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HomeMy WebLinkAboutResolution - 2015-R0319 - Agreement - ARMKO Industries Inc - Architectural Services - 09_24_2015Resolution No. 2015-R0319 Item No. 4.13 September 24. 2015 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hercby authorized and directed to execute for and on behalf of the City of Lubbock. Professional Services Agreement No. 12443 for professional architectural services related to building envelope evaluation of various City of Lubbock facilities, by and between the City of Lubbock and ARMKO Industries, Inc., of Lubbock, Texas, and related documents. Said Contract is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on this ?4th day of sentember .2015. -ZA�e' GLE,WC. ROB RTSON, MAYOR ATTEST: Rebe t a Garza, City Secretar} APPROVED AS TO CONTENT: evetA -O�J) Wesley D. Everett, Director of Facilities Management APPROVED AS TO FORM: aCQ� Laur Pratt, Assistant City Attorney R1 S. ARMKO PSA 9.2. 15 September 2, 2015 Resolution No, 2015-R0319 PROFESSIONAL SERVICES AGREEMENT STATE OF TEXAS COUNTY OF LUBBOCK CONTRACT# 12443 This Agreement ("Agreement"), effective as of the 24t" day of September 2015, is by and between City of Lubbock, Texas ("City"), a Texas home rule municipal corporation, and ARMKO Industries, Inc. ("ARMKO"), a Texas "Corporation". WITNESSETH WHEREAS, the City desires to obtain professional services ("A/E") related to the Building Envelope Evaluation of various City of Lubbock Facilities (the "Project"); and WHEREAS, ARMKO has a professional staff experienced and is qualified to provide professional services related to the Project, and will provide the services, as defined below, for the price provided herein, said price stipulated by City and ARMKO to be a fair and reasonable price; and WHEREAS, the City desires to contract with ARMKO to provide professional services related to the Project and ARMKO desires to provide the services related to same. NOW THEREFORE, for and in consideration of the terms, covenants and conditions set forth in this Agreement, the City and ARMKO hereby agree as follows: ARTICLE I. TERM The term of this Agreement commences on the Effective Date and continues without interruption for a term of one (1) year with four (4) additional one (1) year extensions, as set forth in the receipt of the Notice to Proceed, The term may be altered by subsequent amendments of this Agreement, with the written and authorized consent of both parties. ARTICLE II. SERVICES AND COMPENSATION ARMKO shall perform the services described in Exhibit A with regard to the Project and payment shall be due and payable upon receipt in accordance with work provided. Payments due ARMKO under this Agreement shall be electronically transferred either by ACH, or wire transfer to the bank account and in accordance with the bank instructions identified in ARMKO's most recent invoice in immediately available funds no later than the payment due date. Invoice number, project name and Contract Number shall be referenced in the bank wire reference fields or the ACH addenda information. In the event that such electronic funds transfer methods are not available to City, then payments due ARMKO under this Agreement shall be made by check and mailed to the Address identified in the remittance Page 1 of 10 ARMKO Agreement instructions on ARMKO's most recent invoice. The Remittance Advice document shall be mailed with the check to the address. ARTICLE III. TERMINATION A. General. City may terminate this Agreement, for any reason or convenience, upon thirty (30) days written notice to ARMKO. In the event this Agreement is so terminated, the City shall only pay ARMKO for services actually performed by ARMKO up to the date ARMKO is deemed to have received notice of termination as provided herein. B. Termination and Remedies. In the event ARMKO breaches any term and/or provision of this Agreement the City shall be entitled to exercise any right or remedy available to it by this Agreement, at law or equity, including without limitation, termination of this Agreement and assertion of action for damages and/or injunctive relief. The exercise of any right or remedy shall not preclude the concurrent or subsequent exercise of any other right or remedy and all other rights and remedies shall be cumulative. ARTICLE IV. NON -ARBITRATION A. The City reserves the right to exercise any right or remedy available to it by law, contract equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document, this provision shall control. ARTICLE V. REPRESENTATIONS AND WARRANTIES A. Existence. ARMKO is a Corporation duly organized, validly existing, and in good standing under the laws of the State of Texas and is qualified to carry on its business in the State of Texas. B. Authorization. Execution, delivery, and performance of this Agreement and the activities contemplated hereby have been duly and validly authorized by ARMKO. This Agreement constitutes legal, valid, and binding obligations of ARMKO and is enforceable in accordance with the terms thereof. C. Professional. ARMKO maintains a professional staff and employs, as needed, other qualified specialists experienced in providing the professional services, and are familiar with all laws, rules, and regulations, both state and federal, including, without limitation the applicable laws, regarding the activities contemplated hereby. D. Performance. ARMKO will and shall conduct all activities contemplated by this Agreement in accordance with the standard of care, skill and diligence normally provided by a professional person in performance of similar professional engineering services, and comply with all applicable laws, rules, and regulations, both state and federal, relating to professional services, as contemplated hereby. E. Use of Copyrighted Material. ARMKO warrants that any materials provided by ARMKO for use by City pursuant to this Agreement shall not contain any proprietary material owned by any other party that is protected under the Copyright Act or any other law, statute, rule, order, regulation or ordinance Page 2 of 10 ARMKO Agreement relating to the use or reproduction of materials. ARMKO shall be solely responsible for ensuring that any materials provided by ARMKO pursuant to this Agreement satisfy this requirement and ARMKO agrees to indemnify and hold City harmless from all liability or loss caused to City or by to which City is exposed on account of ARMKO's failure to perform this duty. F. ARMKO warrants that it shall perform the Project in accordance with the standards of care and diligence normally practiced by recognized Professional Service firms in performing services of a similar nature. If, during the six month period following the earlier of completion or termination of the Project it is shown there is an error in the Project caused solely by ARMKO's failure to meet such standards, and City has promptly notified ARMKO in writing of any such error within that period, ARMKO shall perform, at ARMKO's cost, such corrective professional services within the original Scope of Services as may be necessary to remedy such error. ARTICLE VI. SCOPE OF WORK ARMKO shall accomplish the following: Professional Services related to the Building Envelope Evaluation of various City of Lubbock Facilities, as defined in Exhibit "A". ARTICLE VII. INDEPENDENT CONSULTANT STATUS ARMKO and City agree that ARMKO shall perform the duties under this Agreement as an independent consultant and shall be considered as independent consultant under this Agreement and/or in its activities hereunder for all purposes. ARMKO has the sole discretion to determine the manner in which the services are to be performed. During the performance of the Project under this Agreement, ARMKO and ARMKO's employees and/or sub -consultants, will not be considered, for any purpose, employees or agents of the City within the meaning or the application of any federal, state or local law or regulation, including without limitation, laws, rules or regulations regarding or related to unemployment insurance, old age benefits, workers compensation, labor, personal injury or taxes of any kind. ARTICLE VIII. INSURANCE ARMKO shall procure and carry, at its sole cost and expense through the life of this Agreement, insurance protection as hereinafter specified, in form and substance satisfactory to City, carried with an insurance company authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with this Agreement, including without