11-5-22_Prof_Liability_Redacted.pdf

HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603

DPL D001 CW (01/10) Page 1

Professional Liability Insurance Declarations This is a "Claims Made and Reported" Policy in which Claim Expenses are included within the Limit of Liability unless otherwise noted. Those words (other than the words in the captions) which are printed in Boldface are defined in the Policy.

Policy No.: UDC-1654495-EO-21

Renewal of: UDC-1654495-EO-20

1. Named Insured: Strategic Market Solutions Inc DBA Commit Agency

2. Address: 58 W Buffalo St Suite 200 Chandler, AZ 85225

3.A. Limit of Liability: $ 5,000,000 Each Claim

3.B. $ 5,000,000 Aggregate for all Claims

4. Deductible: $ 500 Each Claim

5. Notice: Phone:

Email:

Mail:

866-424-8508 reportaclaim@hiscox.com Hiscox 5 Concourse Parkway - Suite 2150 Attn: Direct Claims Atlanta GA, 30328

6. Policy period: From: November 5, 2021 To: November 5, 2022

At 12:01 A.M. (Standard Time) at the address shown above.

7. Retroactive Date: October 1, 2015

8. Premium:

9. Attachments:

DPL D001 CW (01/10) - Professional Liability Errors & Omissions Insurance Declarations

DPL P001 CW (05/13) - Professional Liability Coverage Form

DPL E5019 CW (01/10) - Marketing Consulting Services Endorsement

DPL E5032 CW (01/10) - Retroactive Date Endorsement (Increased Limit)

DPL E5101 AZ (01/10) - Arizona Amendatory Endorsement

DPL E5424 CW (02/15) - Blanket Additional Insured Endorsement (PL)

INT N001 CW (01/09) - Economic And Trade Sanctions Policyholder Notice

HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603

DPL D001 CW (01/10) Page 2

IN WITNESS WHEREOF, the Insurer indicated above has caused this Policy to be signed by its President and Secretary, but this Policy shall not be effective unless also signed by the Insurer's duly au horized representative.

President

Secretary

Authorized Representative

Policy Wording

© Hiscox Inc. All rights reserved. DPL P001 CW (05/13)

PROFESSIONAL LIABILITY – US DIRECT

ERRORS AND OMISSIONS INSURANCE

DPL P001 CW (05/13) © Hiscox Inc. All rights reserved.

PROFESSIONAL LIABILITY – US DIRECT

ERRORS AND OMISSIONS

B. based upon or arising out of any actual or alleged gaining of any profit or advantage to which You were not legally entitled.

C. based upon or arising out of any actual or alleged wrongful termination, retaliation or discrimination against or harassment of any past, present, future or potential Employee, including but not limited to any violations of federal, state or local statutory or common law.

D. based upon or arising out of any actual or alleged Wrongful Act that:

1. was committed prior to the Retroactive Date;

2. has been the subject of any notice given under any other policy of which this

Policy is a renewal or replacement; or

3. You had knowledge of prior to the Policy Period and had a reasonable basis to believe that such Wrongful Act could give rise to a Claim; provided, however, that if this Policy is a renewal or replacement of a previous policy issued by Us providing materially identical coverage, the Policy Period referred to in this paragraph will be deemed to refer to the inception date of the first such policy issued by Us.

E. brought by or on behalf of any federal, state or local government agency or professional or trade licensing organization; provided, however, this exclusion shall not apply to claims brought in their capacity as a client receiving Your Professional Services.

F. brought by or on behalf of one Insured against another Insured.

G. brought by or on behalf of any person or entity maintaining Effective Control of

You.

H. based upon or arising out of any actual or alleged violation of the following laws, including any similar provisions of any federal, state or local statutory or common law:

1. the Securities Act of 1933 (as amended);

2. the Securities Exchange Act of 1934 (as amended);

3. any state blue sky or securities laws (as amended);

4. the Racketeer Influenced and Corrupt Organizations Act, 18 U.S.C. § 1961 et seq. (as amended);

5. the Employee Retirement Income Security Act of 1974 (as amended);

including any rules or regulations promulgated thereunder.

