S E0015

THIS INSURANCE DOES NOT APPLY TO- "BODILY INJURY", "PROPERTY DAMAGE","PERSONAL INJURY" OR."ADVERTISING INJURY" RESULTING FROM THE RENDERING OF ORTHB FAILURE TO RENDER FINANCIAL SERVICES'BY ANY INSURED TO OTHERS. FOR THEPURPOSE OF THIS EXCLUSION, FINANCIAL SERVICESINCLUDE BUT ARE NOT LIMITED TO:1 . PLANNING, ADMINISTERING OR ADVISING ON:

A. ANY:1) INVESTMENT,2) PENSION3) ANNUITY,4) SAVINGS,5) CHECKING; OR6) INDIVIDUAL RETIREMENT PLAN, FUND OR ACCOUNT;B. THE ISSUANCE OR WITHDRAWAL OF ANY BOND, DEBENTURE, STOCK OR OTHERSECURITIES;C. THE TRADING OF SECURITIES, COMMODITIES OR CURRENCIES; OR

D. ANY ACQDISITIONiS OR MERGERS;2. ACTING AS A DIVIDEND DISBURSING AGENT, EXCHANGE AGENT, REDEMPTION OR

SUBSCRIPTION AGENT, W21RBANT OR SCRIP AGENT, FISCAL OR PAYING AGENT,.TAXWITHHOLDING AGENT, ESCROW AGENT, CLEARING AGENT, OR ELECTRONIC FUNDSTRANSFER AGENT; "

3. LENDING, OR ARRANGING FOR THE LENDING OF MONEY, INCLUDING CREDIT CARD,DEBIT CARD; LEASING OR MORTGAGE OPERATIONS OR ACTIVITIES OR INTERBANKTRANSFERS;

4. REPOSSESSING OF REAL OR PERSONAL.PROPERTY FROM A BORROWER OR ACTING AS ANASSIGNEE FOR THE BENEFIT OF CREDITORS;

5. CHECKING OR REPORTING OF CREDIT;6. MAINTAINING OF FINANCIAL ACCOUNTS OR RECORDS;7. ' TAX PLANNING, TAX ADVISING OR THE PREPARATION OF TUX. RETURNS; OR8. SELLING OR ISSUING TRAVELERS CHECKS, LETTERS OF CREDIT, CERTIFIED CHECKS,. BANK CHECKS OR MONEY ORDERS.

NOTHINGHEREINCONTAINED SHALLBEHELDTOVARY, ALTER, WAIVEOR EXTENDANYOF THETERMS, CONDmCNS, ORUMTTATIONSOFTHEPOUCYTO WHICHTHIS ENDOHSEMENTISATTACHEDOTHERTHANASSTATEDABOVE

Exhibit A0013


22/59

E N D O R S E M E N TNamed InsuredMARK TRABUCCO BUILDER. INC. EndorsementNumber11policyNumber 1 Ptdicy PeriodOGL0S0524 102/25/01 to 02/25/02 EffectiveDateofEndorsement02/25/01-ILLINOIS-UNION-INSURANCE-COMPANY. .. .

THIS ENDORSEMENT CHANGES TH E POLICY. PLEASE READ IT CAREFULLY.E0006

ADPITIONAL INSURED (BLANKET)I T IS AGREED COVERAGE IS PROVIDED TO THE ADDlTIONMi INSURED (S) NAMED IN THISENDORSEMENT AS FOLLOWS:. . 'A. 'THE TERM "ADDITIONAL INSURED" SH2VLL ALSO INCLUDE ANY PERSOH OR ORGANIZATIONSPECIFICALLY DESIGNATED AN "ADDITIONAL INSORED" ON A CERTIFICATE OF

INSURANCE APPROVED BY THE COMPANY. ANY PERSON OR ORGANIZATION NOTSPECIFICALLY SHOWN AS AN ADDITIONAL INSURED ON A CERTIFICATE OF INSURANCEAPPROVED BY THE COMPANY IS PROVIDED HO-COVERAGE.B. COVEjflAGE FOR ANY ADDITIONAL INSORED SHALL INCEPT AT 12:01A.M. ON THE DATE

THE CERTIFICATE DESIGNATING SUCH PERSON OR ORGANIZATION AS AN ADDITIONALINSURED ISAPPROVED BY THE COMPANY.

C. THE APPLICABLE LIMIT OF THE COMPANY'S LIABILITY SHALL HOT BE IISICREASED BYTHE INCLUSION OP ANY NUMBER OF ADDITIONAL INSUREDS.

D. OTHER THAN AS EXPRESSLY MODIFIED HEREIN, COVERAGE FOR THE ADDITIONALINSURED IS GOVERNED BY THE TERMS AND. CONDITIONS OP THIS POLICY, INCLUDINGTHE INSURING AGREEMENTS.

E. COVERAGE PROVIDED FOR ANY ADDITIONAL INSURED IS ONLY TO THE DEGREE THE ADDITIONAL INSURED IS HELD LIABLE FOR THE NEGLIGENCE OF THE NAMED INSURED.NO COVERAGE IS AFFORDED FOR LIABILITY BASED UPON THE CONDUCT OF THEADDITIONAL INSURED.

F. THE DUTY TO DEFEND AND INDEMNIFY THE ADDITIONAL INSURED SEEKING COVERAGEPURSUANT TO THIS ADDITIONAL INSURED ENDORSEMENT IS EXCESS TO ANY PRIMARYINSURANCE WHICH IDENTIFIES THE ADDITIONAL INSURED AS A NAMED INSURED.THIS APPLIES REGARDLESS OF ANY APPLICABLE DEDUCTIBLES OR SELF-INSUREDRETENTIONS THE ADDITIONAL INSURED MAY. OWE TO THE PRIMARY INSURER.

NOTHINGHEREINCONTAINEDSHALLBE HELDTOVARY, ALTER, WAIVEOREXTENDANYOF THE TERMS, CONDmONS, ORUMTTATKJNSOF THEPOUCYTOWHICHTHIS ENDORSEMENT ISATTACHEDOTHERTHANAS STATEDABOVE

Exhibit A0014


23/59

S E R V I C E O F SU IT ENDO RSEMENTNamedlnsuredM A R K T R A B U C C O B U I L DE R , I N C . Endorsemeot Number12 .PolicyNumberO G L 050524 Policyperiod02/25/01 to 02/25/02 EfiectiveDate ofEndorsement02/25/01Issued Iv-ILLlNbiS-UNION-INSURANCE-COMPANY ~

T H I S E N D O R S E M E N T C H A N G E S T H E P O L I C Y . P L E A S E R E A D I T C A R E F U L L Y . E0017AI n f o r m a t i o n abou t s e r v i c e of s u i t s up on t h e ' company i s g i v e nb e l o w . S e r v i c e of p r o c e s s of s u i t s a g a i n s t the company may bemade u po n t h e f o l l o w i n g p e r s o n , or a n o t h e r pers on t h e company mayd e s i g n a t e :