limitation, the indemnity obligations set forth herein as described in Exhibit B. ARMKO shall obtain and maintain in full force and effect during the term of this Agreement, and shall cause each approved subcontractor or sub -consultant of ARMKO to obtain and maintain in full force and effect during the term of this Agreement, commercial general liability, professional liability and automobile liability coverage for non -owned and hired vehicles with insurance carriers admitted to do business in the state of Texas. Except for Professional Liability, the policies will be written on an occurrence basis, subject to the following minimum limits of liability: Commercial General Liability: Page 3 of 10 ARMKO Agreement Combined Single Limit: $1,000 000 Professional Liability: Combined Single Limit: $1,000,000 Automobile Liability: Combined Single Limit for any auto: $500,000 Per Occurrence ARMKO shall further cause any approved subcontractor or sub -consultant to procure and carry, during the term of this Agreement, Professional Liability coverage, as specified above for ARMKO, protecting City against direct losses caused by the professional negligence of the approved subcontractor or sub -consultant. The City shall be named as additional insured with respect to the the Automobile Liability and Commercial General Liability on a primary and non contributory basis and shall be granted a waiver of subrogation under those policies, ARMKO shall provide a Certificate of Insurance to the City as evidence of coverage. The Certificate shall provide 30 days notice of cancellation. A copy of the additional insured endorsement and waiver of subrogation attached to the policy will be included in the Certificate. Copies of all endorsements are required. ARMKO shall elect to obtain worker's compensation coverage pursuant to Section 406.002 of the Texas Labor Code. Further, ARMKO shall maintain said coverage throughout the term of this Agreement and shall comply with all provisions of Title 5 of the Texas Labor Code to ensure that ARMKO maintains said coverage. ARMKO may maintain Occupational Accident and Disability Insurance in lieu of Worker's Compensation. In either event, the policy must be endorsed to include a waiver of subrogation in favor of the City of Lubbock. If at any time during the life of the Agreement or any extension hereof, ARMKO fails to maintain the required insurance in full force and effect, ARMKO shall be in breach hereof and all work under the Agreement shall be discontinued immediately. ARTICLE IX. EMPLOYMENT OF AGENTS/RETAINING OF CONSULTANTS ARMKO may employ or retain consultants, contractors, or third parties (any of which are referred to herein as `Sub -consultant"), to perform certain duties of ARMKO provided that City approves the retaining of Sub -consultants. ARMKO is at all times responsible to City to perform the Project as provided in this Agreement and ARMKO is in no event relieved of any obligation under this Contract upon retainage of any approved Sub -consultant. Any agent and/or Sub -consultant retained and/or employed by ARMKO shall be required to carry, for the protection and benefit of the City and ARMKO and naming said third parties as additional insureds, insurance as described above in this Agreement. ARTICLE X. CONFIDENTIALITY ARMKO shall retain all information received from or concerning the City and the City's business in strictest confidence and shall not reveal such information to third parties without prior written consent of the City, unless otherwise required by law. Page 4 of 10 ARMKO Agreement ARTICLE XI. INDEMNITY ARMKO SHALL INDEMNIFY AND SAVE HARMLESS THE CITY OF LUBBOCK AND ITS ELECTED OFFICIALS, OFFICERS, AGENTS, AND EMPLOYEES FROM ALL SUITS, ACTIONS, LOSSES, DAMAGES, CLAIMS, OR LIABILITY OF ANY KIND, CHARACTER, TYPE, OR DESCRIPTION, INCLUDING WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES FOR INJURY OR DEATH TO ANY PERSON, OR INJURY TO ANY PROPERTY, RECEIVED OR SUSTAINED BY ANY PERSON OR PERSONS OR PROPERTY, TO THE EXTENT ARISING OUT OF, RELATED TO OR OCCASIONED BY, THE NEGLIGENT ACTS OF ARMKO, ITS AGENTS, EMPLOYEES, AND/OR SUBCONSULTANTS, RELATED TO THE PERFORMANCE, OPERATIONS OR OMISSIONS UNDER THIS CONTRACT AND/OR THE USE OF OCCUPATION OF CITY OWNED PROPERTY. THE INDEMNITY OBLIGATION PROVIDED HEREIN SHALL SURVIVE THE EXPIRATION OF TERMINATION OF THIS AGREEMENT. ARTICLE XII. COMPLIANCE WITH APPLICABLE LAWS ARMKO shall comply with all applicable federal, state and local laws, statutes, ordinances, rules and regulations relating, in any way, manner or form, to the activities under this Agreement, and any amendments thereto. ARTICLE XIII. NOTICE A. General. Whenever notice from ARMKO to City or City to ARMKO is required or permitted by this Agreement and no other method of notice is provided, such notice shall be given by (1) actual delivery of the written notice to the other party by hand (in which case such notice shall be effective upon delivery); (2) facsimile (in which case such notice shall be effective upon delivery); or (3) by depositing the written notice in the United States mail, properly addressed to the other party at the address provided in this article, registered or certified mail, return receipt requested, in which case such notice shall be effective on the third business day after such notice is so deposited. B. ARMKO 's Address. ARMKO 's address and numbers for the purposes of notice are: Brad Draper, Vice -President 7302 82n0 Street, Suite 14 Lubbock, TX 79424 Telephone: (806) 833-6953 Email: bdraper@armko,com C. City's Address. The City's address and numbers for the purposes of notice are: City of Lubbock Attn: Wesley D. Everett — Director Facilities Management P. 0. Box 2000 1625 13th Street Lubbock, TX 79457 Telephone: (806) 775 — 2275 Email: Weverett@mylubbock.us Page 5 of 10 ARMKO Agreement D. Change of Address. Either party may change its address or numbers for purposes of notice by giving written notice to the other party as provided herein, referring specifically to this Agreement, and setting forth such new address or numbers. The address or numbers shall become effective on the 15th day after such notice is effective. ARTICLE XIV. CITY -PROVIDED DATA City shall furnish ARMKO any available data in the possession of the City pertinent to ARMKO's Services, so long as City is entitled to rely on such data for the performance of ARMKO's Services under this Agreement (the "Provided Data"). ARMKO shall be entitled to use and rely, so long as such reliance is reasonable, upon all such Provided Data. ARTICLE XV. MISCELLANEOUS A. Captions. The captions for the articles and sections in this Agreement are inserted in this Agreement strictly for the parties' convenience in identifying the provisions to this Agreement and shall not be given any effect in construing this Agreement. B. Audit. ARMKO shall provide access to its books and records to the City. The City may audit, at its expense and during normal business hours, ARMKO's books and records with respect to this Agreement between ARMKO and City. C. Records. ARMKO shall maintain records that are necessary to substantiate the services provided by ARMKO. D. Assignability. ARMKO may not assign this Agreement without the prior written approval of the City. E. Successor and Assigns. This Agreement binds and inures to the benefit of the City and ARMKO, and in the case of City, its respective successors, legal representatives, and assigns, and in the case of ARMKO, its permitted successors and assigns. F. Construction and Venue. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. THIS AGREEMENT IS PERFORMABLE IN LUBBOCK COUNTY, TEXAS. THE PARTIES HERETO HEREBY IRREVOCABLY CONSENT TO THE EXCLUSIVE JURISDICTION AND VENUE OF THE COURTS OF COMPETENT JURISDICTION OF THE STATE OF TEXAS, COUNTY OF LUBBOCK, FOR THE PURPOSES OF ALL LEGAL PROCEEDINGS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE ACTIONS THAT ARE CONTEMPLATED HEREBY. G. Severability. If any provision of this Agreement is ever held to be invalid or ineffective by any court of competent jurisdiction with respect to any person or circumstances, the remainder of this Agreement and the application of such provision to persons and/or circumstances other than those with respect to which it is held invalid or ineffective shall not be affected thereby. H. Amendment, No amendment, modification, or alteration of the terms of this Agreement shall be binding unless such amendment, modification, or alteration is in writing, dated subsequent to this Agreement, and duly authorized and executed by ARMKO and City. Page 6 of 10 ARMKO Agreement I. Entire Agreement. This Contract, including Exhibits "A" and "B", attached hereto, contains the entire Agreement between the City and ARMKO, and there are no other written or oral promises, conditions, warranties, or representations relating to or affecting the matters contemplated herein. J. No Joint Enterprise. Nothing contained herein shall be construed to imply a joint venture, joint enterprise, partnership or principal — agent relationship between ARMKO and the City. K. Documents Owned by City. Any and all documents, drawings and specifications prepared by ARMKO as part of the Project hereunder, shall become the property of the City when ARMKO has been compensated as set forth in Article II, above. ARMKO shall make copies of any and all work products for its files. L. Notice of Waiver. A waiver by either City or ARMKO of a breach of this Agreement must be in writing to be effective. In the event either party shall execute and deliver such waiver, such waiver shall not affect the waiving party's rights with respect to any other or subsequent breach. M. Third Party Activities. Nothing in this Agreement shall be construed to provide any rights or benefits whatsoever to any party other than City and ARMKO. N. Extent of Responsibility. ARMKO does not guarantee that proposals, bids or actual project costs will not vary from ARMKO's opinions of probable cost or that actual schedules will not vary from ARMKO's projected schedules. ARMKO shall not be responsible for: (1) construction means, methods, techniques, sequences, procedures, or safety precautions and programs in connection with the Project; (2) the failure of any contractor, subcontractor, vendor, or other Project participant, not under contract to ARMKO, to fulfill contractual responsibilities to the Client or to comply with federal, state, or local laws, regulations, and codes; or (3) procuring permits, certificates, and licenses required for any construction unless such responsibilities are specifically assigned to ARMKO in Exhibit A, Scope of Services. O. Unforeseen Circumstances. Except for Client's obligation to make payments, neither party shall be in default hereunder to the extent such default is caused by a cause or circumstance beyond such party's reasonable control. Architect shall be entitled to an equitable adjustment in schedule and compensation in the event such circumstances occur. EXECUTED as of the Effective Date hereof. CITY OF LUBBOCK i �,�/ ROF(ERTSON, MAYOR ATTEST; D, - Rebe ca Garza, City Secret ry Page 7 of 10 ARMKO Agreement APPROVED AS TO CONTENT: �Vou Wesley D. Everett APPROVED AS TO FORM: �fQ � L ura ratt, City Attorney ARMKO INDUSTRIES, INC. By: GC�� Name: Brad Draper Title: Vice -President Page 8 of 10 ARMKO Agreement EXHIBIT A ARM KO Agreement Page 9 of 10 August 27, 2015 Mr. Wes Everett Director of Facilities Management City of Lubbock 1625 13'h Street, Suite L08 Lubbock, Texas 79457 RE: Building Envelope Evaluation & Professional Services City of Lubbock Facilities Mr. Everett, 0 z C 6U 7302 82"" 5t. Suite 14 Lubbock, TX 79424 806.833.6953 / FAX 806.833.8539 www.arrnko.com Texas Registered Engineering Firm #6498 It is the desire of the City of Lubbock to engage the services of Armko to perform building envelope consulting services specifically requested by the City of Lubbock. The services to be provided may relate to some or all of the following: analysis of existing roof components; instrumented moisture survey; roof programs; analysis of the construction documents including review of the exterior elevations, wall sections, parapets, unusual transitions, roof components, door/window details, plan details; specifications; help in establishing budget forecast; bidding or negotiation backup; major phase or full-time quality assurance observations; final observations and progress payment requests; and/or other work agreed to by the parties. Armko shall perform any or all of the afore -described services for the City of Lubbock as an independent consultant and not as an employee. SCHEDULE Building Envelope Analysis A. Interior and exterior visual examination of roof -related sheet metal, parapets, copings, flashings, roof mat, deck system, and penetrations and/or projections through the roof system. B. Cross-section analysis of core samples of the roof membrane. C. Analysis of insulation and topside of deck system at core areas. D. Moisture meter readings of insulation and/or membrane as required. E. Bitumen chemical analysis if applicable. F. Establish roof priorities if applicable. Building Envelope Analysis Report (written and oral presentation) A. Existing Conditions B. Recommendations C. Budget Cost Estimate D. Existing Condition Photographs E. Roof Plan Total for Schedule A: $ .05 per square foot with a minimum charge of $ 1,200.00 per Building. PROPOSAL FOR PROFESSIONAL SERVICES Page 2 of 5 SCHEDULE B — FULL SERVICE SCHEMATIC DESIGN - PHASE 1 — 15% A. Perform building evaluation and establishment of the Scope of Work. B. Identify areas of concern for the new work as well as the existing conditions. C. Establish tie-in options and weather tightness of the existing facility during demolition. D. Provide preliminary drawings and or sketches. DESIGN DEVELOPMENT - PHASE 2 — 20% A. Development of preliminary drawings, including the following: 1. Roof Plans 2. Roof details 3. Unusual and difficult transitions between walls and roof elements B. Define major waterproofing elements C. Define the roofing and waterproofing specifications CONSTRUCTION DOCUMENT - PHASE 3 — 30% A. Preparation of the construction documents, including the following: 1. Specifications and establishment of the Scope of Work 2. Compile and print Bid Package and General Conditions 3. Roof Plans 4. Roof Details 5. Unusual and difficult transitions between walls and roof elements 6. Waterproofing details B. Provide review of architectural drawings for flashing and moisture conflicts including the following: 1. Wall Sections 2. Exterior Elevations 3. Parapet Details 4. Plans Details 5. Door and Window Details C. Finalize the project specifications for the roofing and waterproofing sections of the project manual. BIDDING - PHASE 4 — 5% A. Assist in notification to the construction community. B. Assist at pre -proposal and/or proposal conference. C. Cooperative evaluation and selection of successful bidder. CONSTRUCTION - PHASE 5 — 30% A. Perform submittal review. B Assist at and/or conduct pre -construction and pre -installation meetings. C. On -site observations of work (two hours per week maximum). D. Monthly progress payment request review. E. Final observations and progress payment request review. F. Maintain photo manifest of work in place. G. Provide daily observation reports of each visit to Owner. Total for Schedule B: 6% of Waterproofing or Roofing contract awarded to successful contractor. PROPOSAL FOR PROFESSIONAL SERVICES Page 3 of 5 SCHEDULE C — PARTIAL DESIGN AND CONSTRUCTION ADMINISTRATION SCHEMATIC DESIGN - PHASE 1 A. Perform building evaluation and establishment of the Scope of Work. B. Identify areas of concern for the new work as well as the existing conditions. C. Establish tie-in options and weather tightness of the existing facility during demolition. DESIGN DEVELOPMENT - PHASE 2 A. Review of preliminary drawings, including the following: 1. Roof Plans 2. Roof details 3. Unusual and difficult transitions between walls and roof elements B. Define major waterproofing elements C. Define the roofing and waterproofing specifications CONSTRUCTION DOCUMENT - PHASE 3 A. Provide review of architectural drawings for flashing and moisture conflicts including the following: 1. Wall Sections 2. Exterior Elevations 3. Parapet Details 4. Plans Details 5. Door and Window Details CONSTRUCTION - PHASE 4 A. Perform submittal review. B Assist at and/or conduct pre -construction and pre -installation meetings. C. On -site observations of work (two hours per week maximum). D. Monthly progress payment request review. E. Final observations and progress payment request review. F, Maintain photo manifest of work in place. G. Provide daily observation reports of each visit to Owner. Total for Schedule C: Services will be billed at the rates on the Attachment "A" Schedule of Fees QUALITY ASSURANCE INSPECTOR A. Additional visits over and above the two (2) hour on site weekly visit as described