Loading...
HomeMy WebLinkAbout2026-280-E-BOCC-CompBas-OnBoardGOV SoftwareRevised 01/24 1 [Departmental Use Only] TITLE OnBoardGOV FY 26-27 NORTH CAROLINA SERVICES AGREEMENT NO RFP/RFQ ORANGE COUNTY This Services Agreement (hereinafter “Agreement”), made and entered into this 1st day of July, 2026, (“Effective Date”) by and between Orange County, North Carolina a political subdivision of the State of North Carolina (hereinafter, the "County") and CompBase, Inc., dba ClerkBase, (hereinafter, the "Provider"). WITNESSETH: That the County and Provider, for the consideration herein named, do hereby agree as follows: 1. Services a. Scope of Work. i) This Agreement is for services to be rendered by Provider to County with respect to (insert type of project): OnBoardGOV Advisory Boards and Commissions Management Software Package and Support ii) By executing this Agreement, the Provider represents and agrees that Provider is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent, professional and timely manner. iii) Time is of the essence with respect to this Agreement. iv) The services to be performed under this Agreement consist of Basic Services, as described and designated in Section 3 hereof. Compensation to the Provider for Basic Services under this Agreement shall be as set forth herein. 2. Responsibilities of the Provider a. Services to be provided. The Provider shall provide the County with all services required in Section 3 to satisfactorily complete the Project within the time limitations set forth herein and in accordance with the highest professional standards. b. Standard of Care. i) The Provider shall exercise reasonable care and diligence in performing services under this Agreement in accordance with the highest generally accepted standards of this type of Provider practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Provider is solely responsible for the professional Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Revised 01/24 2 quality, accuracy and timely completion and submission of all work related to the Basic Services. ii) Provider shall be responsible for all errors or omissions of its agents, contractors, employees, or assigns in the performance of the Agreement. Provider shall correct any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost to the County. iii) The Provider shall not, except as otherwise provided for in this Agreement, subcontract the performance of any work under this Agreement without prior written permission of the County. No permission for subcontracting shall create, between the County and the subcontractor, any contract or any other relationship. iv) Provider is an independent contractor of County. Any and all employees of the Provider engaged by the Provider in the performance of any work or services required of the Provider under this Agreement, shall be considered employees or agents of the Provider only and not of the County, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Provider. v) If activities related to the performance of this Agreement require specific licenses, certifications, or related credentials Provider represents that it or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. vi) Should any documents, exhibits, or addenda be attached to this Agreement, the terms of this Agreement shall have priority in any conflict with or among the terms of such referenced documents, exhibits, or addenda. vii) Should this Agreement involve project designs, the construction or creation of which is to be bid out or fulfilled by other contractors, and bidding or negotiation with contractors produce prices which, when added to the other elements of the approved total project cost, produce a cost that is in excess of the approved total project cost, the Provider shall participate with the County in negotiation and design adjustments to the extent such are necessary to obtain prices within the approved total project cost. All activity of the Provider with respect to these matters shall constitute Basic Services and shall be performed by the Provider without additional compensation. If negotiation and design adjustments fail to bring costs within the total project cost the County may reject all bids and Provider will redesign or reduce portions of the project in an effort to reduce the bid prices to within the total project cost and rebid the project. One such redesign is included within Basic Services. If this second letting for bids does not produce bids that are within the approved total project cost initially or after negotiations with the contractor the cost is not reduced to an amount within the total project cost, the Provider is not obligated to engage in further redesign. 3. Basic Services Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Revised 01/24 3 a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows (fully describe services to be provided): Services as described in Exhibit 1 4. Duration of Services a. Term. The term of this Agreement shall be from July 1, 2026 to June 30, 2027. b. Scheduling of Services. i) The Provider shall schedule and perform its activities in a timely manner. ii) Should the County determine that the Provider is behind schedule, it may require the Provider to expedite and accelerate its efforts, including providing additional resources and working overtime, as necessary, to perform its services in accordance with the approved project schedule at no additional cost to the County. iii) The Commencement Date for the Provider's Basic Services shall be July 1, 2026. 