B r i a n .T. . G u t h r i e , C h i e f C o u z i a el , Business L i t i g a t i o nACE aSATwo L l t i e r t y Place - TL21D1 6 0 1 Chestnut S t r e e tP h i l a d e l p h i a , PA 19192-2211Th e p er s o n named above i s a u t h o r i z e d and d i r e c t e d to accepts e r v i c e of proces s on t h e comp.any's b e h a l f i n any a c t i o n , s u i t orp r o c e e d i n g i n s t i t u t e d a g a i n s t the company. I f the i n s u r e dr e q u e s t s , the company w i l l g i v e the i n s u r e d a w r i t t e n promiset h a t a g e n e r a l appearance w i l l be e n t e r e d on t h e company's b e h a l fi f a s u i t i s b r o u g h t .I f t h e . i n s u r e d r e q u e s t s , the company w i l l . s u b mi t to thej u r i s d i c t i o n of any c o u r t pf competent j u r i s d i c t i o n . The companyw i l l accept the f i n a l d e c i s i o n of t h a t c o u r t or any A p p e l l a t eC o u r t i n t h e event of an a p p e a l .Th e law of some j u r i s d i c t i o n s of the U n i t e d S t a t e s of Americar e q u i r e t h a t the S u p e r i n t e n d e n t , Commi s si oner or D i r e c t o r ofI n s u r a n c e (or t h e i r s u c c e s s o r i n o f f i c e ) be d e s i g n a t e d as thecompany's agent f o r s e r v i c e of p r o c e s s . In t h e s e j u r i s d i c t i o n s ,t h e company d e s i g n a t e s t h e D i r e c t o r of I n s u r a n c e as t h e company'st r u e and l a w f u l a t t o r n e y u p o n whom s e r v i c e of p r o c e s s on thecompany's b e h a l f may be made. The company a l s o a u t h o r i z e s theD i r e c t o r of I n s u r a n c e to m a i l p r o c e s s r e c e i v e d on the conipany'sb e h a l f to t h e company pers.on named above.

I

I f the insured i s a res ide nt o f Canada, the insured may alsoserve su i t upon the company by serv ing the government o f f i c i a ldesignated by the law of the insur ed' s pro vi nce.NOTHING HEREIN CONTAINED SHALL BE HELD TO VARY, ALTER, WAIVE OR EXTEND A N Y OF THE TERMS, CONDmONS. ORUMTTATIONS OF THE POUCY TO W HICH THIS ENDORSEMENT IS ATTACHED OTHERTHAN AS STATED ABOVE

Exliibit A0015


24/59

E N D O R S E M E N TNamedlnsuredMARK TRABUCCO B U I L D E R , INC.

EndorsementNumber13PolicyNumberO G L 050524 PoliqrPeriod02/25/01 to 02/25/02 EffietiveDate ofEndorsement02/25/OiIssuedby

--ILLINOIS UNION-INSURANCE.COMPANY. 1 _

THIS ENDORSEMENT CHANGES THE POUCY. PLEASE READ IT CAREFULLY. G0026

S B E C I F I E D OPERA TION S E X C L U S I O NI T I S AGREED NO COVERAGE I S AFFORDED FOR ANY L I A B I L I T Y OR CLAIMTHAT ARISE OUT OF, IS RELATED TO,.OR CONNECTED WIT H THE FOLLOWING:

TORCH DOWN ROOFING

NOTHING HEREIN CONTAINEDSHALL BE HELD TO VARY, ALTER, WAIVE OR EXTEND ANY OF THE TERMS C0NDm01ffi, ORUMTTATIONS OFTHE POUCY TO WHICH THIS ENDORSEMENT IS ATTACHED OTHERTHANAS STATED ABOVE

Exliibit A0016


25/59

ENDO RSEMENTNamedlnsuredMARK TRABUCCO BUILDER, INC. EndorsementNumber14PolicyNumberOG L 050524 Poll^ Period02/25/01 to 02/25/02 BSbctivEDate ofEndorsement02/25/01Issued byn,LlNOTS UNION TNSUR ANCF. COMPANY

THLS ENDORSEMENT CHANGES TH E POLICY. PLEASE READ IT CAREFULLY. E O l l lDESIGNATED WORK EXCLUSION - E.I.F.'S

I T IS AGREED, THIS"PERSONAL INJURY"'OR INSURANCE DOES'PROPERTY DAMAGE'' NOT APPLY TOAS FOLLOWS: "BODILY INJURY",

2.

THE DESIGN, MANUFACTURE, CONSTRUCTION, FABRICATION, PREPARATION,INSTALLATION, APPLICATION,' MAINTENANCE OR REPAIR, INCLUDINGREMODELING, SERVICE, CORRECTION, OR REPLACEMENT, OF AN "EXTERIORINSULATION AND FINISH SYSTEM" (COMMONLY' REFEiElRED. TO AS SYNTHETICSTUCCO) OR ANY PART THEREOF, OR ANY SUBSTANTIALLYSIMILAR SYSTEM ORANY PART THEREOF, INCLUDING THE APPLICATION OR USE OF CONDITIONERS,PRIMERS, ACCESSORIES, FLASHINGS, COATINGS, CAULKINGS OR SEALANTS INCONNECTION WITH SUCH A SYSTEM.ANY WORK OR OPERATIONS WITH RESPECT TO ANY EXTERIOR COMPONENT,FIXTURE OR FEATURE OF ANY STRUCTURE I F ANY "EXTERIOR INSULATION ANDFINISH SYSTEM" IS USED ON ANY PART OF THAT STRUCTURE.

FOR THE PURPOSES OF THIS ENDORSEMENT, AN "EXTERIOR INSULATION ANDFINISH SYSTEM" MEANS AN EXTERIOR CLADDINGOR FINISH SYSTEM' USED ON ANYPART OF ANY STRUCTURE, AND CONSISTING OF:a) . A RIGID OR SEMI-RIGID INSULATION BOARD MADE OF EXPANDED

POLYSTYRENE OR OTHER MATERIALS,ANDb ) THE ADHESIVE AND/OR MECHANICAL FASTENERS USED TO ATTACH -THEINSULATION' BOARD TO THE SUBSTRATE, ANDc) A REINFORCED BASE COAT,ANDd ) A FINISH COAT PROVIDING SURFACE TEXTURE AND COLOR.