I. based upon or arising out of any actual or alleged obligation under any Workers’

Compensation, Unemployment Compensation, Employers Liability or Disability Benefit Law, including any similar provisions of any federal, state or local statutory or common law.

J. based upon or arising out of any actual or alleged liability of others that You assume under any contract or agreement unless such liability would have attached in the absence of such contract or agreement.

PROFESSIONAL LIABILITY – US DIRECT

ERRORS AND OMISSIONS

2. in connection with their ownership interest in property which the claimant seeks as recovery for actual or alleged Wrongful Acts of such Insured.

B. INSURED DUTY TO COOPERATE

You shall have the duty to cooperate with Us in the defense, investigation and settlement of any Claim, including but not limited to:

1. upon request, submit to examination and interrogation under oath by Our representative;

2. attend hearings, depositions and trials as requested by Us;

3. assist in securing and giving evidence and obtaining the attendance of witnesses;

4. provide written statements to Our representative and meet with such representative for the purpose of investigation and/or defense; and

5. provide all documents We may reasonably require.

C. INSURED OBLIGATION NOT TO INCUR EXPENSE OR ADMIT LIABILITY

You shall not, except at Your own cost, make any payment, incur any expense, admit any liability, settle any Claim or assume any obligation without Our prior consent.

D. ACTION AGAINST THE INSURER

No action shall be taken against Us unless:

1. You have complied fully with all the terms and conditions of this Policy; and

2. the amount of Your obligation to pay shall have been finally determined either by judgment against You after actual trial, or by written agreement between You, Us and the claimant.

No person or organization shall have any right under this Policy to join Us as a party to any Claim against You nor shall We be impleaded by You or Your legal representatives in any such Claim.

E. OTHER INSURANCE

This Policy shall be excess insurance over any other valid and collectable insurance available to You, whether such other insurance is stated to be primary, contributory, excess, contingent or otherwise, unless such other insurance is written only as a specific excess insurance over the Limit of Liability provided in this Policy.

F. SUBROGATION

1. In the event of any payment by Us under this Policy, We shall be subrogated to all of Your rights of recovery to such payment.

2. You shall do everything that may be necessary to secure and preserve such subrogation rights, including but not limited to the execution of any documents necessary to allow Us to bring suit in Your name.

PROFESSIONAL LIABILITY – US DIRECT

ERRORS AND OMISSIONS

3. You shall do nothing to prejudice such subrogation rights without first obtaining Our written consent.

4. Any recovery shall first be paid to Us up to the amount of any Damages, Claim

Expenses or Supplemental Payments that We have paid. Any remaining amounts shall be paid to You.

5. Notwithstanding the above, no subrogation shall be had against any Insured.

G. ALTERATION AND ASSIGNMENT

No change in, modification of or assignment of interest under this Policy shall be effective unless made by written endorsement to this Policy signed by Our authorized representative.

H. REPRESENTATIONS

As a condition precedent of Our obligations under this Policy, You represent that:

1. the statements and representations made by You in the Application are true and are the basis of the Policy and are to be considered as incorporated into and constituting a part of this Policy;

2. the statements and representations made by You in the Application shall be deemed material to the acceptance of the risk assumed by Us under the Policy;

3. this Policy is issued in reliance upon the truth of the statements and representations made by You in the Application; and

4. in the event the Application contains misrepresentations which materially affect the acceptance of the risk assumed by Us under this Policy, this Policy shall be void ab initio.

I. BANKRUPTCY OR INSOLVENCY

Your bankruptcy or insolvency shall not relieve Us of any of Our obligations under this Policy.

J. TERRITORY

This Policy shall apply to Wrongful Acts committed anywhere in the world, provided that any action, arbitration, or other proceeding for, in relation to, or arising from the Claim is brought within the United States, its territories or possessions, or Canada.