in Schedule C, shall be $65.00 hour. B, Full-time Quality Assurance Inspector shall be $65.00 per hour, plus reimbursable expenses, based on one eight hour work day. PROPOSAL FOR PROFESSIONAL SERVICES Page 4 of 5 REIMBURSABLE EXPENSES Upon submission of invoices and support documentation, City of Lubbock shall reimburse Armko for the following expenses: A. Special reproductions as required. TERMS Phases 1-4 for Schedule B & C will be invoiced at the completion of Phase 4 for 70% of total billable amount. Balance due of 30% of total billable amount for Schedule B & C will be invoiced in monthly increments until completion of project. Armko shall receive payment within ten (10) days after receipt of invoice by City of Lubbock according to the aforementioned schedule of fees. Armko's provision of its services hereunder shall be within its discretion, as shall the hours and days to be worked. LIMITATION OF LIABILITYIWARRANTIES With respect to the service to be performed by Armko, pursuant to the terms of this agreement, Armko shall not be liable or responsible for, and it shall be saved and held harmless by City of Lubbock from and against any and all claims and damages of every kind, for injury to or death of any person or persons and for any damage to or loss of property, arising out of or attributed directly or indirectly to the performance of this contract. City of Lubbock agrees that Armko shall provide only the services set out herein and that Armko makes no warranties, express or implied, with respect to the products it may recommend to their fitness for a particular purpose. City of Lubbock agrees to look solely to the warranties made by the contractor and/or manufacturer of said products, including, without limitation, consequential damages arising out of the use of said product. ENTIRE AGREEMENT This agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the services to be rendered to the City of Lubbock by Armko and contains all of the covenants and agreements between the parties with respect to such transaction in any matter whatsoever. CHOICE OF LAWNENUE This agreement shall be governed by and construed in accordance with the laws of the State of Texas and is performable in Lubbock County, Texas. PROPOSAL FOR PROFESSIONAL SERVICES Page 5 of 5 CANCELLATION Either party hereto may cancel this agreement in writing upon thirty (30) days written notice. The contract shall thereafter terminate 30 days after the postmark date of said notice. Nothing contained herein shall relieve either party from performing hereunder during said 30 day period. Payment for all services performed prior to the termination date shall be due within five days after said termination date, unless earlier payment is required under any other provision of this agreement. Respectfully, Brad Draper, RRO, RCI Vice President ARMKO INDUSTRIES, INC. SCHEDULE OF FEES SERVICES Principal Architect/Engineer Senior Roof Consultant Roof Consultant Registered Roof Observer Quality Assurance Inspector CAD Administrative Assistant Clerical REIMBURSABLE EXPENSES TRAVEL Lodging Meals Mileage (prevailing rate) MISCELLANEOUS Phone Charges Fax Charges Overnight Services Reprographics Other Fees for services not listed above will be quoted upon request. Per Hour $130.00 130.00 90.00 75.00 65.00 55.00 55.00 55.00 40.00 EXHIBIT B Page 10 of 10 ARMKO Agreement acooRoa CERTIFICATE OF LIABILITY INSURANCE19112,12014°A`M�°°"`YY' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATfON ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING: INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: It the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRCDUGER COt4TACT NAME: SERVICES Swinge, Collins E. Associates PHONE o - FAX 13750 Ncel Road. Suite 600 E r�A o.Eul_.72.337 3000 LA Nsk.972-3.$7---=8 Dallas TX 75240 ADDRESS.Sev cesgswingle.collins.corn INSURED Armko (ndustrles Inc 1320 5pinks Rd Ste 100 Flower Mound TX 75028-4247 WSURER(Sl AFFCRCING COVERAGE NAIC ■_ INsuRER AAinla�ca.F rsilloyds.Ins Cc _ .- . - - — .1-15Z_ 6101 I.NSURERB:Arlerica First Ins Cc _ INSURER C r INSURER D : INSURER E INSURER F COVERAGES CERTIFICATE NUMBER: 19576:14751 REVISION NUMBER; THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSJEC TO THE INSUREL) NAMED ABOVE FOR THE DOLICY PER OD f'4DICATEC ,NOT'W-THSTA!NDING ANY R-0U REMENT, TERM OR COND'ION OF ANY CONTRACT CR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE A==ORDER BY T-E POLICIES DESCR;8E0 HERE N IS SUBJECT TO ALL THE TER,b1S. EXCLUSIONS AND COND'TiONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIVS INSR AOOL SUER - _ POLICY EFF POLICY EXP TYPE OF INSURANCE LTR I,v SF WVf7 POLICY NUMBER M:UDOfY`/YY %WjGo1YYYY LIMITS A 3'_NERALLIABILITY CBPSC73977 9'13r20'4 9l13i24f5 E,1,-H:C0LRR7N a S113CO:p0 } DAIV ASE TO RENTED ' COMMERCIAL -GENERA IA9iLI7Y �G,1AIG VG {Ea nrr,irrar�e� 51 C0003 I CL'>;.5T5-tiW�E f x OCCUR N'EDExP,, rv_cr.-2eerscnl S500C i PFFSCNA- 3 ACV NJJRY S 1000,000 GENERAI ACCREGAEE _5230CCOC GEN! AG7REGrTf-'tii•TAFP'-ES PER AFUCJCTS- --CVPiCFAGG $2000000 A AUTOMOBILE LIABILITY BAfl053-,c� 9-132914 9.'1312015 Icj 3"'_ -i _ S1CO, CCO X ANY 4 JTtD Boo(L� INJURY (Per per: j 5 ALL ^vV.`.2.0 S -I=c Lc0 BOGIL, lV_L1RY tPva "deri; S AJT3S ALTL?5 X ?',_ T St',r:=D PPOP{•c!a¢Cerl�r''AOC - HI r.�O-J-CC At B X UMBRELLA LAB x CV5 7-37 9'13120'4 9!'3120'.5 .. C::CLR =�I>CC�-`!CE l i4000000 C �R _ EXCESS LIAR CLA,45-VADE AD>FiE�aTE _ SaCOQC00 A WORKERS COMPENSATION WCE074277 9,"1,2014 9/13/2015 X -� AND EMPLOYERS' LIABILITY Y7N ANYPRCPRIETCR,FAR"4E:R,FKLC�'t'.L FL EACH ACCIDE`tT 559COC'o OFnCERWFJASER EXCLLDE7l N ! A - (Mandatorfin NHI E L DSEPSE EA EMP,OIEE 55000CC f yyes, deS_r16@ order ❑F SCR PTION C- OPERATIONS L>lr.v f_L n15=A5"e-PCL.Ce L-vir 5500000 A Prcocny Corlenis C3Pa073877 9l11112014 9,t3/a015 see below (if app4,es) DESCRIPTION OF OPERATIONS; LOCATIONS I VEHICLES (Attach ACORD 101, Addaienal Remarks Schedule, if more space i3 squired) City of Lubbock is included as Additional InsL:red as respects General 8 Auto Liao lity as per written contracl The General L+a'Diiity poll--y contains a special provision with Primary & Nor.-Cortributor y wording as required Dy written contract Waiver of S,Jbrogatlon applies as respects General & Auto Liability and Workers Compensation as requi-ed by w•-itten cc-iitract 30 days notice of arcellatlor endersemert is added to General Liat:li!ty except `10 days no'Ice for non-payment of prerr.:Jr1 GtK I IHIGA I t HULDII UAN(-tLLA I IUN City Cf Lubbock PO Box 2000 Lubbock TX 79457 SHOULD ANY OF THE ABCVE DESCRIBED POLICIES BE CANCELED BEFORE THE EXPIRATFON DATE THEREOF, NOTICE WILL BE DEL'VERED IN ACCORDANCE WITH THE POLICY PROVISIONS AuTHCR12E0 REPRESENTATIVE J fir•. / L1r1. © 1988.2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD CBP8073277 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENSION ENDORSEMENT Tris endorsement modifies ins_.-ance under the COk'NIERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE The fol owing endorsPmert p,ows on does ^ot app y ,r;hen "X" is shown in the space provided hei-m Prov.s•on B. PROPERTY DAMAGE - BORROWED EQUIPMENT docs not apply Provls on C. PROPERTY DAMAGE - CUSTOMERS' GOODS cues not apply ^ Provs an F. MEDICAL PAYMENTS EXTENSION does not apply Provision H. ADDITIONAL INSUREDS - BY CONTRACT. AGREEMENT OR PERMIT does not app y Pmvsion I. ADDITIONAL INSUREDS - VENDORS does not apply Prov:s'o-i J. BROAD FORM NAMED INSURED does :ct app'.y Provs on K. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES roes ro€ apply Proviso -I L. KNOVJLEDGE OF OCCURRENCE. OFFENSE, CLAIM OR SUIT does not apply (If no entry apa_ars above, irfurNa'.io- regU,-ed to ceniplete t,` is endcrsenient ,v.II be s^olr;n in the Deciarations as nip ,can'e to th s e-dorsemertl 11,1ith respect to covera7,,e afforcaJ oy 1-is endorsement, the PravlsIors of the pvilcy appiy Unless mod'f:pd by tr,2 er dorsernert. A. NON -OWN .ED WATERCRAFT larder pa•agraph 2, Exclusions of COVERAGE A BODILY INJURY AND PROPERTY CANIAGE LIABILITY (SECTION 1), p-ov-ston (2){a) Of eRCIUSi7" g. Aircraft, Auto Or Watercraft is reola cec by t''-e follolmrg. Tnis exclt s or Jo.s not a p y to. (2) A wit-m-raft yol, do not cwn that is: (a) t ess thaw 51 feat Iorq, and B. PROPERTY DAMAGE - BORROWED EQUIPMENT 1. U-der parag'a0!