5. Compensation a. Compensation for Basic Services. Compensation for Basic Services shall include all compensation due the Provider from the County for all services satisfactorily (as determined by the County) performed pursuant to this Agreement. The maximum amount payable for Basic Services shall not exceed Eight Thousand Four Hundred Ninety-Five Dollars ($8,495.00). Payment for satisfactorily performed Basic Services shall become due and payable within thirty (30) days of Provider properly invoicing County. Payment shall be subject to provisions of Section 5(b). b. Disputes. In the event the amount stated on an invoice is disputed by the County, the County may withhold payment of all or a portion of the amount stated on an invoice until the parties resolve the dispute. Should Provider fail to perform its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. c. Additional Services. County shall not be responsible for costs related to any services in addition to the Basic Services performed by Provider unless County requests such additional services in writing and such additional services are evidenced by a written amendment to this Agreement. 6. Responsibilities of the County a. Cooperation and Coordination. The County has designated (Laura Jensen) to act as the County's representative with respect to the Project who shall have the authority to render decisions within guidelines established by the County Manager or the County Board of Commissioners and who shall be available during working hours as often as may be reasonably required to render decisions and to furnish information. 7. Insurance Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Revised 01/24 4 a. General Requirements. Provider shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers’ Compensation Insurance, and any additional insurance as may be required by County’s Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php). If County’s Risk Manager determines additional insurance coverage is required such additional insurance shall consist of N/A (if no additional insurance required mark N/A as being not applicable). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the County's Risk Manager. 8. Indemnity a. Indemnity. To the extent authorized by North Carolina law the Provider agrees, without limitation, to defend, indemnify and hold harmless the County from all loss, liability, claims or expense, including attorney's fees, arising out of or related to the Project and arising from property damage or bodily injury including death to any person or persons caused in whole or in part by the negligence or misconduct of the Provider except to the extent same are caused by the negligence or willful misconduct of the County. It is the intent of this provision to require the Provider to indemnify the County to the fullest extent permitted under North Carolina law. 9. Amendments to the Agreement a. Changes in Basic Services. Changes in the Basic Services and entitlement to additional compensation or a change in duration of this Agreement shall be made by a written Amendment to this Agreement executed by the County and the Provider. The Provider shall proceed to perform the Services required by the Amendment only after receiving a fully executed Amendment from the County. 10. Termination a. Termination for Convenience of the County. This Agreement may be terminated without cause by the County and for its convenience upon seven (7) days’ prior written notice to the Provider. b. Other Termination. The Provider may terminate this Agreement based upon the County's material breach of this Agreement; provided, the County has not taken all reasonable actions to remedy the breach. The Provider shall give the County seven (7) days' prior written notice of its intent to terminate this Agreement for cause. Either party may terminate this Agreement upon notice to the other party that obligations pursuant to this Agreement are made impractical due to declarations of emergency by Orange County or by North Carolina due to events directly impacting Orange County. Both parties shall remain responsible for all payment and performance due up to the receipt of such notice, but shall have no further obligation or responsibility beyond that date provided the terminating party has taken all reasonable steps to complete the performance of its obligations. Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Revised 01/24 5 c. Compensation After Termination. i) In the event of termination, the Provider shall be paid that portion of the fees and expenses that it has earned to the date of termination, less any costs or expenses incurred or anticipated to be incurred by the County due to errors or omissions of the Provider. Upon request of the County, the Provider shall submit to County all relevant documentation, including but not limited to, job cost records, to support its claims for final compensation. ii) Should this Agreement be terminated, the Provider shall deliver to the County within seven (7) days, at no additional cost, all deliverables including any electronic data or files relating to the Project. d. Waiver. The payment of any sums by the County under this Agreement or the failure of the County to require compliance by the Provider with any provisions of this Agreement or the waiver by the County of any breach of this Agreement shall not constitute a waiver of any claim for damages by the County for any breach of this Agreement or a waiver of any other required compliance with this Agreement. e. Suspension. County may suspend the Basic Services and this Agreement at any time for County’s convenience and without penalty to County upon three (3) days’ notice to Provider. Upon any suspension by County, Provider shall discontinue work on the Basic Services and shall not resume the Basic Services until notified to proceed by County. 11. Additional Provisions a. Limitation and Assignment. The County and the Provider each bind themselves, their successors, assigns and legal representatives to the terms of this Agreement. Neither the County nor the Provider shall assign or transfer its interest in this Agreement without the written consent of the other. There are no third-party beneficiaries of this Agreement and nothing in this Agreement, express or implied, is intended to confer on any person other than the parties hereto (and their respective successors, heirs and permitted assigns), any rights, remedies, or obligations. b. Governing Law. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. By executing this Agreement Provider affirms that Provider and any subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. c. Non-Discrimination. Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal non-discrimination laws, policies, rules, and regulations and the Orange Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Revised 01/24 6 County Non-Discrimination Policy and Orange County Living Wage Policy (each Orange County policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. d. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or non-performance of, this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. e. Entire Agreement. This Agreement represents the entire and integrated agreement between the County and the Provider and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. f. Severability. If any provision of this Agreement is held as a matter of law to be unenforceable, the remainder of this Agreement shall be valid and binding upon the Parties. g. Ownership of Work Product. Should Provider’s performance of this Agreement generate documents, items or things that are specific to this Project such documents, items or things shall become the property of the County and may be used on any other project without additional compensation to the Provider. The use of the documents, items or things by the County or by any person or entity for any purpose other than the Project as set forth in this Agreement shall be at the full risk of the County. h. Non-Appropriation. Provider acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable or not appropriated for the performance of County’s obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Provider of the unavailability or non-appropriation of public funds. It is expressly agreed that County shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement. In the event of a change in the County’s statutory authority, mandate or mandated functions, by state or federal legislative or regulatory action, which adversely affects County’s authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to County upon written notice to Provider of such limitation or change in County’s legal authority. Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Revised 01/24 7 i. Signatures. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. j. Notices. Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Orange County Provider’s Name Attention:Laura Jensen ClerkBase P.O. Box 8181 2220 Plainfield Pike Hillsborough, NC 27278 Cranston, RI 02921 [SIGNATURE PAGE TO FOLLOW] Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Revised 01/24 8 IN WITNESS WHEREOF, the Parties, by and through their authorized agents, have hereunder set their hands and seal, all as of the day and year first above written. ORANGE COUNTY: PROVIDER: By: _________________________________ Travis Myren, County Manager By: __________________________________ Jay Rosenfield, President Printed Name and Title Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Revised 01/24 9 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: CompBase, Inc. dba ClerkBase Vendor Contact Person: Jay Rosenfield Phone: 401-727-1567 Address: 2220 Plainfield Pike City Cranston State: RI Zip: 02921 Department: BOCC Amount: $8,495.00 Purpose: OnBoardGOV Software Budget Code(s): 10200020-630000 Vendor # Vendor Status with NCSOS: Vendor is a BOCC consultant: Yes No Contract Details Contract Type: New Amendment (Original Contract: ) (Most Recent Amendment ) Effective Date 7/1/26 End Date 6/30/2027 Notice Date (Notice Purpose ) Award Approved by Board (Agenda Date: ); Made or Administered by Signature Authority - BOCC Express Delegation (Agenda Date: ) - Policy 