K. FALSE OR FRAUDULENT CLAIMS

If any Insured shall commit fraud in proffering any Claim or regarding the amount or otherwise, this Insurance shall become void as to such Insured from the date such fraudulent claim is proffered.

L. NAMED INSURED RESPONSIBILITIES

PROFESSIONAL LIABILITY – US DIRECT

ERRORS AND OMISSIONS

2. the defense of any criminal investigation, criminal grand jury proceeding, or criminal action.

E. Damages means a monetary judgment or monetary award that You are legally obligated to pay (including pre- or post-judgment interest) or a monetary settlement negotiated by Us with Your consent.

Damages shall not mean and We shall not be obligated to pay:

1. fines, penalties, taxes, sanctions levied against You;

2. any punitive or exemplary damages or that portion of any multiplied damages award which exceeds the damage award so multiplied, provided, however, that, if such damages are otherwise insurable under applicable law and regulation, We will pay an award of punitive or exemplary damages in excess of the Deductible and up to a maximum sum of $250,000. This limit shall be a part of and not in addition to the Limit of Liability set forth in Items 3. of the Declarations;

3. the return, reduction or restitution of Your fees, commissions, profits, or charges for goods provided or services rendered, including any over-charges or cost over-runs;

4. liquidated damages; or

5. Your cost of complying with injunctive relief.

F. Effective Control means:

1. ownership of more than 50% of the issued and outstanding voting securities; or

2. having the right pursuant to written contract, by-laws, charter, operating agreement or similar documents to elect, appoint or designate a majority of the board of directors, management committee members of a partnership or the members of the management board of a limited liability company (or equivalent management structure).

G. Employee means any past, present or future:

1. employee (including any part-time, seasonal or temporary employee or any volunteer);

2. partner, director, officer, member or board member (or equivalent position);

3. independent contractor; or

4. leased worker;

of an Organization, but only in their performance of Professional Services on behalf of or at the direction of such Organization.

H. Insured means You or Your.

I. Named Insured means the individual, corporation, partnership, limited liability company, limited partnership, or other entity set forth in Item 1 of the Declarations.

J. Optional Extended Reporting Period means any applicable Optional Extended Reporting Period contemplated by the OPTIONAL EXTENDED REPORTING PERIOD Clause.

PROFESSIONAL LIABILITY – US DIRECT

ERRORS AND OMISSIONS

K. Organization means the Named Insured and any Subsidiary.

L. Personal Injury means injury, other than Bodily Injury, arising out of one of more of the following offenses:

1. false arrest, detention or imprisonment;

2. malicious prosecution;

3. wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of premises;

4. slander, libel, defamation or disparagement of goods, products or services; or

5. oral or written publication of material in connection with Your advertising that violates a person’s right of privacy.

M. Policy Period means the period of time set forth in Item 6. of the Declarations.

N. Pollutants means any solid, liquid, gaseous, biological, radiological or thermal irritant or contaminant, including smoke, vapor, dust, fibers, mold, spores, fungi, germs, soot, fumes, acids, alkalis, chemicals and Waste. “Waste” includes, but is not limited to, materials to be recycled, reconditioned or reclaimed and nuclear materials.

O. Professional Services means only those services specified in Endorsement to this

Policy as performed by or on behalf of an Organization for others for a fee or other compensation.

P. Property Damage means physical loss of or physical damage to or destruction of any tangible property, including the loss of use thereof. For purposes of this definition, “tangible property” shall not include electronic data.

Q. Retroactive Date means the date set forth in Item 7. of the Declarations.

R. Subsidiary means:

1. any entity of which the Named Insured has Effective Control (“Controlled

Entity”) on or before the Policy Period, either directly or indirectly through one or more Controlled Entities;

2. any entity of which the Named Insured forms or acquires Effective Control during the Policy Period, either directly or indirectly through one or more Controlled Entities, but only for the first 90 days after such formation or acquisition (or until the end of the Policy Period, whichever is earlier).