- 2. Exclusions of COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY (SECTION 1). p•ov sio- (4) of excluslo- j. Damage To Property does not app y to "property damage" to hc"o'n'ec ecu,oment P,,hiie trai eq-ipme^t.s -ot being used to perfc,m operations at the,ob site, 2. Unde- SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the following is added to Ccnc to- 4. Other Insurance, pa•acraph b. Excess Insurance, the irsarerce affcrded by aro.islo- B. in 'he Ce,mmeicial Gene -a' L,anil!tf Extension Erdcrsemerit s e:-'Asp nve' any r;f t-e P-1pr -s-'ranee wlV ether Fn"i'ria-v. -,t or 7M any othe- basis, IrM is property insurance 3. T`'!s eridursernenl prov€Sion B. coes rot appiy wre^ t is si-cveri :n the Sr heriu,u as not aophc m e. Ir JI LI".,: GUC ;'I h?:7 r;-,•t ndi Lf t'r5A-,!-Io: S_"m.0s Jilcc I.— v; itl• i, p:r,'.is^icn .�'pyr141ri 0uram c. -3 `Jf'u a rr 22.45TX (12,'02) Page i of 5 INSURED COPY p , • ,2r 12 f,: 8i. n.T_ •GKE'i},.9 P .Gtilh6f _'d.!Rn a.C: ^. `i U!a,(111/07 ray F'•i C. PROPERTY DAMAGE - CUSTOMERS' GOODS 1. L'nde' par q-aph 2. Exclusions ^f COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY (SECTION I), nrov SIors (3), (4) a^d (61 of exc isro- j. Damage To Property do rot app y to 'properly Camage" (0 "CUStO-9- er, gCCCS" W-11 e 0- your P-e-n ses 2. U-.de' SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, thD fo ovy nj is adder to Co^J,tion 4. Ofher Insurance paragrap I b. Excess Insurance The insirance afforoed by prcvisson C. it t! e Corlrne-ciai Gereral Liabilit; EOens an E7corserne7t Is excess ove- any a` the otne- ns,:-ance, primary excess. tort -cent or an any other bass lrat s p'orerty'rs.:rance 3, T, e fol aµy-ng Is added lc SECTION V - DEFINITIONS- "Custorzers goods' means pmperly of your c .StUr3er 01`1 YA1' p•enlSes for t-;e p_:rpose ,-( be[ ;@ v.o'KeC On C' J5ed "l yOUr r32nLfaCl_'Irg process. 4. I his endorse'nenl prov Sion C. does rnt apply whrm II is shown ,-i t-w 5r;hedulo w, nnl :=,npiwab!e D. PROPERTY DAMAGE LIABILITY- ELEVATORS 1. U-ld-a- Daran'ap- 2. Exclusions of COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY (SECTION I). D-ov s cns (3) (4) ant (5) of exclus�cn j. Damage To Property do not apaly If s_c ; "properly dw1- C'?" results f-cm t-e L.Se cf 21a:a`brs 2. T-ie foi orl.ng s addec to SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, Co,nd ton 4. Other Insurance, paragrap' b. Excess Insurance Tne Irs.Irance affcrc!ed by cro,.s or. D. In the Commercial Genera' Liability Extens,on Lnacrsemert s Excess over an j of t'te Ot`er rsurance, vY^ether or r]a"y, e:{CeSS, Cant nge^t or on any 0`•ng- Dads t-iat Is orocerty Ins..-aF1Ce E DAMAGE BY FIRE, LIGHTNING, EXPLOSION. SMOKE OR LEAKAGE f Damage To Prernise5 F.erteri To Yo.I s not othe�mse excl-nod li cm t^is Co,VG-age Part 1. tlyde• suDsertl--,n 2. Exclusions of COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY (SECTION 1) a. Tr'e fo!Irt^ from the las: prrag'Apr et` exclus.an j. Damage To Property s rep'aced oy t^e foko+:vin3 Paragraphs (1), (3) and (4) ,,f In s exc .s or co not aapply la'croperty damage" ,ot-er t-a-) da--laga by fi-e lig-t- irg exD,os,or smoke, or leafage from a Jo -rat c f •e pretext an systems) to pre^ 'ses ncludir•g t"e co -tents of sicn p-eT ses, -ented to you for a perad of 7 0• fewe' ca'secut :re as js, A s. pa -Ft_ I mit of ^sura-1ce apDhi s to Damage To Prem ses Rented To Yoc as descr Do n SECTION III - LIMITS OF INSURANCE b. I re last paraCran� of s.bstjoi on 2, Exclusions Is "ep{aced by the fol ow-Ig- E,<ciaslo-s c. th,o..gr n. co 'ot app y to da^tage by t -e I ghtr ng explasicn, srioke o- IeeaKage from a,Itcr-Iat c fire orotoct, G}'stems tc prerrr ses oy^rile .anted to va_, or lemporarly accup es oy yOl.� ',v,t^ Derm.sSICn of t-,R 0!t'e' A s,pa-ale Ir'1it cf IrS I -Arco ap-_.ke- to DamsCje To r'"^T1isez Rartgd T,.i Yuj as Je3cr oeo ^ SECTION III - LIMITS OF INSURANCE I^a. �rq rrt *•tar VA r•i F+ I,' n +, r,sn+c. S :rr7•s �)�.,. 1:, ae 1- S" :1•;rr �sn. ^ C t.vrgtl ir: 21. 22-45TX (12102) Page 2 of 6 [i(?71r77 5 INSUREDCOPY r,`��G]✓=�..i ��- 2. Pa'aaraoh 5, under SECTION III - LIl111TS OF INSURANCE is rep ;aced by the follow ne E. S.:b.ect to 5. above, tFe ❑amagF To Premises P.r:nted To You Limit is fro. most vr,-� Hail pay 1inrrr Ceverage A for damages beca,.se of 'property damage' to any c-ie areri ses vvh e rented IG you, Or in t-e ease of camcge b/ fi-e. licnta,-ig. exp�osior, smote, or leakacia from auten]at c protect on systems, while-a'rted to you or temporari y occuoled oy yo j w t~, perm ssicn of t'a c,Tn s im t cs It a create- of: a. S30r1.000, or b. Tre amo.:nt s�)owr n thu ❑ecla-atians for 0amaoe To P-em Ses Re-ted To Yoj Limit 3. The "orc 'fi-e" i-- cha­ga7 tU 'fire, 11c t-irg, e pfos.on, smoke. or lea-�age fror] aut: mate f -e protect =n systen)S' vihere t appe7-c in. a. SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, Car'd4 on 4. Other Insurance aarag-aph b. Excess Insurance, subpa-agraph (1)(b); ar*d b. SECTION V - QEFINITIONS, parr:.;ran-1 9.a, F. MEDICAL PAYMENTS EXTENSION 1. SECTION III - LIMITS OF INSURANCE. ozrag'ap' 7. is r9piaced by lne fu: olmr3; 7. Sub ecl to 5. abc•)e, the V-2dical E,tpense U nd is the most we wi f pay urce, Coverage C. for z l rnL4ca' exv'er.sci be�3L.Sa Cf 'bow !y injury" 5:.staired Dy ary one persor. Tnie I%lec tia' LXaanse Lmi t :s the g,aate- of. a. 315.nUC or U. ihre '.ie-Jica' Lxaense Lini t sha:•,r in IhP 0• cla-at ors 2. Lnce, pnv s,or 1. Insuring Agreerrent of COVERAGE C MEDICAL PAYMFNT5 (SECTION 1), the secc-d scbaaragraan (2) of pa•a: -a,` a. is ^ep aced by tr-e folk-xr.g (2I Tle experise= a•r-: irr.nrred and reoorted t.; i,s w IN- th-ee ;,ears of the ca,e of the acc dent: anr: 3. Tha t ^dorsamer*. Q'7, Sion F. doas nut apply Nihe.. a. 1,s sowm the ScnZc,'e as h.'Jl 2p,7-iCa-)le: 0- b. COVERAGE C. MEDICAL PAYMENTS (SECTION Ii S c*.'.e •r se exc ,icaa fror~r th s Ce;z'age Pa-1. G. EXTENSION OF SUPPLENIFNTARY PAYNIENTS -COVERAGES A AND B U• r."F r SUPPLEMENTARY PAYMENTS - COVERAGES A AND B 1. Pa'agrr:pr, 1.b. s re;)la(-.eJ by It foNo,,w-g b. U:) to 5351 i f7r cost of J,lil `tonc_-ec_i'eil "cause of aced=^ts or traff c 2'H v Oia' ohis arig ^3 CA of t^e ..se a' a-y va' c'e tl':Y ic` th= Bad s Inl-jsy Laailly Coverage a.-,Diie= �.e tc not hav,3 to fum,s-i these :)orl:is 2. f a-ao-a,)n 1.d. s repia;ed by t"e fu�!owrng. d. A i re.asonae,'e e�nerses inc_i're. ❑' the rsu'ac at o,r regL:esl to ass st '_is n t-e rves'Igat,or- a^ def-:rse of t-e cla ni cr 's.i t", ncl;airg actual loss of ear-iires iq) to S3C0 a day ._-aC2. se of t'ne off f-:,m work. r.,,, -1­ 1,-.1rr-tt^�. .' •i=tii.lr. c. _ r. C-.­, 7T'.: irk .: i1h iS'� 4.cr- i;:=r r c' 'r right it <t,rs ;r: ,,:-m ::: ihr: .r 22-45TX (12i02) Page 3 of o" INSURED COPY its, yz.i,_ Atl;",L'-,� .-'r;7rCF=•'fif'] v:�D'.'Cc�,'? .!'s'n" a^, ."'+F=v .,Cuc;'�%.:9 F=a� ,. H. ADDITIONAL. INSUREDS - BY CONTRACT. AGREEMENT OR FERPT 1. Pa-ag"aph 2. race, SECTION II - N/HO IS AN 14SURED Is amerdec to include as an wswred any person or olanizAcn wier you a^d sucr person or orpizatlo!' !-,ave acreed In Wntma it, a cont-act or oe'mt tha' s.lci, person or crga-uzaLc- be added as an addtlona Irsur2c on ye'rr policy tz, provde n=_ jra-1Ce sucn a=_ Is af;ordec ;rider t-,:s Coverage Part S_:ch person or or�anlzatlon is an ai:7:t o,ial lrs�"ad orly ,,%,ith facWCI tQ 112bll'ty :irlS 719 urlt Of a. You, cnr or-y ooarat cns pa,-f:xnlra;l far t-at [larsor or org,-,mizatlon. or L. Frerllscs c" faclllt e..3 CYJrad or USF,d Dy you VAN msoeN in pro mor; I X. ahoy=, a persm S or 4TWUator S status as art insured und2r tr s erldo'sc'm _nt erns Ker yma opemto" for that person or mgalzatlor are cumpleted Wit-"• resnaU Its provision 1 A eAvi . a pvwn s or orgu2at,Cn S 3t2!JS as Br -SL,'ec Cn.-jertr'.S er'_.3rsemert wds +/ he" tt & ca,t act cr a me^lrnt *Kh b 3u for suc- man ves o" fad t s e"s 2. This e-corcenne-t orovison K does not apply 4. Llr'es_ he w her comet d w u'rg'9ynn-'t rms been eXenAeo or ❑arnit has Wen Gnued. C"ior I: the 'oodlly in._1ry', "a c•rartr n- "pe",anal ar, 1 2- ;11s',n.g Init.ry L•, i a 'aoc y Intrlry" or "propeh: d•�n•=1ge" cccur"I�Ic, zfte". (1) All Anrt, Inci..rllrc 71stvol parts or ert AWert Earn s"d 0 c--lert.an wk sur_r wxq n Me prclect (othy ndn govlce mnnte,narve a repairs, to by polormad oy or on bewal of Ve ad109a Insurvic at the s to -_4 the cover?d opemvws has bes"' Como ete:",: a" (2) I hat poi or of 'yo_li +F. , V cA of vvky` Ire 'nji,,r j or darnn7 e a' 3eS has cr. n put to Its Iirte-iden 'isc D'j any onn, x Or:m!2dt an Dolor Vd^ awther contracts, cr S..L conva=r e-gageo ir pedcr x qj oper leis or a p- le ON as a part cf the same p-. ed C. To the rr'?Cen cf or frill'.': to '_"!der any pruk_s.o-al s=-Vices Ir-c!odirig. but r0i irniteJ to any prnfessloral a"ch ted ra , _-:g now no or s.lrvigvg suoves Such as (1) Tre pwoanng apo'm nj ur frill rg to preoxv a, cpprovv naps sw draN ngs, op6' w—c mourk, "o, Met otxE, cka—gy arde, o- dram, c3- d :..E O celln''_a: ;1r':: (2) S.