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HomeMy WebLinkAboutca4PURCHASE AND SALE AGREEMENT This agreement is between Port Orchard Sand & Gravel Co. Inc., P.O. Box 181, Port Orchard, WA 98366, hereinafter referred to as SELLER, and Jefferson County, P.O. Box 1220, Port Townsend, WA 98368, the undersigned, hereinafter referred to as BUYER. WITNESSETH: For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto do agree as follows: GENERAL PROVISION This Agreement contains the entire agreement and understanding concerning the subject matter hereof between the parties and supersedes and replaces all prior negotiations, proposed agreements and agreements, written or oral. Each of the parties hereto acknowledges that no other party hereto or any agent or attorney of such party has made any promise, expressed or implied, not contained in this Agreement to induce it to execute this Agreement. Each of the parties further acknowledges that it is not executing this Agreement in reliance on any promise, representation or warranty not contained in this Agreement. This Agreement is to be construed as if it were prepared and reviewed by both parties. 1. SALE OF GOODS SELLER shall manufacture for BUYER the following described products: A~~re~ate products 5/8" - U S No 4 at the Bid Proposal price of $17.25 per ton and 3/8" - U.S. No. 4 at the Bid Proposal price of $17 25 per ton for an estimated total two (2~ year contract value of $138,000.00 for use in Jefferson County's Public Works Road Maintenance Division bituminous surfacing treatment ~BST~pro~ram in the quantities and by the dates indicated in the bid and proposal documents. Contract is for supply of a regate products in years 2010 and 2011 at prices stated in the proposal. 2. CONSIDERATION BUYER shall accept the goods and pay unit prices in accordance with the bid documents and proposal dated January 25, 2010. 3. IDENTIFICATION OF GOODS Identification of the goods to this agreement shall not be deemed to have been made until both BUYER and SELLER have specified that the goods in question are as prescribed in the performance of this agreement. 4. PAYMENT BUYER shall make payment for received goods after inspection and approval by the BUYER. BUYER shall make payment within approximately 3 0 days after receiving invoice and approval of goods as per the referenced Minimum Specifications and Special Provisions. 2010-2011 Purchase and Sale Agreement 1 Revised 2/25/2009 5. RECEIPT CONSTRUED AS DELIVERY Goods shall be deemed received by BUYER when delivered to or picked up by BUYER per the referenced Minimum Specifications and Special Provisions. Receipt does not equal acceptance for the purpose of this Agreement. 6. RISK OF LOSS The risk of loss from any casualty to the goods, regardless of cause, shall be on the SELLER until the goods have been received by the BUYER. 7. WARRANTY OF NO ENCUMBRANCES SELLER warrants that the goods are now free, and that at the time of delivery shall be free from any security interest or other lien or encumbrance. 8. WARRANTY OF TITLE Furthermore, SELLER warrants that at the time of signing this agreement SELLER neither knows, nor has reason to know, of the existence of any outstanding title or claim of title hostile to the rights of SELLER in the goods. 9. WARRANTY OF MERCHANTABILITY Further, SELLER warrants that the goods, which are the subject of this Agreement, are merchantable and are fit and suited for their intended purpose. 10. RIGHT OF INSPECTION/REJECTION BUYER shall have the right to inspect the goods on arrival and within 20 calendar days after receiving goods, BUYER must give notice to SELLER of any claim for damages on account of condition, quality or grade of the goods, and BUYER must specify the basis of the claim of BUYER in detail. The failure of BUYER to comply with these conditions shall constitute irrevocable acceptance of the goods by BUYER. 11. RIGHT OF CANCELLATION BUYER shall have the right to cancel this agreement on giving 30 days prior written notice of the intent to do so. BUYER shall purchase any materials manufactured under this Agreement prior to the date of issuance of such written notice, provided such materials are acceptable. 12. APPLICABLE LAW All questions with respect to the construction of this Agreement and the rights and liabilities of the parties hereto, shall be brought only in the State of Washington and the parties hereto consent to jurisdiction and venue in such State. 2010-2011 Purchase and Sale Agreement 2 Revised 2/25/2009 13. ATTORNEYS FEES In the event of any dispute under this Agreement, the prevailing party shall be entitled to recover its reasonable attorney's fee and costs, in addition to all other relief to which it may be entitled. 14. AMENDMENTS This agreement shall not be deemed or construed to be modified, amended, rescinded, canceled, or waived in whole or in part except by written amendment signed by the parties hereto. 