NOTHINGHEREINCONTAINEDSHALLBE HELDTOVARY, ALTER, WAIVEOREXIBNDANY OFTHE TERMS, CONDTnONS, ORUMTTATIONSOF THE POUCYTOWHICHTHIS ENDORSEMENTISATTACHED OTHER THANASSTATEDABOVE

Exhibit A0017


26/59

C O M M E R C I A L G E N E R A L L I A B I L I T Y( O C C U R R E N C E C O V E R A G E F O R M )Various provisions in this policy restrict coverage. Read the entirepolicy carefully to detennine rights, duties and what is and is notcovered.Throughout this policy the words you and your refer to the Named"ljisured"shown in"-tfae' 9ecIaration5,~and'-any-ather...per50fl...or~organization qualifying as a Named Insured under this .policy.-The'words we, us. and our refer to the coinpany providing this insurance.The word insured means any person or organization qualilyine assuch under WHO ISAN INSURED (SECTION II).Olher words and phrases that appear in bold &ce have specialmeaning. Refer toDEFINTTIONS (SECTION V) .SECTION I - CO VERAGESCOVERAGE A. BODILY INIURY AND PROPERTYD A M A G E L I A B I U T Y1. INSURINGAGREEMENT

a. We will pay those sums that an insured becomes legallyobiigaled to pay as damages for bodily injury or propertydamage to which this insurance applies. We will have thelight and duty to defend any suit seeking those damages,'unless an. insured has another polity of insurance whichobligates another insurer to provide a defense, in whichcase, our duty to defend is excess.However, we wilt have'no duty to defend the insured against any suit seekingdamages for bodily injury or property damage to whichthis insurance does not apply. We may at our discretioninvestigate any occurrence and settle any claim orsuit thatm^ resutt But(1) The amount we will ptry fer damages is limited asdescribed in UMTTS OF INSURANCE (SECTIONID).:(2) Subject to (1) above, our right and duty to defend endwhen we have used up the applicable limit ofinsurance by payment of judgments or setdementsunder Coverages A. orB. orMedical Expenses underCoverage C.No other obligation or liability to pay sums or perform acts or services is covered unless explicitly provided for underSUPPLEMENTARY PAYMENTS - COVERAGES AANDB.

b. This insurance applies to. bodily injury and propertydamage Only if:(1) The bodily injury or property damage is caused byan occurrence that takes place in die coverageterritory; and(2) The bodily injury or property damage is caused byan occurrence which lakes place during the policy-period; and

(3) The onset of bodily injury or property damage musttake place during the policy period. This does notinclude the onset of bodily injury or propertydamage which takes place after the expiration of thepolicy period, regardless of when such occurrencetakisplace.c. All property damage or bodily injury caused by or related to an occurrence isdeemed to take place when the damageor injury first becomes known to anyone, regardless ofwhether the damage or .iqjuiy is continuous, progressives-repeated, changing orresults from exposure to substantiallythe same general harm.d. Damages fer bodily injury include damagesclaimed byany person or organization for.care; loss of services ordeathresulting at any timefiom he bodily injury.

EXCLUSIONS: COVERAGE ATbis insurance does notapply to:

a. Expected or Intended InjuryBodily injury or property damage expected or intendedfrom the standpoint of an insured. This exclusion does notapply to bodily Injury resulting from the use of reasonableforce to protect persons dc property.

b. Contractual UabilityBodily in jury or property damageforwhichan insured isobligated to -jay damages by reason of the assumption ofliabili^ in a contract or agreement. This exclusion does notapply to liability ferdamages:(1) Assumed by the Named Insured in a written contractor . written agreement lhat is an Insured contract,provided the bodily injury or property damageoccurs subsequent 'to Ihe execution of die writtencontract or written agreement and provided theproperty damage or bodily injury results from thenegligence;, fkult or comparative fault of the NamedInsured and is not-odierwise excluded by the tenias ofthis policy; or(2) That Ul insured would have in the absence of a.contract oragreemenL

c. Liquor LiabilityBodily injury or property damage for which an msuredmay be held liable by reasonof:(1) Causiiig or contributing to the intoxication of anyperson;(2) The fumishing of alcoholic beverages to a personunder the legal drinkingage or under the influence ofalcohol; or

(Page1 of 14) .OCCURRED. 12/00)

Exhibit A0018


27/59

(3) Any statute, ordinance or regulation relating to tbesale, gift, distribiition or use of alcoholic beverages.This exclusion applies if an insured is in the business ofmanufacturing,- distributing, selling, serving or fumishingalcoholic beverages.

.d. Workers Compensation and SimilarLawSv- Any ..obligation...ofan ..insured... under.-. a. workers.., compensation, disabili benefits or unemploymentcompensation law or any similarbw.

c Employer's LiabilityBodily injury to:(1) An employee of an insured arising out of andin the'course of employnient by an insured regardless ofwho m^ be liable; or(2) The spouse, child, parent, brother or sister of thatemployee as aconsequence of(1) above.This exclusion applies:(1) Whether an insured may be liable as an employer'orin any other capacity; and(2) To aiiy obligation to share damages with or repaysomeone else who mustpay damages because of theinjury, including.an insured contract.(3) Liabili^ assumed by an insuredin an insuredcontract.Por the purposeofthis exclusion only the term employee asused in this policy includes loaned, rented, leased ortemporary employees, as well as persons who qualify asborrowed servants or-employees or persons who are or maybe deemed employees of the Nained Insured or anadditional insured under the docbines ofborrowed servant,bpirowed employee, respondent superior or any similardoctrine, or for whom the named or additional insured maybe held liable as an employer.

f. Absolute PollutronBodily injury or property damage which, in wholeor inpart, is caused by, results from, is attributable to.contributes to or is aggravated by, the actual, alleged orthreatened discharge, dispersal, seepage, migration, release,escape of or exposure to pollutants, regardless of thesource ofthe pollutants.This exclusion applies whedier tbe bodily injuiy orproperfy darnage is causedby, arises &om results from oris attributable to any other cause acdng in conjunction withsaid pollutants.

g. Aircraft, Auto or Watercrafi' Bodily injury or properfy damage arising out of theownership, -maintenance, use or entrustment to others ofariy aircraft, auto br watercra& owned, operated by, rented

or loaned to any insured. Use includes operation, loadingand unloading.This exclusion does not appfy to:' (1) A watercraft while ashore on premises you own orrent;(2) A waterciait you do not own that is:

(a) Less than 26 feet long; and(b) Not being used to cany personsorproperfyforacharge;

(3) Parking an auto on, or on the ways next to, premisesowned or tented by an insured, provided theauto isnot owned by, rented or loaned to you oran insured;(4) Liabilify assumed onder an insured contract for theownersliip. maintenance or use of aircraft or

watercrafi; or(5) Bodily injury orproperty riaiaage arising out of thcoperation of eny ofthe equipment listed in paragraphf.(2) or C(3) of tbe definition of mobile equipmerit(Section V, Paragraph 11).

h. Mobile EquipmentBodily injury or proper damagearising out of:

' (I) The tran ortation of mobile equipment by an autoowned, operated by, rented or loaned to any insured;or(2) The use of mobile equipment in, or while in practiceor prepaiation -for, a prearranged racing, speed or

demolition contest, or in any stunting activity.i. WarBodily injury or properfy damage due to war, whether or- not declared, or any act or condition incident to war. Warincludes civil war, insurrection, rebellion or revolution. .

j . Damage to ProperfyProperfy damage to:(1) Propetty you own, rent or occupy;(2) Piemises you sell, give away or abandon, if theproperfy damage arises out of any part 'of thosepreinises;(3) Property loaned to any insured;(4) Personal property in the care, custody or control of anyinsured;(5) That particular partof real property on which you orany contractors or subcontractors working directly orindirecdy on your behalf are performing operations, ifthe properfy damage arises out of those operations;- or