•pervlsory ln_pucham a"cnAmOval m e'iVreer ^c actr.!t or,_ td. To 'bo+_ll; iju jy "o' iMy damay '. ewar a aid a0e"t smg Irjxy ins ig a& of ary an, e-o— o- omn3 on tt'-A WAI-5 f'071 t c 3TJ?t'0r31 mzjmd S sde neg •^once a- ` wrgdolr j: e. To no nrox qr o-gvizat on Ins: rded as an Ins T1 ..nds, wov.si n L of In s erdc-seme-1 f. To an person o- c-pa,l[at or Irlc ..dark a: an 7s:_.'ed t)'y a Sepa'ate ads t :7'l01 Irs_t"9d '�Zs,led b, us a-d ria�4 a ,.art of .f is po{r.y: ar g. VVrer a v s` c,n,r I t,. 4crec.I F a�- no', dDDI c'b e. -��;wdr� xn-err;n!C; m,s.:�a� r.! Irsurnn.<; oi:r, �...; C�r:�_ Ir+:..,v, �I: prr'i�•., r n .-.i:{r�ngi+l I•, r:•:'�Ir:.�• 3�.v.l .r-s iT"i�-: rr�. c d�G 22.45TX (1 2;02) Page 4 of 6 INSURED COPY ra,f 0:1.' J 1' r;,777.i77 �.-_"�[r{c^:�';. F=D'..1•?ni � 1'.l:'r�. �1::a�Jf'r"1 O;C�ZL!71C 4� ._ t. ADDITIONAL INSURED - VENDORS Pa a; aDh 2. ti-cer SECTION 11 - WHO IS AN INSURED s amendec in N,-Gude as arl i�s_i ed ary p- rsnr nr er;j 71zai an (refarred I:: Dt, -.,i a5 "vencor') !A:It' v horl you sprees in' vvrittu❑ Cort'c Ct Oa r aJre,tienl to pfJvlue Inc_lrarlr;F s.ic�" as I@Horded u''Jer t" is DoIEC'y' D-_ t artly vi'ih reSDCct I "Dodlly niury" G' '•p'operly damage" ans,^C c it of 'yoI;r pfoduct " v,- Bch a"E• dist•ibuted Or so d in the reg-liar co.: --se of P`ie vs rdor's bLs Tess, s +bject ti', in2 fo owing add bore exc!, sions: 1. The ins_.ran,ce affo"ded the venro' saes rot apply to a ' BQ-- ry iri_i v "p7oparty d@rnage- for vvnich tng venc;r 's Cblltge eo t;7 pay Oa,laces Dy reasc, cf t-e assu-nption -of iiabi:itf In a coat-a;,t or acre-emiart. Th s exc'us.or cogs r-Ct,;,ply to ilzb'ily for darnages t ial the vendor wouic Nara in the acsarc of the corVact e' ag eenlewt b. Any exo zss `rra-wity inauth or'zed by You; c. A-rr phvs cal o, r_-em cal c-'a,oe (r: thf: product ma;;e irta•Itonz y by t-e ver ,or: d. Fe,nackr;dr'.g. L.n:ess unnac<?d sc eiy f— tta Plc•Jose of rcrort on, d?r �on_t at(c,o feshn;;, e s.r,shl,l I - of parts rode''rSln.,ctio's from t-c mar ifact,rrer, a -id fi-e- repackaged it tt e ong nal cortz nor. e. A,^y fall-r- to ma's= s .Cr ins-iectCnS, equ=t rents, te'_t=. ^ se'7IC,.nQ as t--3 ve-,c-- hc5 tp mai e or ro—t: Y urJeia'ac to Ti.-:{e In t-ie covc:;a of b.15:^a33. In r_,on^ec'o- 4t:iih t-e distriollti9n or Say:— f. Demcrst'al 07. insta lal or, se^i c'na Cr spa ' ope'at o-is, eK_eA Sic Doe -a' -ors oe-to'm ' at t' ve-IJo•'s nrem:5es n con -act:.`- v., t`- !-e sae Cf ire prc Lc1. g. P"Cdur-;s V h Ctl, afle di5t' n,:f On Or s%: e I:Iy yo'j, have be=�r, abe -:'j Or roi alele'.' O• US d n5 J COrtD'F'', Dart a- Ingxed e"It of otra- tring cr s.ihsta•',ce by or fo' the ve'Icor o- h. To ','.'or;I y Inw'y" or 'p-QDerly da"•ia.ge" 2f1S 19 OUt of ar' j aCt, er'_r or c,-wssio'7 tnet '35i, is f'cm, I'+ a'd.'.ditiGn.11 "1Sti'EC's Sole nepliC� nCP or Vr"7ngd0 nw 2. T'Iis I'15Uf0'1"0 iG?S rCi tC Drlly IriSUI'BO perSOr C' 6'C2"1 Zat.on, frOr- V!`i'o'il y']I1 ',n;e occ_I'crd SJc'1 :Jw:i'(f:t; J" a,y Iftg'r:d ?'t. pert or CG^tc "P.•, E•nt?rm:l Irt] arrornr a"y^n�,, C,' Co-t' -wc Fi .:':h prod:rtti 3. T- s e-d'o'seme^t Di :`J'= .,m 1. Loes Col anp' Ivl'? It 's 1-I tre 5_ e-_te ar 'ct aJC cab e. J. BROAD FORM NAMED INSURED 1. SECTION II -NiHO iS AN INSURED ,s ai le dad'0 r':_.c? as al rs..r_d an, le al y ncc'pC,ataj entit; Of ti:riCf7 vo.. o`:,•1 '7l_•g t-cl 5,; Der^erI of t-e Yot "� st'J':.....' "ig i''e pC ry `.orpr 2. U-Je• SECTION IV - COMMERCIAL GENERAL LIAEILITY CONDITIONS t^e f_, mvn1; s CcricI! o- 4. Othcr Insurance pare rapt• b. Excess Insurance This '7U"1'2e If, e,(cess OVS."' a7v of tDE otFr•r niiira-ce I:-Irna'j. Ex-P.sF Curt -OF"'t C Or} criv Jl"eF basis, Tha' ,S etr,' u' rs.,reC so'el'y by rf'^of C4`�`lef3'J vos Cf n'.`_)ra U9'cent Of tr'B Vat-ro Stock. 3. P.lra •zpn 2. of t- s en.d._ ;rrie`I Drcv c Cr J. doeS not ap�-'y t_t a polls'' 'r Itfen tc. apti, 5y Soec f call; IF e.:cc-, of tr S -J(-] cy, 4. Tn', F•7 a se-lert prcrsic-, J. doe_ not aopi !vFzr it Is s`r-,vn In 1 a Scne:ji le as -ot appilcaCle 7t• (t.,;r•; .n7 ,t ght1 a nX-ra! .,r rr r: ::Ift its 1_nr ? •tr t rrnr ;h• In :a'.lt+r : 3nrrtr-a `Ja •, Inc 22.45TX (12'02) Page 5 of o" iNSJRED COPY G� .ice." FiC:..'� .-,__.:_-.-�'1 ��G',i'a;:G _tea;.. •1=a,nr�.h,, Ctk'.Lf-;l F,.,<. p.7 K. FAILURE TO DISCLOSE HAZARDS AND PRIOR OCCURRENCES 1. Unde, SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS, the fol:ow^ig is added 10 Co•rill! o- 6. Representations: Your fad ire to dis-_lose a hazards ur prior "eccur,ences" existing as of t-:e i^ception sate of the policy sra not p e, Jd ce t:-e co:eraaa affnrcied by finis onfry prwid,;. sac fa iu e io d sclose all hazards er prior "occurrences" is not ir•tc'.rl x-al. 2. Tnis endorsemert p-ov-s?c.n K. coes not apply when i1 is srowr in thr Scned ale as not aap!icab'e. L. KNOWLEDGE OF OCCURRENCE, OFFENSE, CLAIM OR SUIT 1. Under SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS the follolm-g is zdded tc Cordition 2. Duties in the Event of Occurrence, Offense, Ciaim Or Suit: Knaw edge cf a. "occ,.rrence', off_-ise. ciaiim or "s Jif" ov an age-t, se^oa-1 o-'empfoyee" of any irsre: s`rall not in .Ise f co-st t.ita k-o n edce of I-e nsjred unless a-i nsu-ed I Stec L.-der pa"ay•ach 1. of SECTION 11 - WHO IS AN INSURED or a a rsor who as bee-1 cesig-'aled by them tc rece le -ecorts of ocau-rerces, off>anses, cla ins and "scats" st'ail f ave re•-,eived s ,ch notice from tihe agent, se,' a-ll e- ,.emp nyee 2. Tnis endorse 11-4 previsior. L. doNs rul apply wher it is s`own it thin Scriedia e as rol apnhcable M. LIBERALIZATION CLAUSE If v. e revise this Commercial GeneraLiahility Exe-sior Endorse-wE t to provide ^ao-c cnverara'r:.tha,it add tonal p emiuri charve, YoL:r C-o'iCy will a-toniatical'y orov:dy ttie cove -age as e` tire day tine rev'sio^ is ef;act•ve in Yor•r state T-iis daes not aoniy to prow s ors tr:,at a,,P shok'- it the Schein fie as rot apn' cable N. BODILY INJURY REDEFINED Urcer SECTION V - DEFINITION'S def •n ticr 3. is replacec by the follo+wirg: 3,'13oaily Injury" mea-is physical in;ury, sickness or disease s-ista: iec tDy a peisor„ th,s irclude- menla' anguish. merta' irjury, shoc4 fight or coat- that resa.•lts f•onn such physica' -njury. sic',ness or disease. it a,i,ir, �r ar qr we mrta"i•i rt it =u'aiticr. 8,'.-n.r:; Otti• r,: vmt-it',)-rni -GCvr •yhi h ai'.lnc;. s Mr in_ , ="t•0 22-45TX (121C2} Page 6 of 6 INSURED COPY riot-y<{;`? FQ73?'i7 tiTCC„=RE=,iriy 103u11:'17t;1) J'1:a33 a, _'A-JF"^+ JLCU01': Pnya 7d Q.L5LJd U / 4 d / / THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, AMENDMENT OF OTHER INSURANCE CONDITION This erldorsu-ment rn:;dlf es Insurance p,;ovided unde- the foliovvinn: COV'MERCIAL GENEPA- Lfn6fLIT'YOVERAGE PART A. Tr e fo'!o-N r•c Is ac;jed tc p. a•fis on a. Primary Insurance of pa rag 1 4. Other Insurance unde- SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: Ho�xever, wt-en an acditional .r,sxpd has her-rl ad0c: � to tnls C ovp-Agp Part rev at,-arhrnent of an erdorserrle"t, v,e vo I not seek cant-i�rtlon from the "adc tio-lal I7sured s cw- I'IsLOalce" provided that' (1) Ya.j a�iJ the addltlona' acireec Irl a writteli contract that t-lts Insa-cnce Is prlrna-y ancf ron-cortroutory: s-ld (2) T-~e "5rd y rjL, ;i" or'prope t'y' da-rlaae' occurs, Jr t"e'persc•la c,-'c 2d'velis:-g ny -y" is Curlllltec s�I lser...ant to tie E<er,(It �r ^F s lcr cent C.cf B. Fo, t-.e p-i-poses cf I"is 1'r:• follc;v rc �s added to SECTION V -- DEFINITIONS: 'Addtiona' ms-.-ed S =V, Ira 'c^C me;p ns clh9r I^ _:r nCFf'J'1"e aC�It 77Y! 5'_r?r 13 ^e: a Namn-d I is ed. 22-111 (41W) IA,l CI I0C11 r`r•,Dv Page 1 of 1 Forming a part of Policy Number: CBP 8073877 Coverage Is Provided In ANIFRICA FIRST LLOYD'S INSURANCE CO.