15. SEVERABILITY If any provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. 16. CONTRACT DOCUMENTS The Contract Documents consist of this Agreement, all conditions of the Jefferson County bid documents (general, special and supplementary and other conditions, drawings, specifications, and addenda} and other documents listed below issued prior to the execution of this Agreement and all modifications and change orders issued subsequent thereto. These form a contract and all are as fully a part of the contract as if attached to this agreement or repeated herein. An enumeration of the contract documents is set forth below: 1. This agreement; and 2. The general and special provisions of the Jefferson County bid documents 3. The bid proposal of the contractor herein dated January 25, 2010. 17. CONFLICT BETWEEN DOCUMENTS In the event of a conflict or discrepancy between the provisions of the Jefferson County bid documents and the provisions of this agreement, the provisions of the Jefferson County bid documents shall be controlling. 2010-2011 Purchase and Sale Agreement 3 Revised 2/25/2009 IN WITNESS WHEREOF, the parties here-to have executed this Agreement to be effective on the date of its signing by the BUYER. JEFFERSON COUNTY BOARD OF COMMISSIONERS Name of Vendor David Sullivan, Chair Vendor Rep entative o~ Title Phil Johnson, Member John Austin, Member ~~ to form onl this ~ da of Approved as y y ~ 1~ ~C ~ , 20. ~~ ~ , Deputy Prosecuting Attorney ~ri .~, ~ ~ Frank Gifford, Public orks Director 2010-2011 Purchase and Sale Agreement 4 Revised 2/25/2009 /~I:er,i•lit<• 77704 Mll FSONi] A CORDTM C E RT L I TY INSURANCE DATE (MMIDDIYWY) 3/31 /2010 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Propel Insurance Tacoma Commercial Insuranc ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 1201 Pacific Ave, Suite 1000 Tacoma, WA 98402 INSURERS AFFORDING COVERAGE NAIC # INSURED ' INSURER A: COntlnental W@Stern InSUranCe C Port Orchard Sand Grav p~j~~ RKS DE T INSURER B: Travelers Property Casualty of PO Box 130 INSURER C: Auburn, WA 98071 INSURER D: INSURER E: rnv~Qer_Ge v THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 15 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR NSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE MM POLICY EXPIRATION DATE MMlDD YYY LIMITS A GENERAL LIABILITY CWP2865825 04/01/2010 04/01/2011 EACH OCCURRENCE $1 OOO OOO X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $1 OO OOO CLAIMS MADE a OCCUR MED EXP (Any one person) $5 OOO X 000 PD Ded: 1 PERSONAL & ADV INJURY $1 000 000 , GENERAL AGGREGATE $2 OOO OOO GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS -COMP/OP AGG $2 OOO OOO POLICY X E ~ LOC A AUTOMOBILE LIABILITY CWP2865825 04!01/2010 04/01/2011 COMBINED SINGLE LIMIT 000 000 $1 X ANY AUTO (Ea accident) , , ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) X HIRED AUT05 BODILY INJURY $ X NON-OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ A EXCESS !UMBRELLA LIABILITY CU2865826 04/01/2010 04/01 /2011 EACH OCCURRENCE $15 OOO OOO X OCCUR ~ CLAIMS MADE AGGREGATE $1 S OOO OOO DEDUCTIBLE $ X RETENTION $ O $ WORKERS COMPENSATION AND WC STATU- OTH- A EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE CWP2865825 04101!2010 04/01/2011 E.L. EACH ACCIDENT $1. OOO OOO ~~FICER/M~MBEER EXCLUDED? (Mandatory In NH) N (WA Stop Gap) E.L. DISEASE - EA EMPLOYEE $1 OOO,OOO If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE -POLICY LIMIT $1,000 OOO B OTHER Leased ~ QT6600996P933TIL 04/01/2010 04/01/2011 Limit: $500,000 Rented Equipment Deductible: $5,000 DESCRIPTION OF OPERATIONS !LOCATIONS /VEHICLES /EXCLUSIONS ADDED BY ENDORSEMENT /SPECIAL PROVISIONS RE: All operations performed by the Named Insured. Jefferson County Department of Public Works is additional insured per the attached endorsement. GERIIFI(:AIt F1ULUtK ~rHIY~rCLLM11V1Y SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Jefferson County Department of Public Works DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~p_ DAYS WRITTEN Attn: Darrel NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL 623 Sheridan St. IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Port Townsend, WA 98368 REPRESENTATIVES. AUTHORIZED REPRESENTATIVE L A~r~~"~,R''4wf ACORD 25 (2009/01) 1 of 2 #S420769/M420759 ©1988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SXH00 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER The Certificate of Insurance does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 (2009/01) 2 of 2 #S4207691M420759 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ 1T CAREFULLY. CONTRACTORS' COMMERCIAL GENERAL LIABfLITY ENHANCEMENT ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. MEDICAL PAYMENTS If SECTION I - COVERAGE C MEDICAL PAY- MENTS is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit provided by this policy, subject to the terms of SECTION I11 - LIMITS OF INSURANCE, shall be the greater of: a. $10,000; or b. The Medical Expense Limit shown in the Declarations of this Coverage Part. B. FIRE, LIGHTNING, EXPLOSION, SMOKE AND SPRINKLER LEAKAGE DAMAGE TO PREM- ISES YOU RENT If damage to premises rented to you under Cov- erage A. is not otherwise excluded from this pol- icy; the following applies: 1. The last paragraph of SECTION I - COV- ERAGE A.2. Exclusions is deleted and re- placed by the following: Exclusions c. through n. do not apply to damage by fire, lightning, explosion or sprin- kler leakage to premises while rented to your or temporarily occupied by you with permis- sion of the owner. A separate limit of insur- ance applies to this coverage as described in SECTION III -LIMITS OF INSURANCE. 2. Paragraph 6. of SECTION III -LIMITS OF INSURANCE is deleted and replaced by the following: 6. Subject to 5. above, the greater of: a. $300,000; or b. the Damage To Premises Rented To You Limit shown in the Declara- tions; is the most we will pay under COVER- AGE Afor damages because of "prop- erty damage" to any one premises, while rented to you, or temporarily occupied by you with the permission of the owner arising out of any one fire, lightning, ex- plosion or sprinkler leakage Incident. 3. Paragraph 4.b.(1)(b) Other Insurance of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS is deleted and re- placed by the following: (b) That is Fire, Lightning, Explosion or Sprinkler Leakage insurance for prem- ises rented to you or temporarily occu- pied by you with the permission of the owner; 4. Paragraph 9.a. of SECTION V - DEFINI- TIONS is deleted and replaced by the follow- ing: a. A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning, explosion or sprinkler lea- kage to premises while rented to you or temporarily occupied by you with per- mission of the owner is not an "insured contract"; C. NON-OWNED WATERCRAFT 1. Paragraph g.(2) of SECTION I - COVER- AGE A.2. Exclusions is deleted and re- placed by the following: A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not used to carry persons or property for a charge. D. SUPPLEMENTARY PAYMENTS SECTION I -SUPPLEMENTARY PAYMENTS - COVERAGES A AND B is amended as fol- lows: 1. The limit of insurance in paragraph 1.b. is increased from $250 to $2,500; and 2. The limit of insurance in paragraph 1.d. is increased from $250 to $500. E. AUTOMATIC ADDITIONAL INSURED - SPECIFIED RELATIONSHIPS The following is added to Paragraph 2. of SEC- TION II -WHO IS AN INSURED: e. Any person or organization described in pa- ragraph f. below, whom you and such per- son or organization have agreed in writing In a contract or agreement that such person or organization be added as an additional in- sured on your policy. CL CG 00 20 03 07 Includes copyrighted material of Insurance Services Page 1 Of 6 Office, Inc., with its permission f. Such person or organization is an insured provided: (1) The written or oral contract or agree- ment is: (a) Currently in effect or becomes effec- tive during the policy period; and (b) Executed prior to an "occurrence" or offense to which this insurance would apply. (2) They are not specifically designated as an additional insured under any other provision of, or endorsement .added to, this policy. Only the following persons or organizations are additional insureds under this endorse- ment, and coverage provided to such addi- tional insureds is limited as provided herein: (1) The manager or 'lessor of a premise leased to you, but only with respect to li- ability arising from the ownership, main- tenance or use of that part of the prem- ises leased to you and subject to the fol- lowing additional exclusions: This insurance does not apply to: (a) Any "occurrence" which takes place after you cease to be a tenant of that premises. (b) Structural alterations, new construc- tion or demolition operations per- formed by or on behalf of the man- ager or lessor. (2) Any person or organization from' whom you lease equipment, but only with re- spect to liability for "bodily injury", "prop- erty damage" or "personal and advertis- ing injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such per- son(s) or organization(s). However, this insurance does not apply to any "occurrence" which takes place after the equipment lease expires. (3) Any sta e or .;political su,bdiuision', subject to the following additional provision: This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with premises you own, rent, or control and to which this in- surance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, cano- pies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners, or decora- tions and similar exposures; or (b) The construction, erection, or re- moval of elevators; or (c) The ownership, maintenance, or use of any elevators. F. ADDITIONAL INSURED -OWNERS, LESSEES OR CONTRACTORS -AUTOMATIC STATUS 1. b. The acts or omissions of those acting on your behalf; in the performance of your vngo'ng opera- tiorts for,the additional insured.: A person's or organization's status as an ad- ditional insured under this policy ends when your operations for that additional insured are completed. 