(Page2of 14) OCCUR (ED. 12/00)

Exhibit A0019


28/59

(6) That particular pan of any properfy tbat must berestored,repaired or replaced because your work wasincorrectly perfonned on itThis exclusion applies to liabilify assumed under anInsured contract except that paragraphs (3), (4), (S), and(6) of this exclusion do not apply to liability assumed underan insured contractthat is a side trade agreementParagraph(6) of this exclusion does not apply to properfydamage included in the products-completed operationshazard.

k. Damage to Your ProductProperfy damage to-your product arising out of it or any, part of it

I. Damage to Your WorkProperty damage to your work, in whole or in part,included in the product-Hximpleted operatiohs hazard.This exclusion does not apply if the damagedwork or thework out of which the damage arises was psrformed onyour behalf by a subcontractor

m Damage to Impaired PropeityProperfy damage to unpaired properfy arising out of:(1) A delay or failure by you or anyone acting on your. behalf to perform a contract or agreement inaccordance widi its terms; or(2) A defect, deiiciGn , inadequacy or dangerouscondition in yonr product oryour work.This exclusion does not appfy to the loss'of use of otherproperfy arising out of sudden and accidental physicalinjury to your product or your work after it has been putto its intended use. -

n. Recall ofProducts, Work or Impaired ProperfyDamages claimed for any loss, cost br expense incurred byyou or others for the loss of use, withdrawal, recall,inspection, repair, replacement, adjusbnent removal or' disposal of:(1) Your product;9) Your work; or(3) Impaired properfy;if suchproduct, worit, or properfy iswithdrawn or recalledfrom the market or from use by any person or organizationbecause of a known or suspected defect, deficiency,inadequacy ordangerous condition in it

0. Asbestos/Silica DustAny liabilify for bodily injury orproperfy damage causedby asbestosis, silicosis, mesothelioma, emphysema,pneumoconiosis, pulraonao' fibrosis, pleuritis,endotheliomaor aoy lung disease or any ailment caused by,aggravated by exposure, inhalation, consumption orabsorption of asbestos fibers or dust orsilica dust This(lolUqi does not have any obligation to defend noriisdMiinify'ahy'"insKarising directly or indirectfy to exposure or allegedexposure to asbestos .or silica dust in anyfeimor mannerwhatsoever.

p. FinesorPenaltiesClaims based upon or arising out of a fine or penahyimposed by or under any law, statute, ordinance of anyfederal, state ormunicipalgo'vemment agency.

q. Punitive orExemplary DamagesClaims for PUNTnVE or EXEMPLARY DAMAGES,fines or penalties.'

r. AircrafiBodily injury or properfy damage arising out of theproducts hazard relating to aircraft includirig.missiles orspacecraft, any ground support or control equipment usedtherewith, and any articlefemishedby any insured andinstalled in aircrafi, or used in connection withaircrafi, orfor spare parts for aircraft, or tooling used for fliemanufacture thereof, including ground handling tools andequipment; training aids, instruction manuals, blueprints,en neering or other data, advice and services and laborrelatmg to such aircraft or articles, or to any liabilify arisingout ofthe grounding ofany aircraftGrounding shall mean the 'withdrawal of one or moreaircraftfiomflightoperations or the imposition of speed,passengeror load restrictions on such aircraft, or any partthereof sold, handled or distributed '.by any insured, ormanufactured, assembled of processedby any other personor organization according to specifications, plans,suggestion orders or drawings of any insured, or withtools, machinery or other equipment fumished to suchpersons or organizations by any insured, whether suchaircraft so-withdrawn are owned or operated by the same ordifferent persons or organizations.It is further agreed tbat wherever the wordairaaft is used,it is always to include missiles, spacecraft, and any ground.wpport orcontrol equipment used therewith.

s. Absolute Earth MovementBodily injury or properfy damage arising from, related toor resultingfiomearth movement, regardless of the causeof the earth movement. Earth movement includes landslide' earthquake, subsidence, mudflow, sinkhole, erosion, loss oflateral or subjacent support and the expanding, rising,falling, shifting orcontracting ofearth.

(Page 3of 14) OCCUR (ED. 12/00)

Exhibit A0020


29/59

. This exclusion only applies to bodily injury and properfydamage lhat is included in the products-completedoperations hazard.t Nuclear Energy

Any claim for bodify injury or properfy damage:(1) (a) With respect to which an insured under the

policy.is also.an.insured.Lund.er,a..Ni!.d


30/59

Exclusions c. .through n. do not apply to damage by fire to premisesrented to you. A separate limit of insurance applies to this coverageas described in the LIMITS OF INSURANCE {SECTiON III).

COV ERAGE B. PERSONAL INJURY ANDADV ERTISING INJURY LIABILITY-1;--INSURING AGREEMENT- --~ :

a. - We will pay those sums (hatyou become legally obligatedto pay as damages -for personal injury or advertisinginjury tb which this coverage pait applies. We will havethe right and duly to defend any suit seeking thosedamages, unless an insured has ariother policy ofinsurance which obligates another insurer to provide adefense, in which case, our duty to defend isexcess. Wem^ at our discretion in-vestigate anyoffense and settleany claim orsuit that may result But:(1 ) Th e amount we will pa y fo r damages is limited' asdescribed in LIMTTS OF INSURANCE(SECTION Uf)-(2) Subject to (1) above, ourrightand dufy to defendend when we have used up the applicable limit ofinsurance by payment of judgments or settlementsunder Coverage A or B. or Medical Expensesunder Coveragp C.No other obligation or liabilify to pay sums or performacts or services is covered unless explicitly provided forunder SUPPLEMENTARY PAYMENTSCOVERAGES A AND B .

a. This insurance ^plies to:(1) Personal Injury caused by an offense arising outof yoor business, excluding advertising,publishing, broadcasting or telecasting done by or-fof you;(2) Advertising injury caused by an offensecommitted in the course of advertising yourgoods, products or services.But only if the offense was committed in the coverage,territory during this policy period.

EXCLUSIONS: COV ERAGE BThis insurance does not apply to:

a. . Expected or Intended InjuryPersonal Injury or advertismg injur? expected ormtendedfiomthe standpoint ofan insured.

b. Contractual liabilityPersonal injury or advertising injury for which anInsured is obligated to pay damages by reason of theassumption of liabtli'ty in a contract or agreement Thisexclusion does not apply to liability for damages:

(1) Assumed by the Named Insuredin a 'written contractor written agreement that is an insored contract,provided the personal injury or advertising Injuryoccurs subsequent to the execution of the writtencontiact or written agreement and provided theproperfy damageor bodily injury results from thenegligence, fault or comparativefeultof the NamedInsured and is not otherwise excluded by the terms ofthis policy, or

(2) ' Coveragefor iabilify assumed by the Named Insuredin a wiitten contract or writlen a eement shall onlybe to die extent of the. negligence orfeultof the. Namedbisured according to applicable principles ofcompardtive feultc. Workers Compensation and sirnilar laws .