9.4: Under $5,000; Service Under $90,000; Construction Under $250,000 - Budget Policy Section XV (Capital Improvement Project: ) Bidding Informal Bidding ($30k-$90k); Formal RFP ($90k+); Other (<$30k); Exception(# ) Department Affirmation This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement. This agreement is approved as to technical form and content . Services related to this agreement have already begun or been completed. Description of the nature of the emergency condition that was addressed: Department Director’s Signature ________________________________________ Date: ________ Information Technologies This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Inapplicable because no hardware/software purchases or related services Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Received for record retention: Office of the Clerk to the Board __________________________________________Date:________ Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 6/30/2026 7/1/2026 7/1/2026 7/7/2026 7/1/2026 1 Sub Total 8,495.00 Total $8,495.00 Quote Date :29 Jun 2026 Expiry Date :29 Dec 2026 Sales person :Jay CompBase, Inc. dba ClerkBase 2220 Plainfield Pike Cranston, Rhode Island 02921 401.727.1567 www.clerkbase.com Quote # QT-000045 Bill To Attn: Tara May, Dep. Clerk to the Board 300 West Tryon Street Hillsborough, NC 27278 Subject : OnBoardGOV Quote #Item & Description Qty Rate Amount 1 OB2 175250 OnBoard (Pop. 175,000 - 249,999) Annual Subscription 1.00 3,400.00 3,400.00 2 Applications Module for OnBoardGOV Applications add-in module for OnBoardGOV Annual Subscription 1.00 2,000.00 2,000.00 3 Attendance Tracker 1.0 Module Attendance Tracker add-on module for OnBoardGOV (annual subscription) 1.00 1,250.00 1,250.00 4 Analytics 1.0 Data Analytics Module. Analyze diversity amongst board members via political party, ethnicity, gender or any other custom fields. (Annual Subscription)| 1.00 1,000.00 1,000.00 5 Single Sign On SSO Integration with Google, Entra, Duo, Active Directory or Okta (annual charge) 1.00 495.00 495.00 6 Support and Training Support, training, re-training and training of new personnel are included with your annual subscription 1.00 0.00 0.00 7 Initial Import Import of member name/address data from electronic spreasheet/database (This is not board information) One Time Charge 1.00 350.00 350.00 Notes Exhibit 1 Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 2 Looking forward for your business. Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 WLTR005 THE HARTFORD BUSINESS SERVICE CENTER 3600 WISEMAN BLVD SAN ANTONIO TX 78251 June 29, 2026 Orange County NC Government 300 W TRYON ST HILLSBOROUGH NC 27278 Account Information: Policy Holder Details :COMPBASE, INC DBA CLERKBASE Contact Us Need Help? Chat online or call us at (866) 467-8730. We're here Monday - Friday. Enclosed please find a Certificate Of Insurance for the above referenced Policyholder.Please contact us if you have any questions or concerns. Sincerely, Your Hartford Service Team Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 06/29/2026 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION 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:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or 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). PRODUCER JEAN MARTIN INSURANCE INC 02091079 897 RESERVOIR AVENUE CRANSTON RI 02910 CONTACT NAME: PHONE (A/C, No, Ext): (401) 946-4448 FAX (A/C, No): (401) 946-9790 E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC# INSURER A : Twin City Fire Insurance Company 29459 INSURED COMPBASE, INC DBA CLERKBASE 2220 PLAINFIELD PIKE CRANSTON RI 02921-2031 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: THIS IS TO CERTIFY THAT 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 IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.*LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.LIMITS SHOWN ARE INCLUSIVE OF AMOUNTS REQUESTED BY THE CERTIFICATE HOLDER AND MAY NOT REFLECT POLICY LIMIT AMOUNTS IN EXCESS OF THOSE REQUESTED.*Not Applicable in WY INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY)LIMITS A COMMERCIAL GENERAL LIABILITY 02 SBA AJ4636 03/09/2026 03/09/2027 EACH OCCURRENCE $$2,000,000 CLAIMS-MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence)$$1,000,000 X General Liability MED EXP (Any one person)$$10,000 PERSONAL & ADV INJURY $$2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $$4,000,000 POLICY PRO- JECT X LOC PRODUCTS - COMP/OP AGG $$4,000,000 OTHER:$ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident)$ ANY AUTO BODILY INJURY (Per person)$ OWNED AUTOS ONLY SCHEDULED AUTOS BODILY INJURY (Per accident)$ HIRED AUTOS ONLY NON-OWNED AUTOS ONLY PROPERTY DAMAGE (Per accident)$ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS-MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $$ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A PER STATUTE OTH- ER Y / N E.L. EACH ACCIDENT $ E.L. DISEASE -EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ A EMPLOYMENT PRACTICES LIABILITY 02 SBA AJ4636 03/09/2026 03/09/2027 Each Claim Limit Aggregate Limit $10,000 $10,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Those usual to the Insured's Operations. CERTIFICATE HOLDER CANCELLATION Orange