` — Named Insured: Agent: ARAMO INDUSTRIES INC COLLINS Q ASSOCIATES RBI LLC Agent Code: 322C672 Agent Phone: (9'2)-381-N0G THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY" WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US T-1`s e'-dorsemer.l modifies m3JZUe prov ded under Il e fo:'ow rg. COiO-MERCIAL GENERAL LIABILITY CO'JERAGI_ PAR F Tt'e TRANSFER OF RIGHTS OF RECOVERY AG,= NISI OTHERS 7O US Cord lior (Sacl,or IV — CO,)%IERCiAL C,FC,FRAL LIAB LITY CONDMONS) is am?rdad n.r t-e zdd 11-r of f^e followirg: 'l e 'r,;, ve a,,-y right of rCGJery v,e may ha,e against the persor or ergar,zatie - ;hov,7 it t--te Sr:hecule beic.,. oecalse of payments ti+'e ma�a for in]-j y o- da-rlage a.ISIr,g Ct.t Of vcur o,)go,"ig coe•aticns or'you- wo`K` done -ender a contract wit' ItiLl uersurl u' Crga-iization and Incl-ded In hie "proJucts cCrlpleted ooeratios haza-d ' The S v;a ver nDp a, oniy to thr, person ar Org2l zat 0-1 sho.vn r, lh.e Sc^eri..le be!oal. SCHEDULE Name of Person or Organization. BLAPAKE T AS RE'OU F,ED f3'� V~?RITTEti CONTRACT (If no ertry aJdea-s a:7ove, Ire -wriat Jr rE;gUltec to coma ele th,s e icorS--mer, %vill ce s-,ovr n In the Declarat'on.s as appl,cab e tv th s enc:o-semen:). Cc zs as {10;93) P,---RED COP• :.r�75.,77 C��rJK==I)?:' �G�4.i;F'�J J1d?dr. rt ��r P�tti i}UCiJll6r' Pyg� FUI IiIIiiZ4 a P di L Ur Policy Number: WC 8074277 Coverage Is Provided In AMERICA FIRST LLOYD'S INSURANCE CO. Named Insured: Agent: ARMKO INDUSTRIES INC SWINGLE COLLINS & ASSOCIATES REILLC Agent Code: 3220678 Agent Phone: (972)-387.34C0 TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT T-is eneorsement a::p ies only tc� the irsurarce provided oy the policy cecausa Texas is show-i i-i lte.-n 3.A. of tre nforaYon Page. Al,e have the r.ght to rectr:p, cur payments from anyo^e I:aolir fo, an i-,j.,v cove-ed by this policy e will not E;rfurca oil• rirjht a a-sl t7e parson or organ zat o' na7iec in the Screcu e, rx.t t-'= V,4Ve- a.:, es on y will resnert to bodily iriju,y ar sing oul of tre eoe,at.n--s descr,eed n the Sch-edl-:iza r ,?:e YOU are ,-Faa fed by a vjr,tte-7 contract to obt•w n this wave- from us-. This undo-seme:^t snatr nat o�er•=te d.rectly or indi-ect y to benef,t anyone rot name: ;n tr.e Screcu e The prerT uri fo, lii�s era..;rsemerit is s,ho:vn ir- t• e Scheuuie. 1. ( ) Soecific Wa ver r%ame of person cr organization, (X) Y!aive- Any pe-son or orcar,zation fur *-on-. the Naniec- Ins -red has a jree 1 by Y,ii contra�:t to fur-1 sh trn,s VralVi--r. 2. OAe-atiQr-s: WC 42 03 04A (01.a0) INSU1 ',Eu COPY 39112C12 t'17r.?7 FJ-.`C�fEF:FG? F +.1. .� !'1in.� F`l J"iiJ1` THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT COVERAGE INDEX Description Page TEMPORARY SUBSTITUTE AUTO PHYSICAL DAMAGE 1 BROAD FORM INSURED 2 EMPLOYEES AS INSUREDS 2 ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT 2 SUPPLEMENTARY PAYMENTS 2 AMENDED FELLOW EMPLOYEE EXCLUSION 3 HIRED AUTO PHYSICAL DAMAGE 3 TOWING AND LABOR 3 PHYSICAL DAMAGE- ADDITIONAL TRANSPORTATION EXPENSE COVERAGE 3 RENTAL REIMBURSEMENT 4 EXTRA EXPENSE - BROADENED COVERAGE 4 PERSONAL EFFECTS COVERAGE 4 AIRBAG COVERAGE 4 LEASE GAP 4 GLASS REPAIR - WAIVER OF DEDUCTIBLE 5 DRIVE OTHER CAR FOR EXECUTIVE OFFICERS 6 UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS 7 AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT, OR LOSS 7 BODILY INJURY REDEFINED 7 EXTENDED CANCELLATION CONDITION 7 The following modifies insurance ender the: BUSINESS AUTO COVERAGE FORM 1. TEMPORARY SUBSTITUTE AUTO PHYSICAL DAMAGE SECTION I - COVERED AUTOS, paragraph C is changed by adding the following If Physical Damage Coverage ;s provided under the Business Auto Coverage Form for an "auto" you own, the Physical Damage coverages provided for that owned 'auto' are extended to any 'auto" you do not own while used with the permission of its owner as a temporary substitute for the covered 'auto" you own that is out of service because of its breakdown, repair, servicing "loss", or destruction Incudes copy-ighted mate,ial cf insurance Sevices Office. Inc with its permission Copyright, Insurance Services O`fce, Inc 1997 16-59f (05104) Page 1 of 7 2. BROAD FORM INSURED SECTION 11 - LIABILITY COVERAGE - WHO IS AN INSURED is amended to include as an insured 1 Any legally incorporated entity of which you own more than 50 percent of the voting stock during the period for which this endorsement is effective, if there is no similar insurance available to that organization. However, the Named Insured does not include any organization a. that is a partnership or joint venture, or b that is an insured under any other policy, or has exhausted its Limit of Insurance under any other policy. 2 Paragraph 1. b. above does not apply to a policy written to apply specTcally in excess of this policy. 3 Coverage for newly acquired or formed organizations is afforded only for 180 days from the date of acquisition or formation. 4. Coverage does not apply to "bodily injury' or 'property damage' that results from an "accident" that occurred before you formed or acquired that organization. 3. EMPLOYEES AS INSUREDS SECTION II - LIABILITY COVERAGE - WHO IS AN INSURED is amended to include as an insured. Any employee of yours while using a covered "auto" you do not own, hire or borrow in your business or your personal affairs. 4. ADDITIONAL INSURED BY CONTRACT, AGREEMENT OR PERMIT SECTION II - LIABILITY COVERAGE - WHO IS AN INSURED is amended to include as an insured any person or organization with whom you have agreed in writing in a contract, agreement or permit, to prov'de insurance such as is afforded under this policy This provision 4. does not apply unless the written contract or agreement has been executed, or permit has been issued, prior to the "bodily injury' or "property damage." 5. SUPPLEMENTARY PAYMENTS SECTION II - LIABILITY COVERAGE, 2 a. Supplementary Payments, items (2) and (4) are replaced by the following: (2) Up to $2500 for cost of bail bonds (incluoing bonds for related traffic v,olations) required because of an 'accident" we cover We do not have to furnish these bonds (4) All reasonable expenses incurred by the insured at our request, including actual loss of earnings up to $300 a day because of time off from work 6. AMENDED FELLOW EMPLOYEE EXCLUSION includes copyrighted material of insurarce Services Office Inc with its permission Copyright, Insurance Services Office, Inc , 1997 16-59f (05/04) Page 2 of 1 SECTION II - LIABILITY, exclusion 5. FELLOW EMPLOYEE does not apply if the "bodily injury' results from the use of a covered' auto' you own or hire. The insurance provided under this provision 6. is excess over any other collectible insurance 7. HIRED AUTO PHYSICAL DAMAGE SECTION 111 - PHYSICAL DAMAGE COVERAGE, A COVERAGE, is amended by adding the following If hired 'autos" are covered `autos" for Liability Coverage, and if Comprehensive, Specified Causes of Loss, or Collision coverage are provided under the Business Auto Coverage Form for any "auto" you own, then the Physic@' Damage coverages provided are extended to 'autos' yoi hire. subject to the following limit and deductible: The most we will pay for 'loss" to any hired 'auto" is S50,000 or Actual Cash Value cr Cost of Repair, whichever is smallest, minus a deductible. The deductible will be equal to the largest deductible applicable to any owned "auto' for that coverage No deductible applies to 'loss" caused by fire or lightning Subject to the above limit, deductible and excess provisions, we will provide coverage equal to the broadest coverage applicable to any covered "auto' you own Subject to a maximum of S750 per accident', we will also cover loss of use of the hired 'auto if it results from an accident',you are legally liable, and the lessor incurs an actual financial loss. The insurance provided under this provision 7. is excess over any other collectiole insurance. S. TOWING AND LABOR SECTION III - PHYSICAL DAMAGE COVERAGE, A.2 Towing, is replaced by the following We will pay towing and labor costs incurred, up to the limits shown below, each time a covered' auto" classified and rated as a private passenger type, "light truck or 'medium truck is disabled. a. For private passenger type vehicles, we will pay up to $50 per disablement b For 'light trucks that have a gross vehicle we.ght (GVVV) of 10,000 pounds or less, we will pay up to $50 per disablement - c For 'medium trucks' that have a gross vehicle weight (GVVV) of 10 001 - 20.000 pounds, we will pay up to $150 per disablement. However, the labor must be performed at the place of disablement. 9. PHYSICAL DAMAGE- ADDITIONAL TRANSPORTATION EXPENSE COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, A.4 Coverage Extension, is amended to provide a limit of S50 per day and a maximum limit of $1000. 