- Any obligation, of an insured under aworkers compensation,disability benefits or unemployment compensation law or anysimilaclaw.d. Employer's Liability

Personal Injury or Advertising Injury to:(1) An employee of an insured arising out of and in thecourse of employment by an insured regardless ofwhomay be liable: of(2) The spouse, child, parent, brother, or sister of thatemployee as aconsequence of (I ) above.This exclusion applies:(1) Whether an insured may be'liable as an employer orin any other capacity; and(2) To any obliption to share damages wilh or repay

someone else Who most pay damages because ofthemjury. mcludmg an insured contracit(3) Liability assumed by an insured in an insuredcontract.

For the puipose ofthis excluaon only the term employee asused in tttis policy includes loaned, rented, leased ortonporaiy employees, as well as persons who qualify asborrowed servants or employees or persons who arc or maybe deemed employees of the Named Insured or' anadditional insured under the doctrines of borrowed servantborrowed employee, respondent superior or any similardoctrine,' or for whom thenamed or additional insured maybe held liable as an ernployer.Absolute PollutionPersonal Injury which, in wholeor in part is caused by,results fiom, is attributable to, .contributes to or isaggravated by, theactual, alleged or threatened discharge,. dispersal, seepage; migration, release, escape ofor exposureto pollutants, regardlessofthe source ofthe pollutants.This exclusion applies whether the personal injury iscaused by, arisesfitim,resultsfiomor is attributable to anyother cause acting in conjunction with said pollutants.

(Page 5 of 14) OCCUR (ED. 12/00)

Exhibit A0022


31/59

f. WarPersonal injury due to war, whether or not declared, or anyact or condition incident to. war. War includes civil war,insurrection,robellionor revolution.

g. Fines orPenaltiesClaims based upon or arising out of a fine or penaifyimposed by or under any law, statute, ordinance or anyfederal, state of muriicipil gbvemiiiieni a ' '

b. Punitive or Exemplary DamagesClaims for PUNFTIVE or EXEMPLARY DAMAGES,fines orpenalties.

i . Persona] Injury and Advertising Injury(1) Arising out of oral orwrittenpublication of material,i f .done by or at the direction of an insured withknowledgeof its falsify;(2) / rising out .of oral or writtenpublication of material,the first publication of which took place before thebeginningof the policy period;(3) Arising out of the willfiil violation of a penal statuteor ordinance committed by or with the consent of anyiiisured; or(4) For which any insured has assumed liability jn acontract oragreement This exclusion does not applyto liability fordamages that an insured would havein theabsence ofa conbact or agreement

j . Advertising Injuiy arising out of:(1) The failure of goods, products or services toconform widi advertised qualityorperformance;(2) The wrong description of the price bf goods,productsorservices;(3) An offense committed by an insured whosebusiness is advertising, broadcasting, publishingortelecasting;(4) Misappropriation of advenising ideas or sfyle-of- doing business;(5) Infringement of copyright, title, patent or slogan;-or(6) Oral -or written publication of material thatdisparages a person's or organizations goods,products orservices.

k. Trade SecretsClaims of infringement misappropriation or violation of anytrade secrets rights, laws or statutes.

1. Employment PracticesPersonal injury arisingout of any:1. Refiisal to employ;

2. Termination of employment:3. Coercion, demotion, evaluation, reassignmentdiscipline, defamation, harassment humiliation,

discrimination or odier employment-related practices,policies, acts or omissions; or'4. Consequential personal Injury as a result of (1)through (3) above.This'exclirsib'n''a''pplles''wbelher''the'~in be'beldliable as an employer or bi any capacify and to anyobligation to share damages with or to repay someone elsewho must pay damages because of the injury.

m. LeadPersonal injury ariang oiit of the ingestion, inhalation orabsorption of lead iri any form. Any loss, cost or expensearising out of any request demand or order that any insuredor olheis test for, monitor, clean up, remove, contain, treat,detoxify or neutralize, or in any way respond to, or assess the.effects of lead; orariy loss, cost orexpense arisingout ofanyclaim orsuit by or on behalf of a govemmental authority fordamages because of testing for, monitoring, cleaning up,removing, containing, treating, detoxifyingor neutralizing,or-in aiiy way responding to, or assessing the effects of lead.

n. ' Formaldehyde ExclusionAny liability for personal injury arising out of any productcontaining or any form of formaldehyde, or chemicallyrelated compounds orsubstances.

0. Asbestos/Silica DustAny liability for personal Injury caused by asbestosis,-silicosis, mesothelioma, emphysema, pneumoconiosis,pulmonary fibrosis, pleuritis, endothelioma or any lungdisease or any aliment caused by, aggravated by exposure,inhalation, consumption or absorption of asbestos fibers ordust Or silicadust. This policy does nothave anyobligationto defend nor indemnify any insured for claims or suitsinvolving or arising directiy or indirectly to exposure or' alleged exposure to asbestos Or silica dust-in any form ormanner whatsoever.

p. Electromagnetic RadiationPersona! injury arising out of any actual, alleged or.threatened exposure to any electromagnetic fields.

q. Mold orMildewAny liabilify of an insured for personal injury arising fiomor caused by the existence of or exposure to biologicalelements, mold,fiingusormildew.

r. Absolute Earth MovementPersonal.injuiy arisingfitim,related o or resulting fiomearth movement, regardless of the cause of the earth- movement Earth movement includes landslide earthquake,subsidence, mudflow, sinkhole, erosion, loss of lateral orsubjacent support and the expanding,-rising,falling, shiftingor contracting of earth.

.(Page 6 of 14) OCCUR (ED. 12/00)

Exhibit A0023


32/59

SUPPLEMENTARY PAYMENTS - COV ERAGES A and BWe will pay, withrespectto any claim or suit we defend:1. All expenses we incur.2. Up to S250 for cost ofbail bonds required because of accidentsor baffic lawviolaions arising out ofthe use ofany vehicle towhjchJheJBpdify I Liabilify Coverage applies. We do nothave to fumish tiiesebonds. ~ "3. The cost of bonds to release attachments, but only for bondamounts within die applicable limit of insurance. We do nothave to ftiiTiishtiiesebonds.4. AJl reasonable expenses incurred by the insured at our requestto assist us in the investigation or defense of Uie clainti or suit,includingectual loss of earnings up to SIOO a day because oftime offfrom work.

'5. All costs awardedagainst an insured in die suit6. Prejudgment interest awarded against an insured on that pait ofthejudgment we-pay. Ifwe make an offerto pay the applicablelimit of insurance, we will, not pay any prgudgmcnt interestbased on tbat period oftime afterthe oifer.7. All interest on the full amount of any judgment that accruesafter entiy ofthejudgment and before we have pud, offered topay, or deposited in court that part of the judgment that iswitiiin the coverage of this poli and the applicable limit ofinsurance.These payments will not reduce the limits ofinsurance.