County NC Government 300 W TRYON ST HILLSBOROUGH NC 27278 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2025/12)© 1988-2025 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 WLTR005 THE HARTFORD BUSINESS SERVICE CENTER 3600 WISEMAN BLVD SAN ANTONIO TX 78251 July 7, 2026 Orange County NC Government 300 W TRYON ST HILLSBOROUGH NC 27278 Account Information: Policy Holder Details :COMPBASE, INC DBA CLERKBASE Contact Us Need Help? Chat online or call us at (866) 467-8730. We're here Monday - Friday. Enclosed please find a Certificate Of Insurance for the above referenced Policyholder.Please contact us if you have any questions or concerns. Sincerely, Your Hartford Service Team Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 07/07/2026 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION 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:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or 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). PRODUCER JEAN MARTIN INSURANCE INC 02091079 897 RESERVOIR AVENUE CRANSTON RI 02910 CONTACT NAME: PHONE (A/C, No, Ext): (401) 946-4448 FAX (A/C, No): (401) 946-9790 E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC# INSURER A : Twin City Fire Insurance Company 29459 INSURED COMPBASE, INC DBA CLERKBASE 2220 PLAINFIELD PIKE CRANSTON RI 02921-2031 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: THIS IS TO CERTIFY THAT 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 IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.*LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.LIMITS SHOWN ARE INCLUSIVE OF AMOUNTS REQUESTED BY THE CERTIFICATE HOLDER AND MAY NOT REFLECT POLICY LIMIT AMOUNTS IN EXCESS OF THOSE REQUESTED.*Not Applicable in WY INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY)LIMITS A COMMERCIAL GENERAL LIABILITY X 02 SBA AJ4636 03/09/2026 03/09/2027 EACH OCCURRENCE $$2,000,000 CLAIMS-MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence)$$1,000,000 X General Liability MED EXP (Any one person)$$10,000 PERSONAL & ADV INJURY $$2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $$4,000,000 POLICY PRO- JECT X LOC PRODUCTS - COMP/OP AGG $$4,000,000 OTHER:$ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident)$ ANY AUTO BODILY INJURY (Per person)$ OWNED AUTOS ONLY SCHEDULED AUTOS BODILY INJURY (Per accident)$ HIRED AUTOS ONLY NON-OWNED AUTOS ONLY PROPERTY DAMAGE (Per accident)$ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS-MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $$ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A PER STATUTE OTH- ER Y / N E.L. EACH ACCIDENT $ E.L. DISEASE -EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ A EMPLOYMENT PRACTICES LIABILITY 02 SBA AJ4636 03/09/2026 03/09/2027 Each Claim Limit Aggregate Limit $10,000 $10,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Those usual to the Insured's Operations. Certificate holder is an additional insured per the Business Liability Coverage Form SS0008 attached to this policy. CERTIFICATE HOLDER CANCELLATION Orange County NC Government 300 W TRYON ST HILLSBOROUGH NC 27278 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2025/12)© 1988-2025 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 The Beacon Mutual Insurance Company One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 BE_00_00_02_V5 Renewal Notification January 02,2026 Compbase Inc Clerkbase 2220 Plainfield Pike Cranston,RI 02921-2031 Policy Number:0000066972 Policy Effective Date:03/02/2026 Account Number:20498527 Dear Policyholder: Enclosed is your renewal policy for the extension of the above workers’compensation policy.If you have a direct billed policy,your renewal premium payment must be received on or before the effective date of the policy to ensure continual coverage.This renewal policy uses the expiring policy payroll and data for determination of the renewal premium.All payroll and coverage is subject to a premium audit initiation by the Beacon Mutual Insurance Company and is subject to change at that time. Convenient Payment Options: Beacon now accepts e-checks,ACH,credit card,debit,or mailed check payments.You may process a one-time payment or schedule automatic payments online at beaconmutual.beaconnect.com or by phone at 833-326-7022. Please allow five days for mailing in order for the premium payment to be received at our post office lock box. Non-Renewal Notice: We are obligated to inform you that this notification also serves as a notice of non-renewal in the event that the premium is not paid on or before the effective date of this policy.If payment is not received,notice will be issued to the Rhode Island Department of Labor and Training as well as any and all workers’compensation certificate holders. Please review the policy carefully and contact your agent to discuss any changes required. Thank you for your continued business.We are proud to be your Rhode Island workers’compensation experts. Sincerely, Underwriting Department Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Date:January 02,2026 Policy Number:0000066972 This is not an Invoice InsuredTheBeaconMutualInsuranceCompany One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com BE_00_00_14_V9 Underwriting:401.825.2667 |Toll