2. With respect to the insurance afforded to these additional insureds, the following addi- tional exclusions apply: This insurance does not apply to: a. "Bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of, or the failure to render, any professional architectural, engineering or surveying services, in- cluding: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or draw- ings and specifications; or (2) Supervisory, inspection, architec- tural or engineering activities. b. "Bodily injury" or "property damage" occurring after: (1) All work, including materials, parts or equipment furnished in connec- tion with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insureds) at the location of the covered opera- tions has been completed; or (2) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcon- tractor engaged in performing op- erations for a principal as a part of the same project. CL CG 00 20 03 07 Includes copyrighted material of Insurance Services Page 2 of 6 Office, Inc., with its permission a 3. The insurance provided by this endorsement is primary insurance and we will not seek contribution under any insurance policy un- der which such:. additional insured.: is a named insured, if such policy was procured and paid for by such additional insured, or a parent or related entity of such additional in- sured. 4. With respect to the insurance afforded to these additional insureds, SECTION III - LIMITS OF INSURANCE is amended as fol- lows: The limits applicable to the additional in- sured are those specified in the written con- tract or agreement or the limits stated in the Declarations, whichever is less. If no limits are specified in the written contract or agreement, the limits applicable to the addi- tional insured are those specified in the Dec- larations. The limits of insurance are inclu- sive of and not in addition to the limits of in- surance shown in the Declarations. G. PROPERTY DAMAGE TO BORROWED EQUIPMENT 1. Paragraph 2.j. of SECTION I - COVER- AGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE. LIABILITY is amended as follows: Paragraphs (3) and (4) of this exclusion do not apply to tools or equipment loaned to you, provided they are not being used to per- form operations at the time of loss. 2. SECTION III -LIMITS OF INSURANCE is deleted and replaced by the following: The most we will pay in any one "occur- rence" for. "property damage" to borrowed equipment is $15,000. This limit of insur- ance is the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suits" brought; or c. Persons or organizations making claims or bringing "suits". c. We may pay any part or all of the de- ductible amount to effect settlement of any claim or suit and, upon notification of the action taken; you shall promptly reimburse us for such part of the de- ductible amount as we have paid. H. BROADENED NAMED INSURED Paragraph 3. of SECTION II -WHO IS AN IN- SURED is deleted and replaced by the following: Any organization, other than a joint venture, over which you maintain ownership or majority inter- est of more than 50% will be a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier. b. COVERAGE A does not apply to "bodily in- jury" or "property damage" that occurred be- fore you acquired or formed the organiza- tion. c. COVERAGE B does not apply to "personal and advertising injury" arising out of an of- fense committed before you acquired or formed the organization. I. CONSTRUCTION PROJECT GENERAL AG- GREGATE LIMIT 1. For all sums which the insured becomes lega{ly obligated to pay as damages caused by "occurrences" under COVERAGE A (SECTION I), and for all medical expenses caused by accidents under COVERAGE C (SECTION I), which can be attributed only to ongoing operations at a single construction project away from premises owned by or rented to the insured: a. A Single Construction Project General Aggregate Limit applies to each con- struction project away from premises owned by or rented to the insured, and that limit is equal to the amount of the General Aggregate Limit shown in the Declarations. Deductible 3 b. The Single Construction Project General . Aggregate Limit is the most we will pay a. Our obligation to pay damages on behalf for the sum of all damages under COV- of the insured applies only to the amount ERAGE A, except damages because of of damages in excess of $250 as appli- "bodily injury" or "property damage" in- cable to "property damage" as the result cluded in the "products-completed op- of any one "occurrence", regardless of erations hazard", and for medical ex- the number of persons or organizations penses under COVERAGE C regardless who sustain damages because of that of the number of: "occurrence". (1) Insureds; b. The terms of this insurance, including those with respect to our right and duty (2) Claims made or "suits" brought; or to defend the insured against any "suits" (3) Persons or organizations making seeking those damages; and your duties claims or bringing "suits". in the event of an occurrence ,claim, or "suit" apply irrespective of the application of the deductible amount. CL CG 00 20 03 07 Includes copyrighted material of Insurance Services Page 3 of 6 Office, Inc., with its permission c. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the Single Construction Project General Ag- gregate Limit for that construction pro- ject away from premises owned by or rented to the insured. Such payments shall not reduce the General Aggregate Limit shown in the Declarations nor shall they reduce any other Single Construc- tion Project General Aggregate Limit for any other separate construction project away from premises owned by or rented to the insured. d. The limits shown in the Declarations for Each Occurrence, Fire Damage and Medical Expense continue to apply. However, instead of being subject to the General Aggregate Limit shown in the Declarations, such limits will be subject to the applicable Single Construction Project General Aggregate Limit. 2. For all sums which the insured becomes legally obligated to pay as damages caused by "occurrences" under COVERAGE A (SECTION 1), and for all medical expenses caused by accidents under COVERAGE C (SECTION I), which cannot be attributed only to ongoing operations at a single desig- nated construction project away from prem- ises owned by or rented to the insured: a. Any payments made under COVERAGE A for damages or under COVERAGE C for medical expenses shall reduce the amount available under the General Ag- gregate Limit or the Products-Completed Operations Aggregate Limit, whichever is applicable; and b. Such payments shall not reduce any Single Construction Project General Ag- gregate Limit. 3. When coverage for liability arising out of the "products-completed operations hazard" is provided, any payments for damages be- cause of "bodily injury" or "property damage" included in the "products-completed opera- tions hazard" will reduce the Products- Completed Operations Aggregate Limit, and not reduce the General Aggregate Limit nor the Single Construction Project General Ag- gregate Limit. 4. If the applicable construction project away from premises owned by or rented to the in- sured has been abandoned, delayed, or abandoned and then restarted, or if the au- thorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the project will still be deemed to be the same construction project. 5. The provisions of Limits Of Insurance (SECTION III) not otherwise modified by this endorsement shall continue to apply as sti- pulated. J. KNOWLEDGE OF OCCURRENCE The following is added to paragraph 2. Duties In The Event Of Occurrence, Offense, Claim Or Suit of SECTION IV -COMMERCIAL GEN- ERAL LIABILITY CONDITIONS: e. A report of an "occurrence", offense, claim or suite to: (1) You, if you are an individual. (2) A partner, if you are a partnership (3) An executive officer, if you area corpora- tion, or (4) A manager, if you are a limited liability company. is considered knowledge and requires you to notify us of the "occurrence", offense, claim, or "suit" as soon as practicable. f. We are considered on notice of an "occurrence", offense, claim or "suit" that is reported to your Workers' Compensation insurer for an event which later develops into an "occurrence", offense, claim or "suit" for which there is coverage under this policy. However, we will only be considered on notice if you notify us as soon as you know the claim should be addressed by this policy rather than your Workers' Compensation policy. K. UNINTENTIONAL OMISSIONS The following is added to paragraph 6. Repre- sentations of SECTION IV -COMMERCIAL GENERAL LIABILITY CONDITIONS: d. If you unintentionally fail to disclose any ex- posures existing at the inception date of your policy, we will not deny coverage under this Coverage Part solely because of such failure to disclose. However, this provision does not affect our right to collect additional pre- mium or exercise our right of cancellation or non-renewal. This provision does not apply to any known injury or damage which is excluded under any other provision of this policy. L. MENTAL ANGUISH CL CG 00 20 03 07 Includes copyrighted material of Insurance Services Page 4 Of 6 Office, Inc., with its permission We waive any right of recovery we may have be- cause of payments we make for injury or dam- age arising out of your ongoing operations or "your work" done under a