COV ER AGE C. MEDICAL PAYMENTS.1. INSURING AGREEMENT

a. We will pey medical expenses as described beloiy for-bodily injury caused by an accident:(1) On premises you own or rent;(2) On ways next to premises you own or rent;or

provided that:(1) Theaccident takes place in tbecoverage territory andduring the policy period;(2) The expenses are incurred .and reported to us withinone year ofthe date ofthe accident; aiid(3) The injured person submits to examination, at ourexpense, by physicians of our choice as often as wereasonabfy require.

b. We will make these payments regardless of fault. Thesepayments will not exceed the applicable limit of insurance.- We will pay reasonable expenses for:(1) First aid at thetimeofan accident;

(2) Necessaiy medical, sur 'cal, x-ray and dental services,including prosUietic devices; and(3) Necessary ambulance, hospital, professional nursingandfeneralservices.

EXCLUSIONSWe will not pay expenses for bodily injury:a. To any insured.b. To a person hired to do work for or on bebalf of anyinsured or a tenant ofany insured.c To a person injured on lhat part of premises any insuredowns or rents that the person noimally occupies.d. To a peison, whether or not an employee of any insured,if benefits fortiiebodily injury are payable,or must be

provided under a workers' compensation or disabilitybenefits law or a similar law.e. To a peison injured while taking part in athletics.f. Excluded under Coverage A.g. Due to war, whether or notdeclared, or any act orconditionincident to war. War includes civil war, insurrection, .rebellion or revohitton.

SECTION n - W H O IS AN I N S U R E D1 If you are designated in theI3ecIarations as:

a. An individual, y.ouand your spouse are insureds, but onfywiUi respect to die conduct of a business ofwhich you 'are. thesole owner and which is set forth in the Declarations.

b. Apartnership or joint venture, you are an Insured. Yourmembers, your partners, and their spouses are alsoinsureds, but only with respect to tiie conduct of yourbusiness.c. An organization other than a 'pertneiship or joint venture,you are an insured; Your executive officers and directorsare insureds, but onfy-with respect to their duties as yourofficers or directors. Your stockholders are also insureds,but only with respect to their liabilify as stockholders.

2. Each ofthe following is also an insured:a. Vour employees, othertiianyour executive officers, but

only for acts within thescope of their employmeni by you.However, no employee isan insured for:(I ) Bodily injury or personal injury to you or to a. co-employee while In the course of his or heremployment, or the spouse, child, parent, brotbsr orsister of that co-employee as a consequence of suchbodily injury or personal injury, or for anyobligation to sbaie damages with orrepaysomeoneelse,who must pay damages because ofdie injuiy: or

(Page 7 of 14) OCCUR (ED. 12/00)

Exhibit A0024


33/59

(2) Bodify injury or personal injury arising out of his orher providing or failing to provide professional healthcare services, or(3) Properfy damage to properfy owned or occupied byor rented or loaned tothat en loyee, any ofyour otheremployees, or any of your partners or members OTyou are a partnership orjoint venture).

~b'. 'Any "person (otherthan-youremployee)j or--any---organization while actirig as your real estate manager.c. Any person or organization having proper temporarycustody ofyour properly ifyou die. but only:

(1) With respect to liability arising out ofthe muntenanceor use ofthat property; and(2) Until your legal.representative has been appointed..

d. Vour legal .representative ifyou die, but onfy with respectto duties as such. That representative will have all yourrights andduti.es under this Coverage Pan.With respect to mobile equipment registered in your nameunder any motor vehicle registration law, any person is aninsured while .driving such equipment along a public highwaywith your peirnission. Any other person or organizationresponsible fortiieconduct of such peison is also an insured,but onlywith respect to liabilify arising out ofthe operation ofthe equipment, and only if no'other insurance of any kind isavailable to tiiat person or organization for this liabilify.-However, no personor organization is an insured with respectto:a. Bodify injury to aco-employee of the person driving theequipment; or -b. Property damage to propeity owned by,rentedto, in thecharge ofor occupied by you or the employer ofany personwho is an insured underthis provision.Any organization you newly acquire or form, other than apartnership or joint venture, and over which you maintainownership or majorify interest, -will qualify as aNamed -Insuredif there is no odier similar insurance available to thatorganization. However:a. Coverage under this provision is afforded only until the90th day afier you acquire or foimthe organizati'on or theend ofthe policy period, whichever is earlier,b. Coverage A does not apply to bodily injury or properfydamage that occurred before you acquired or formed the

organization; andc. Coverage B does not apply to personal injury oradvertising injury arising out of an offense committedbefore you acquired or formed the organization.Any other person or entify named by endorsement to this policyas an insured or additional insured, but only to the extent and-with die limitations set forth in said endorsement

6. The term insured, as used in diis policy,refersto all persons oroiganizations who meet a definition of insiired contained mSECTION II or are named an insured in an endorsementattached to the policy.No person or organization is an insured with respect to the conductofany cuircnt or past partnership orjoint venture that is not shownas aNamed Insured in the Declarations.

S E C T I O N UI - LIMITS OF I N S U R A N C E1. The Limits of Insurance shown in die Declarations and the rulesbelowf ix'themost we will payregardless of dienumber of:

a. Insureds;b. Claims made or suits brought; orc. Persons or organizations making claims or bringing suits.

2. The General Aggregate- Limit is the most wewill pay for thesum of:a. Medical expenses under coverage C;b. Damages under Coveiage A, except damages because ofbodily Injury or p.roperfy' damage included in die'product5


34/59

Tbe limits of tbis Coverage Part apply separately to eachconsecutive annual period and to any remaining period of lessthan 12 months, starting witii tiebeginning of die policy periodshown in the Declarations, unless the policy period is extendedafter issuance for an additional period of less than 12 months. Inthat cas% the additional period will be deeined part of the lastpreceding period fbr purposes of determining the Limits ofInsurance.

(2) dieearned premium as computed by such customaryshort-rate procedure of the minimum and depositpremium if die first Named Insured cancels, or ascomputedpro rata ifthe company cancels.

Ifnolicc is.mailed, proof of mailing will be sufficient proofof notice.3. CHANGES

S E C T I O N JV - C O M M E R a A L G E N E R A L LLVBILITYCONDITIONSWe have no dufy to pfovide coverage or defense under thisinsurance uniess you and any other involved insured have fullycomplied with the conditions contained in this insurance.1. BANKRUPTCY

Bankruptcy or msolvency of the insured or of the insured'sestate will not relieve as'of our obligations under diis CoveragePart '2 . CANCEaATION

a. The first Named Irisured shown in the Declarations maycancel this policy by mailing or delivering to us advancewritten notice of cancellation. .b . We may cancel this policy by mailing or delivering to thefirst Named Insured writtennotice of cancellation at least:

(1) .10 days before the elective date of cancellation if wecancelfornon-payment of premium; or(2 ) 30 days before tbe effective date of cancellation i f wecancel for any other reason.

c We will mail or deliver our notice to the first NamedInsured's address shown in this policy.d. Notice of cancellib'pn will state die efiective date ofcancellation. The poii^ period will end on that date

- < e. I f this policy is cancelled, -we will send the first NamedInsured any premium refimd due as follows:(1) i f w e cancell the refiind will be pro rata; or(2) ifthefirstNamed Insured cancels, therefendmay beless than pro rata and will be computed by dieCompanys customary short-rate procedure.The cancellation will be effective even i f we have not madeor ofiered arefend.Notwithstanding theforegoing, ftheCoinpany has elected to audit the polity rate basis under theprovisions of SectionIV. - Policy Conditions, Paragraph 4.- EXAMINATION OF YOUR BOOKS AND RECORDShereof thefirstNamed Insured agrees to pay the higher of:(1) the eamed premium as computed by such audit; or

This po cy contains all tiie agreements between you and usconceming the insurance afforded. The first Named Insuredshown in the Declarations is authorized to make changes in theterms of this policy with our writtenconsent This polic/s termscan be amended-or waived only by endorsement issued by usand made a pan of tbis polig'.4. EX/VMINATION OF YOUR BOOKS/VND RECORDS

We may examine and audit your books and records as theyrelate to thispolicy at any imeduringthe policy period and upto three years afterward.