Free:1.888.886.4450 Page 1 of 3 Policy Information Page 1 Account Holder:Compbase Inc Agent Name:Brook Insurance Associates LLC Address:Clerkbase Agent Address:1935 Elmwood Avenue 2220 Plainfield Pike Warwick,RI 02888 Cranston,RI 02921-2031 Phone:(401)828-5100 Agent Number:01075 NCCI Carrier Code:30325 Named Insured:Compbase Inc Dec Type:Renewal Group Affiliation: Endorsement Reason Transaction Date:01/02/2026 Policy Number Endorsement Effective Date Endorsement Expiration Date Account Number 0000066972 03/02/2026 03/02/2027 20498527 2 Policy Period From To 03/02/2026 03/02/2027 12:01 a.m.standard time at address of named insured 3 A.Workers'Compensation Insurance:Part one applies to the Workers'Compensation law of Rhode Island. B.Employers'Liability Insurance:Part two applies to work in Rhode Island.The limits of our liability are: BODILY INJURY BY ACCIDENT $500,000 EACH ACCIDENT BODILY INJURY BY DISEASE $500,000 POLICY LIMIT BODILY INJURY BY DISEASE $500,000 EACH EMPLOYEE C.Endorsements &Schedules: Endorsement Endorsement Endorsement Endorsement BE_00_00_01 -WC and Employers Liability Policy BE_00_00_01A - Cancellation Endorsement BE_00_00_06 -Officers and Other Exclusion Endorsement BE_00_00_40 -OFAC Trade Sanctions Notice and Endorsement Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Date:January02,2026PolicyName:CompbaseIncPolicyNumber:0000066972ThisisnotanInvoiceInsuredTheBeaconMutualInsuranceCompanyOneBeaconCentre,Warwick,RI02886-1378|beaconmutual.comBE_00_00_14_V9Underwriting:401.825.2667|TollFree:1.888.886.4450Page2of34Classifications&Rates:Thepremiumforthispolicywillbedeterminedbyourmanualofrules,classifications,ratesandratingplans.Allinformationrequiredbelowissubjecttoverificationandchangebyauditandpremiumsurchargeasallowedbylaw.Theremightbeadditionalcodesassociatedwiththispolicythanthoselistedhere.AnExtensionofInformationPage(BE_00_00_14B),mightbeincludedifthereareadditionalcodes.PremiumPeriodClassDescriptionClassTypeEstimatedPayrollRateEstimatedPremium03/02/2603/02/278810ClericalOfficeEmployeesNocStandard.11PremiumDetail:ManualPremiumWaiverofSubrogationChargeEmployers’LiabilityIncreasedLimits:.008effective03/02/26to03/02/27ELIncreasedLimitsBalancetoMinimumPremiumManualPremiumSub-TotalExperienceModification:1.00effective03/02/26to03/02/27ModifiedPremiumSub-TotalAdjustmentstoManualPremium-ScheduledCredit/Debitof.00%-LossFreeCreditof10%-MiscellaneousCreditof0%-BalancetoMinimumPremiumStandardPremiumSub-TotalAdjustmentstoStandardPremium-PremiumDiscount-ExpenseConstant-MiscellaneousPremiumAdjustment-TRIEA/TRIPRA:0.5%ofpayrolleffective03/02/26to03/02/27-DTEC/Catastrophe(otherthancertifiedactsofterrorism):1%ofpayrolleffective03/02/26to03/02/27-AuditNoncomplianceChargeEstimatedAnnualPremiumAdditionalPremium$.00Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Date:January 02,2026 Policy Name:Compbase Inc Policy Number:0000066972 This is not an Invoice InsuredTheBeaconMutualInsuranceCompany One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com BE_00_00_14_V9 Underwriting:401.825.2667 |Toll Free:1.888.886.4450 Page 3 of 3 Other locations,endorsements,insureds,and/or classifications,if any,are shown on extension pages of this Information Page. Changes to a Pay As You Go policy will adjust the net rate and future payments.You will not be invoiced separately. Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Date:January 02,2026 InsuredTheBeaconMutualInsuranceCompany One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 BE_00_00_14A_V3 Workers’Compensation and Employee’s Liability Policy Policy Number:0000066972 Transaction Date:01/02/2026 Insured:Compbase Inc Policy Period:03/02/2026-03/02/2027 Account Number:20498527 Extension of Policy Information Page Additional Policy Endorsements Endorsement BE_00_00_50 -Audit Non Compliance Charge Endorsement WC_00_04_21F -Catastrophe (Other than Certified Acts of Terrorism)Premium Endorsement WC_00_04_22C -Terrorism Risk Insurance Program Reauthorization Act Disclosure Endorsement Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Date:January 02,2026 InsuredTheBeaconMutualInsuranceCompany One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 BE_00_00_14C_V4 Workers’Compensation and Employee’s Liability Policy Policy Number:0000066972 Transaction Date:01/02/2026 Insured:Compbase Inc Policy Period:03/02/2026-03/02/2027 Account Number:20498527 Extension of Policy Information Page Additional Named Insureds DBA Name CLERKBASE Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Date:January 02,2026 InsuredTheBeaconMutualInsuranceCompany One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 BE_00_00_14D_V3 Workers’Compensation and Employee’s Liability Policy Policy Number:0000066972 Transaction Date:01/02/2026 Insured:Compbase Inc Policy Period:03/02/2026-03/02/2027 Account Number:20498527 Extension of Policy Information Page Risk Locations Risk Location Name Risk Location Address Compbase,Inc 2220 Plainfield Pike,Cranston,RI 029212031 Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Date:January02,2026InsuredTheBeaconMutualInsuranceCompanyOneBeaconCentre,Warwick,RI02886-1378|beaconmutual.comUnderwriting:401.825.2667|TollFree:1.888.886.4450BE_00_00_14F_V1Workers’CompensationandEmployee’sLiabilityPolicyPolicyNumber:0000066972TransactionDate:01/02/2026Policyholder:CompbaseIncPolicyPeriod:03/02/2026-03/02/2027AccountNumber:20498527ExtensionofPolicyInformationPageOfficers,Members,andManagersNameTitleStatusParticipationPeriodRosenfield,JayPresidentExcluded03/02/2026-03/02/2027Ifanyofficerslistedaboveshouldbeexcluded,pleasefileaDWC11formwiththeRhodeIslandDepartmentofLaborandTraining.FormscanbefoundontheDLT.RI.gov/WCwebsite.Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Date:January 02,2026 The Beacon Mutual Insurance Company One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 BE_00_00_06_V3 Officers and Others Exclusion Endorsement This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy). Insured Name:Compbase Inc Policy Number:0000066972 Policy Effective Date:03/02/2026 Account Number:20498527 1.The policy does not cover bodily injury to any person described in the schedule. 2.The premium basis for the policy does not include the remuneration of such persons. 3.You will reimburse us for any payment we must make because of bodily injury to such persons. Name of Individual Type Title Eff Date End Date Rosenfield,Jay Officer -Mandatory President 03/02/2026 03/02/2027 Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 The Beacon Mutual Insurance Company One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 BE_00_00_50_V1 Audit Non-Compliance Charge Endorsement Policy Number:0000066972 Insured:Compbase Inc Policy Period:03/02/2026 to 03/02/2027 Account Number:20498527 Part Five –Premium,Section I (Audit)of the Workers Compensation and Employers Liability Insurance Policy is revised by adding the following: If you do not allow us to examine and audit all of your records that relate to this policy,and/or do not provide audit information as requested,we will apply an Audit Noncompliance Charge of two (2)times your Estimated Annual Premium. If,within thirty (30)days of the date of the initial invoice for your final audit report premium adjustment,you allow us to examine and audit all of your records after we have applied an Audit Noncompliance Charge,we will revise your premium in accordance with our manuals and Part 5 –Premium,G (Final Premium)of this policy. Failure to cooperate with this policy provision may result in the cancellation of your insurance coverage,as specified under the policy. Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 The Beacon Mutual Insurance Company One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 WC_00_04_22C_V1 Date:01/02/2026 Terrorism Risk Insurance Program Reauthorization Act Disclosure Endorsement Insured Name:Compbase Inc Policy Number:0000066972 Effective Date:03/02/2026 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY: TERRORISM RISK INSURANCE PROGRAM REAUTHORIZATION ACT DISCLOSURE ENDORSEMENT This endorsement addresses the requirements of the Terrorism Risk Insurance Act of 2002 as amended and extended by the Terrorism Risk Insurance Program Reauthorization Act of 2019.It serves to notify you of certain limitations under the Act,and that your insurance carrier is charging premium for losses that may occur in the event of an Act of Terrorism. Your policy provides coverage for workers compensation losses caused by Acts of Terrorism,including workers compensation benefit obligations dictated by state law.Coverage for such losses is still subject to all terms,definitions, exclusions,and conditions in your policy,and any applicable federal and/or state laws,rules,or regulations. Definitions The definitions provided in this endorsement are based on and have the same meaning as the definitions in the Act. If words or phrases not defined in this endorsement are defined in the Act,the definitions in the Act will apply. “Act”means the Terrorism Risk Insurance Act of 2002,which took effect on November 26,2002,and any amendments thereto,including any amendments resulting from Terrorism Risk Insurance Program Reauthorization Act of 2019. “Act of Terrorism”means any act that is certified by the Secretary of the Treasury,in consultation with the Secretary of Homeland Security,and the Attorney General of the United States as meeting all of the following requirements: a.The act is an act of terrorism. b.The act is violent or dangerous to human life,property or infrastructure. c.The act resulted in damage within the United States,or outside of the United States in the case of the premises of United States missions or certain air carriers or vessels. d.The act has been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. “Insured Loss”means any loss resulting from an act of terrorism (and,except for Pennsylvania,including an act of war, in the case of workers compensation)that is covered by primary or excess property and casualty insurance issued by an insurer if the loss occurs in the United States or at the premises of United States missions or to certain air carriers or vessels. “Insurer Deductible”means,for the period beginning on January 1,2021 and ending on December 31,2027,an amount equal to 20%of our direct earned premiums,during the immediately preceding calendar year. Limitation of Liability The Act limits our liability to you under this policy.If aggregate Insured Losses exceed $100,000,000,000 in a calendar year and if we have met our Insurer Deductible,we are not liable for the payment of any portion of the amount of Insured Losses that exceeds $100,000,000,000;and for aggregate Insured Losses up to $100,000,000,000,we will pay only a pro rata share of such Insured Losses as determined by the Secretary of the Treasury. Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 The Beacon Mutual Insurance Company One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 WC_00_04_22C_V1 Terrorism Risk Insurance Program Reauthorization Act Disclosure Endorsement Policyholder Disclosure Notice 1.Insured Losses would be partially reimbursed by the United States Government.If the aggregate industry Insured Losses occurring in any calendar year exceeds $200,000,000 the United States Government would pay 80%of our Insured Losses that exceed our Insurer Deductible. 2.Notwithstanding item 1 above,the United States Government will not make any payment under the Act for any portion of Insured Losses that exceed $100,000,000,000. 3.The premium charge for the coverage your policy provides for Insured Losses is included in the amount shown in Item 4 of the Information Page or in the Schedule below. SCHEDULE State Rate Premium Rhode Island Rate:March 02,2026 -.0071 Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 The Beacon Mutual Insurance Company One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 WC_00_04_21F_V1 Date:01/02/2026 Catastrophe (Other than Certified Acts of Terrorism) Premium Endorsement Insured Name:Compbase Inc Policy Number:0000066972 Effective Date:03/02/2026 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY: CATASTROPHE (OTHER THAN CERTIFIED ACTS OF TERRORISM)PREMIUM ENDORSEMENT This endorsement is notification that we are charging premium to cover the losses that may occur in the event of a Catastrophe (Other Than Certified Acts of Terrorism)as that term is defined below.Your policy provides coverage for workers compensation losses caused by a Catastrophe (Other Than Certified Acts of Terrorism).Coverage for such losses is subject to all terms,definitions,exclusions,and conditions in your policy,and any applicable federal and/or state laws,rules,or regulations.This premium charge does not provide funding for Certified Acts of Terrorist contemplated under the Terrorism Risk Insurance Program Reauthorization Act Disclosure Endorsement,attached to this policy. For purposes of this endorsement: *Catastrophe (Other Than Certified Acts of Terrorism)is defined as:A single event or peril resulting in a group of claims with aggregate workers compensation losses in excess of $50 million.This $50 million threshold applies per occurrence,across all states for which claims arise from a single event or peril. The premium charge for the coverage your policy provides for workers compensation losses caused by a Catastrophe (Other Than Certified Acts of Terrorism)is shown in Item 4 of the Information Page or in the Schedule below. SCHEDULE State Rate Premium Rhode Island Rate:March 02,2026 -.0141 Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37 Date:January 02,2026 The Beacon Mutual Insurance Company One Beacon Centre,Warwick,RI 02886-1378 |beaconmutual.com Underwriting:401.825.2667 |Toll Free:1.888.886.4450 BE_00_00_40_V2 OFAC Economic and Trade Sanctions Notice and Endorsement Insured Name:Compbase Inc Policy Number:0000066972 Effective Date:03/02/2026 The U.S.Treasury Department’s Office of Foreign Assets Control (OFAC)administers and enforces economic and trade sanctions based upon U.S.foreign policy and national security goals against certain foreign governments and regimes,terrorists and terrorist sponsoring organizations,international narcotics traffickers and other individuals and companies that have been identified as subjects of sanctions.OFAC also maintains the “Specially Designated Nationals and Blocked Persons”List (“SDN List”),which includes the names of individuals or entities with whom United States persons are generally prohibited from transacting business.(This list is located on OFAC’s website at http://www.treas.gov/ofac).Insurance companies may not accept premium from,issue a policy to,insure property of,make a claim payment to,or otherwise engage in transactions with an individual or entity that is subject to such sanctions. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This policy is void from its inception to the extent that trade or economic sanctions or other laws and regulations, including,but not limited to,any laws or regulations administered or enforced by OFAC,prohibit us from providing insurance.If it is determined that you or any other insured,or any person or entity claiming benefits of this insurance has violated U.S.sanctions law or is listed on the SDN List,or if coverage provided under this policy would violate U.S.Sanctions law,this insurance policy shall be considered a blocked or frozen contract and all provisions of this insurance are immediately subject to OFAC.When an insurance policy is considered to be such a blocked or frozen contract,coverage is null and void and no payments nor premium refunds may be made without authorization from OFAC.Other limitations on premiums and payments may also apply. Docusign Envelope ID: 4C8DDC01-7BD2-8333-809B-AA7A4DDD3F37