contract requiring such waiver with that person or organization and in- cluded in the "products-completed operations hazard". However, our rights may only be waived prior to the "occurrence" giving rise to the injury or dam- age for which we make payment under this Cov- erage Part. The insured must do nothing after a loss to impair our rights. At our request, the in- sured will bring "suit" or transfer those rights to us and help us enforce those rights. N. LIMITED JOB SITE POLLUTION 1. Exclusion f. under Section I -Coverage A is replaced by the following: 2. Exclusions This insurance does not apply to: f. Pollution (1) "Bodily injury" or "property dam- ~~ age arising out of the actual, al- leged or threatened discharge, dispersal, seepage, migration, release or escape of "pollut- ants": (a) At or from any premises, site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are per- forming operations if the operations are to test for, monitor, clean up, remove, contain, treat, detoxify o~r neutralize, or in any way re- spond to, or assess the ef- fects of, "pollutants"; or (b) At or from a storage tank or other container, ducts or piping which is below or par- tially below the surface of the ground or water or which, at any time, has been buried under the surface of the ground or water and then subsequently exposed by erosion, excavation or any other means if the ac- tual, alleged or threatened discharge, dispersal, seep- age, migration, release or escape of "pollutants" arises at or from any premises, site or location which any in- sured or any contractors or subcontractors working di- rectly or indirectly on any in- sured's behalf are perform- ing operations if the "pollut- ants" are brought on or to the premises, site or loca- tion in connection with such operations by such insured, contractor or subcontractor. Subparagraph (b) does not apply to "bodily injury" or "property damage" arising out of heat, smoke or fumes from a "hostile fire". (2) Any loss, cost or expense aris- ing out of any: (a) Request, demand, order or statutory or regulatory re- quirement issued or made pursuant to any environ- mental protection or envi- ronmental liability statutes or regulations that any insured test for, monitor, clean up, remove, contain, treat, de- toxify or neutralize, or in any way respond to, or assess the effects of, "pollutants"; or (b) Claim or suit by or on behalf of a governmental authority for damages because of testing for, monitoring, cleaning up, removing, con- taining, treating, detoxifying or neutralizing or in any way responding to or assessing the effects of, "pollutants". However, this paragraph does not apply to liability for those sums the insured becomes le- gally obligated to pay as dam- ages because of "property dam- age that the insured would have in the absence of such re- quest, demand, order or statu- tory or regulatory requirement, or such claim or "suit" by or on behalf of a governmental author- ity. 2. With respect to "bodily injury" or "property damage" arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or escape of "pollutants": a. The "Each Occurrence Limit" shown in the Declarations does not apply. b. Paragraph 7. of Limits Of Insurance (Section III) does not apply. c. Paragraph 1. of Section III -Limits Of Insurance is replaced by the following: The Limits Of Insurance shown in this endorsement, or in the Declarations and the rules below fix the most we will pay regardless of the number of: (1) Insureds; CL CG 00 20 03 07 Includes copyrighted material of Insurance Services Page 5 Of 6 Office, Inc., with its permission (2) Claims made or "suits" brought; or (3) Persons or organizations making claims or bringing "suits". d. The following are added to Section III - Limits Of Insurance: 8. Subject to 2. or 3. above, whichever applies, the most we will pay for the sum of: a. Damages under Coverage A; and b. Medical expenses under Cover- age C because of "bodily injury" or "prop- ~~ erty damage arising out of the ac- tual, alleged or threatened dis- charge, dispersal, seepage, migra- tion, release or escape of "pollut- ants" is $100,000. 9. Subject to 8. above, the Medical Expense Limit is the most we will pay under Coverage C for all medi- cal expenses because of "bodily in- jury" sustained by any one person arising out of the actual, alleged or threatened discharge, dispersal, seepage, migration, release or es- cape of "pollutants". O. OTHER INSURANCE If this policy includes a Coverage Form or an Endorsement which provides coverage for loss or damage covered by one or more of the Ex- tensions of this endorsement, the limit and the coverage provided by this endorsement are de- leted and replaced by the limit and coverage provided by that Coverage Form or Endorse- ment. CL CG 00 20 03 07 Includes copyrighted material of Insurance Services Page 6 Of 6 Once, Inc., with its permission