5. INSPECnONiS AND SURVEYSW e have the right but are not obligated to:a. Make inspectionsand surveys at any time;b. Give you reports on theconditions we find; andc. < Recommend changes.Any inspections, surveys, reports or recommendations relateonly to insurability and tbe premiums to be charged. We do notmake safefy inflections. We do not undertake to perfoim thedufy of any peison or organization to provide for the healtb orsafefy of workers or tiie public. We do not wanant thatconditions:a. Are safe or healtiifel; orb. Comply with laws, egulations,codes or standards.These conditions apply not only to us, but also ta any rating,advisory rate service or similar organization which makesinsurance inspections, surveys, reports or recommendations.

6. DUTIES IN THE EVENT OF AN OCCURRENCE,OFFENSE, CLAIM OR SUITa. The insured must see to it that we are notified immediatelyof an occurrence which may result in a claim. Noticeshould include:

(1) How, when and where the occurrenceor offense tookplace;(2) The names and addresses of any irtjured persons andwimesses; and(3) the nauire and location of any injuiy or damagearising out of the occurrence or offense.

(Page 9 of 14) OCCUR(ED. 12/00)

Exhibit A0026


35/59

b. I f a claim is brought against an insured, tbe insured musr:(1) Immediately record the'specifics of the claim or suitand the datereceived,and(2) Notify ns as soon as practicable, but not more than ten(10) days following initial receipt of die claim.

You must see to it that we receive written notice of the claim or...suit.as .soon..as..piacticable,. but .ao..Ef .: ?S..Sr!i .(.1.0),J!!?>5following initial notice of an occurrence or ot&nse. Failure tocomply wiUi this notice provisionmay resutt in the eliminationof coverage under this policy.c. You and anyottier iiivolved insured must:

(1) Immediately send us copies of any demands, notices,summonses or legal papers received in connectionwidi the claimorsuit;(2 ) Authorize ns to obtain records and other information;(3) Cooperate with os in the investigation, settlement ordefense of theclaim or suit; and(4) Assist us, upon our request in the enforcement ofanyright against any person or organizationwhichmay beliable to the insured because of injury or damage towhichthis insurance m^ also apply.

d. Tbe Company shall not be liable for any cost paymentexpense (including legal expense) or obligation assumed orincuned by an. insured wilhout the Compan/s expressconsent Nothing in this subparagraph d. shall be construedto expand upon coverage nor lengthen or expand theperiods in which claims or-suits arie to be reported as setforth in paragraphs a. through c ofthis Section.7. LEGAL ACTION AGABIST US

No person or organization has arightunder this Cdvcragc Part:. a.. To join us as a patfy or otherwise bring us into a suitasking for damages irom an insured; or

b. To sue us on this Coverage Part unless all of its terms have,beenfellycomplied witii.A person or organization may sue us to recover on ah agreedsettlement or o'n a final judgment against an insured obtainedafier an actual trial; but we will not be li^ le for damages thatare not payable under the terms of this Coveiage Part or that arein excess of the applicable limit of insurance. An agreedsettlement means a settlement andreleaseof liability signed byus, die insured and the claimant or the claimant's legrepresentative.

8. OTHER INSURANCEI f other insurance is available to an insured for a damage wecover under Coverages A or B ofthis policy, our obligations arelimited as follows:a. Primaty Insurance

This insurance is primaiy except where paragraph b. below. applies. When other insurance applicable to the loss, injury

ordamage on behalf of the insured is also excess, as setforth in paragraph b. below, tienwe will share with all thatother excess insurance by the method described in c. below.-b. Excess Insurance

This insurance is excess over any other insurance namingan insured, whedier such insurance is primary, excess,contingent or contributing. This insurance may not be used... io..satIsfy.any..deductib!iLprj5elf: ^an insured may owe as a result of loss, .damage or injury.When illsbisurance is excess, we will bave no dufy underCoverage A or B to defend any claimor snit that any otherinsurer hasa dufy to defend.When tbis insurance is excess over other insurance, we willpay only our share of the amount of the loss, if any, thatexceeds die sum of:(1) The total amount that all such other insurance would

pay for the loss in the absence of this insurance; and(2) The total of all deductible and self-insured retentionamounts underall otber insurance.We will share the femaining loss, if any, with any otherinsurance ttiat is not described in this Excess Insuranceprovisionand was not bought specifically to a ply in excessofthe Limits of Insurance shown in tbe DeclarationsofthisCoverage Part

c. Method of SharingWhere paragraph b. is applicable, and this insurance mustshare widi other excess insurance, the following methodofsharingshall be followed:I f all of the other contributing excess insurance permitscontribution by equal shares, we will follow this methodalso. Under this approach each insurer contributes equalamounts until it has paid its applicable limit of insurance ornone of die loss remains, whichever comes firstI f any of the other insurance doesnot permit contributionby equal shares, we will contribute by limits. Under thismethod, each insurer's share is based upon die ratio of itsapplicable limit of insurance to the total applicable limits ofinsurance of all insurers providing excess coverage.The above methods of sharing will also apply where noprimary insurance, as set forth in b. above, is applicable tothe loss. In such instance, all applicable deductibles and/orself-insured amounts must first be exhausted before thisinsurance will apply.