10. RENTAL REIMBURSEMENT Includes copyrighted material of insurance Se vices Office, Inc with its permissior Copyright Insurance Services Office, Inc. 1997 16-59f (05/04) Page 3 of 7 SECTION III - PHYSICAL DAMAGE COVERAGE. A. COVERAGE, is amended by adding the following: We will pay for rental reimbursement expenses incurred by you for the rental of an' auto' because of "accident" or "loss", other than theft, to a covered "auto We will pay only for those expenses incurred after the first 24 hours following the "accident' or "loss' to the covered "auto " The most we will pay for any one "accident" or "loss is $1000 No deductible applies to this coverage. 11. EXTRA EXPENSE -BROADENED COVERAGE Under SECTION III - PHYSICAL DAMAGE COVERAGE, A. COVERAGE, we will pay for the expense of returning a stolen covered 'auto' to you. 12. PERSONAL EFFECTS COVERAGE A SECTION III - PHYSICAL DAMAGE COVERAGE, A COVERAGE, is amended by adding the following - If you have purchased Comprehensive Coverage on this policy for an' auto' you own and that auto" is stolen, we will pay, without application of a deductible, up to $600 for' personal effects" stolen with the "auto ' The insurance provided under this provision 12. is excess over any other collectible insurance B. SECTION V - DEFINITIONS is amended by add ng the following "Personal effects" means tangible property that is worn or carried by an'insured ',. "Personal effects" does not include tools, jewelry, money or securities. 13. AIRBAG COVERAGE SECTION III - PHYSICAL DAMAGE COVERAGE, B EXCLUSIONS is amended by adding the following If you have purchased Comprehensive or Collision Coverage under this policy, the exclusion relating to mechanical breakdown does not apply to the accidental discharge of an air bag. 14.. LEASE GAP A SECTION III -PHYSICAL DAMAGE COVERAGE -LIMIT OF INSURANCE is amended by adding the following The mos= we will pay for a "to -al loss' in any one accident' is the greater of the. 1 Balance due under the terms of the loan or lease to which the damaged covered 'autois subject at the time of the "loss" less the amount of a Overdue payments and financial penalties associated with those payments as of the date of the 'loss Includes copyrighted material of Insurance Services Office, Inc with its permission. Copyright. Insurance Services Office Inc , 1997 16-59f (05104) Page 4 of 7 b. Financial penalties imposed under a lease due to high mileage, excessive use or abnormal wear and tear, c. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease. d Transfer or rollover balances from previous loans or leases, e. Final payment due under @'Balloon Loan", f. The dollar amount of any unrepaired damage which occurred prior to the "total loss" of a covered "auf g. Security deposits not refunded by a lessor, h. All refunds payable or paid to you as a result of the ear;y termination of a lease agreement or as a result of the easy termination of any warranty or extended service agreement on a covered "auto", i. Any amount representing taxes, j Loan or lease termina;ior fees, or; 2 The actual cash value of the damaged or stolen property as of the time of the 'loss'. B. ADDITIONAL CONDITIONS This coverage applies only to the original loan or lease written on a covered 'auto'. C. SECTION V - DEFINITIONS is changed by adding the following: As used in this endorsement Total loss" means a 'loss' in which the cos`, of repairs plus the salvage value exceeds the actual cash value. "Balloon loan" is one with periodic payments that are insufficFent to repay the balance over the term of the loan, thereby requiring a large final payment. 15. GLASS REPAIR - WAIVER OF DEDUCTIBLE SECTION Ili - PHYSICAL DAMAGE COVERAGE is amended by adding the following to D. DEDUCTIBLE: No deductible applies to glass damage if the glass is repaired rather than replaced. 16. DRIVE OTHER CAR FOR EXECUTIVE OFFICERS A. This provision 17. changes only those coverages where a limit and premwrn is shown it the Declarations. B CHANGES IN LIABILITY COVERAGE. Incluies copyrighted mate-ial of Insurance Services Office, Inc. with its permission Copyright. Insurance Services Office Inc , 1997 16-59f (05104) Page 5 of 7 Any "auto" you do not own,, hire or borrow is a covered "auto" for Liability Coverage while being used by any of your executive officers" except: Any "auto' owned by that "executive officer" or a member of that persons household, or Any "auto" used by that"executive officer' while working in a business of selling, servicing, repairing or parking "autos'. C. CHANGES IN AUTO MEDICAL PAYMENTS AND UNINSURED MOTORISTS AND UNDERINSURED MOTORISTS COVERAGE The following is added to WHO IS AN INSURED Any individual 'insured' and his or her "family members' are "insured' while 'occupying" or while a pedestrian when being struck by any `auto" you do not own except: Any 'auto" owned by that individual or by any "family member". D. CHANGES IN PHYSICAL DAMAGE COVERAGE: Any private passenger type "auto' you do not own, hire or borrow is a covered 'auto' while in the care, custody or control of any of your 'executive officers" except. Any 'auto" owned by that individua' or by any member of his or her household. Any "auto" owned by that individual or his or her spouse while working in a business of selling, servicing, repairing or parking "autos E. ADDITIONAL DEFINITIONS: As used in this endorsement: 'Executive officer' means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document, and that person's spouse, while a resident of the same household 'Family member" means a person related to an 'executive officer" by blood marriage or adoption who is a resident of the individuals household, including a ward or foster child. F. The insurance provided under this provision 17. will be: Equal to the broadest of those coverages afforded any covered "auto', and Excess over any other collectible insurance. 17. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS SECTION IV - BUSINESS AUTO CONDITIONS is amended by adding the following: If you unintentionally fail to disclose any haza,ds or exposures existing as of the inception date o` the Business Auto Coverage Form, the coverage afforded by this policy will not be prejudiced However, you must report the undisclosed hazard or exposure as soon as practicable after its discovery, and we Includes copyrighted material of Insurance Services Office, Inc with its permission, Copyright Insurance Services Office Inc 1997 16-59f (05/04) Page 6 of 7 have the right to collect addidonai premium for same. 18. AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT, OR "LOSS" SECTION IV - BUSINESS AUTO CONDITIONS, paragraph A.2.a. is amended by adding the following: You must give us notice of an "accident', claim, "suit" or "loss" only when it is known to. 1. You, if you are an individual, 2. A pa-fier, if you are a partnership, 3, A member, if you are a limited liability company, or 4. An executive officer or the "employee des'gnated by the Named Insured to give sucn notice, if you are a corporation 19. BODILY INJURY REDEFINED Under SECTION V - DEFINITIONS, definition C is replaced by the following `Bodily Injury means physical injury, sickness or disease sustained by a person including mental anguish, mental injury shock, fright or death resulting from any of these at any Gme 20. EXTENDED CANCELLATION CONDITION The COMMON POLICY CONDITIONS - CANCELLATION provision applies except as follows: If we cance' for any reason other than nonpayment of premium, we will mail or delive, to the first Named Insured written notice of cancellation at least 60 days before the effective date of cancellatior:. This provision 20. does not apply in those states which require more than 60 days prior notice of cancellation. Includes ccpyrignted matenai of Ir.sirance Services Office Inc with its ❑e-niss on. Copy,ight, insu•ance Services Office, Inc . 1997 16-59f (05/04) Page 7 of 7 Policy Number: BA 8069786 Coverage Is Provided In AMERICA FIRST LLOYD'S INSURANCE CO, Named Insured: Agent: ARMKO INDUSTRIES INC SWINGLE COLLINS & ASSOCIATES RBI LLC Agent Code: 3220678 Agent Phone: (972)-387-3000 THIS ENDORSEMENT CHANGES YOUR POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US The endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM The Transfer 0` Rights of Recovery Against Others To Us Condition does not apply tc the persen(s), or organization(s) shown in the Schedule, but on:y to the extent that subrogation is waived pror to the "acciden'" or the "loss" under a contact with that person or organization. SCHEDULE Name's) of Person(s) or Organization(s): BLANKET AS R=QUIRED BY WRITTEN CONTRACT (If no name appears above, the information required to complete th-s endorsement will be shown in the Declarations as appiicable to this endorsement). 16-87 (11I09) INSURED COPY