9. PREMIUM AUDITa. W e will compute all premiums for this policy in accordancewith our rules and rates.b. If the premium for this policy is designated as aMINIMUM AND DEPOSIT PREMIUM, Uien tiicCompany shall be entitled to retain that premium in fell,notwithstanding any subsequent audit showing aneamedpremium to be less than the amount designated as the

(Page 10 of 14). OCCUR (ED. 12/00)

Exhibit A0027


36/59

MINIMUM AND DEPOSIT PREMIUM. In no event shallall or any jMrt of a MINIMUM AND DEPOSTTPREMIUMbereturnable o aoy Named Insured predicated upon theresults of any general audit or audit of payroH, receipts orsales. Notwithstanding theforegoing,a MINIMUM ANDDEPOSIT PREMIUM is subject to an upvrard adjusbnent ifan audit shows that the total eamed premium exceeds theMINIMUM AND DEPOSTT PREMIUM. In tiatcase,' thejtmount by which die total eamed premium exceeds dieMINIMUM AND DEPUSTT PR E MIU M sKai Bedue-and 'payable on notice to thefirstNamed Insured.

c. - The first Named Insured must keep records of theinforniation we need for the premium computation, andsend us copies at such imesas we may requestd. If the first Named Insured refiises to allow the Coinpanyaccess to itsrecords-sufiiciently to conduct such audit ofthe policy teim, then the Company shall, at its solediscretion, have tbe option tq puisue either one of die'following:

(1) To initiate all av^bie legal and/or equitable remediesavailable in a court of proper jurisdiction to enforceand accomplishthe subject audit; or '(2) To invoice the first Named Insured for an additionalpremium equal to THE GREATER OF twenfy-five -. percent (2S%) of the original miiuinum and depositpremium shown on the declarations page o f this policyorfive housand dollais (S5,000).

e. Additional premhims invoiced under option (2) of theabove Section IV , Paragraph 9.d. are due and payable onsuch invoicing io thefirstNamed Insured. Interest allowedby the Insured's state laws, dr if no such laws, tienenpercent-(iO%) interest shall begin to accme thirty (30) daysafier such in-voicing on all amounts due fiom die firstNamed Insured under said Section TV, Paragraph 9.d.above. The first Named Insuredfiirtheragrees to pay theCompany, upon demand, allreasonableattorneys' tets,collection costs, and court costs required by the Companyto enforce its ights'andremediesunder either option (I ) oroption (2) set forth in said Section IV, Paragraph 9.d. -above.f. Any single waiver by die Company of auditing the subjectpolicy, mcluding but not limited to waiving the audit upon aremm premium, shall not act as a continuingor permanentwaiver, and tieCompanyshall still have the right to auditat any ime,at hs sole discretion, for said three year timeperiod following the terminationdate of the subject policy.

10. PREMIUMS' .ThefirstNamed Insured.shown in the declarations:

a. Is responsiblefor he paymentof all premiums; andb. W iU. be the payeeforanyreturnpremiums we pay.

11. REPRESENTATIONSBy accepting this policy, you agree:

a. The statements in the Declarations are accurate andcomplete;b. Those statements a.e based upon representations you made< to us; andc. We have issued this policy in reliance upon yourrepresentations.

12. SEPARATION OF INSUREDSExcept with respect to the Limits of Insurance and anyrighisorduties specifically assigned in this Coverage Part to die firstNamed Insured, this insurance applies:a. As i f each Named Insured were the onfy Named Insured;andb. Separately to each insured against whom claim ismade orsuit is brought

13. TRANSFER OF RIGHTS - OF RECOVERY AGAINSTOTHERS TO USI f any insured has die right to recover all orpart of any paymentwe have made under this' Coverage Part,' those righis aretransferred to us. An insured must do nottiing after loss toimpair these rights. At ourrequestan insured wilt bring suit ortransfer thoserights o us and help us enforce them.

14.'TRANSFER OF YOUR RIGHTS AND DUTIES UNDER THISPOLICYVourrightsand duties under this policy may not be ttansferredwithout our written consent except in 'the case of death of an- individualNamed Insured.I f you die, your rights and duties under ttiis policy will betransfened to your legal representau've, but only whileactingwithin the scope of duties as your legalrepresentative.Untilyour legal representative is appointed, anyone having proper. temporaiy custody of your property i ^ l l have yourrightsandduties, but only wilh respect o tiatpropetty.

SECTION V - DEFINITIONS1. /Vdvertising injury means injury other than bodily injury orpersonal injury arising out of one or more of die followingoffenses committed in.ttie course of and through the'means of aninsured's advertising activities:

a. Oral or writtenpublicationof material that slanders or libelsa person or organization;b. Oral or written publication of material ttiat violates apersonsrightof privacy;

2. Auto means a land motor vehicle; traileror semi-trailer designedfor travel on publicroads, ncludingany attached machinery orequipment Auto does not include mobile equipment.3. Bodify injury means physical .injuiy, physical sickness orphysical disease sustained by any person, including deatiiresulting therefrom. Bodily injury does not include shock oremotional, mental 'or psychological distress, injury, trauma oranguish, or other similar condition.

(Page 11 of 14) OCCUR (ED. 12/00)

Exhibit A0028


37/59

4, Claim or Claims rneans a request or a demandreceived by anyinsured or the Company for moaey or services, including theservice of suit or institution of arbitration proceedings againstany insured.5. Coverage territory means:

a. Ttie United States of America (including its territories andpossessionsX Puerto Rico end Canada;b. Intemational waters or airspace, provided the injury ordamage does not occur in the course of travel ortransportation to orfromany place not included in a. aboveorc All parts of the world if:

(1) The ittjury or damage arises out of:(a) Goods or products made or sold by you in thetenitoiy described in a. above; or(b) The activities of a person whose home is in thetenitoiy described ui a. above, but is avray for ashorttimeon business; and

(2) Tbe insured's responstbilify to pay' damages isdetennined in a suit on the merits., in the tenitorydescribed in a. above or in asettlement we agree to.6. Damage means the estimated money equivalent for loss orinjuty sustained.7. Hazardous properties mean radioactive, toxic or explosiveproperties.8. Impaired propeity means tangible property, other than yoorproduct or your 'work, thai cannot be used or Is less usefulbecause:

a. It incorporates your product or your work, that is knownor thought to be defective, deficient; inadequate ordangerous; orb. . Yoa have feiled to felfill Uie terms bf a contract oragreement;ifsuch property cah be restored to use by:^. The repair,replacementadjustment orremovalof yourproduct oryour work; orb. ' Yourfelfillingthe terms ofdie coniract or agreement

9. Insured contract means:a. A lease of premises;

.b. A sidetrack ag;reement; -c. /Wy easement or real estate license agreement, except inconnection with construction or demolition operations on orvrithin SO feet ofa railroad;

d. /\n obligation, as required by ordinance, to indemnify a. mum'cipality, except in connection with work for amunicipality;e. An elevator maintenance agreement;f. That part of any ottier conbact or agreement pertaining toyour business (including an indemnification of amunicipalify in connection with work performed-for a_ muniRipality),.un.djaJS.W 5h,you_aium^another parfy to pay for bodily Injury or properfy damageto a thirdpeison or organization, but oniy if such .bodilyinjury or properfy damage is nbt excluded by the terms ofthe policy, and arisesfiomyour work performed during thepolicy period.An Insured contractdoes not includettiatpart of any contractor agreement:a. . That indemnifies any person or organization for bodilyinjory or properfy damagearising out of construction ordemolition operations, vnOati 50 feet of any railroadproperly and affecting any railroadbridge or trestle, tracks,roadbeds, tiirmel, underpass or'crossing;b. That indemnifies an architect' engineer or survcfyor forinjuiy or damage arising out of:

(1) Preparing, approving or failing to prepare or approvemaps, drawings, opinions, -reports, surveys, changeorders, designs or specifications: or(2) Giving directions or insbructions, or faijing to givettiem, ifttiat s the primary cause of the injuryordamage;

c. Under which the

navigators insurance company v. illinois union insurance company complaint

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