Provided, however, with respect to a Subsidiary described in paragraph 2. of this definition, We shall only cover Claims alleging Wrongful Acts committed while the Named Insured had Effective Control of such Subsidiary, either directly or indirectly through one or more Controlled Entities.

An entity ceases to be a Subsidiary once the Named Insured no longer has Effective Control of such entity, either directly or indirectly through one or more Controlled Entities, and this Policy will not respond to Claims made against such entity thereafter.

PROFESSIONAL LIABILITY – US DIRECT

ERRORS AND OMISSIONS

S. Supplemental Payments means the reasonable expenses incurred by You, including loss of wages, if You are required by Us to attend arbitration proceedings or trial in the defense of a covered Claim.

T. We, Us, Our or Insurer means the insurance company set forth in the Declarations.

U. Wrongful Act means any actual or alleged breach of duty, negligent act, error, omission or Personal Injury committed by You in the performance of Your Professional Services.

V. You or Your means any:

1. Organization;

2. Employee;

3. joint venture in which an Organization participates pursuant to written agreement, but only for:

a. Wrongful Acts committed by such Organization; and

b. the percentage of otherwise covered Damages and Claims Expenses in proportion to such Organization’s participation in the joint venture.

Endorsements

Hiscox Insurance Company Inc.

Endorsement 1

NAMED INSURED: Strategic Market Solutions Inc DBA Commit Agency

E5019.1 Marketing Consulting Services Endorsement Page 1 of 2

In consideration of the premium charged, it is understood and agreed that the Policy is amended as follows:

1. In Clause VI. DEFINITIONS, paragraph O., "Professional Services," is amended to read as follows:

O. Professional Services means the below listed services performed for others for compensation:

1. marketing consulting services, including but not limited to:

a. developing, designing, researching and advising on marketing plans;

b. servicing and supporting of marketing campaigns;

c. advising on product development and testing;

d. media planning; and

e. project management.

2. Clause VI. DEFINITIONS is amended to include the following at the end thereof:

DM-A. Infringement Claim means any Claim alleging or arising out of any actual or alleged infringement of any copyright, trademark, trade dress, trade name, service mark, service name, title or slogan.

3. In Clause VI DEFINITIONS, paragraph C., "Claim," is amended to include the following at the end thereof:

Claim shall also mean Infringement Claim.

4. In Clause III. EXCLUSIONS, paragraphs M. is deleted in its entirety.

5. Notwithstanding anything in the Policy to the contrary, all Infringement Claims shall be subject to a sublimit of liability of $ 200,000, which shall be part of, and not in addition to, any applicable Limit of Liability.

6. Clause III. EXCLUSIONS is amended to include the following at the end thereof:

This Policy does not apply to and We shall have no obligation to pay any Damages, Claim Expenses, or Supplemental Payments for any Claim:

MC-A. based upon or arising out of any actual or alleged price discounts, prizes, awards, money or valuable consideration given in excess of a total contracted or expected amount.

MC-B. based upon or arising out of any actual or alleged commingling of or inability or failure to safeguard funds.

MC-C. based upon or arising out of any actual or alleged forgery or counterfeiting.

MC-D. based upon or arising out of any actual or alleged infringement of any patent or theft of trade secret.

MC-E. based upon or arising out of any actual or alleged services in connection with mergers and/or acquisitions.

MC-F. based upon or arising out of any actual or alleged services in connection with the valuation of any entity or tangible or intangible property.

Endorsement 1

NAMED INSURED: Strategic Market Solutions Inc DBA Commit Agency

E5019.1 Marketing Consulting Services Endorsement Page 2 of 2

MC-G. based upon or arising out of any actual or alleged promise, warranty or guarantee of the future value of any real or personal property.

All other terms and conditions remain unchanged.

Endorsement effective: November 5, 2021 Policy No.: UDC-1654495-EO-21 Endorsement No: 1

By: Kevin Kerridge (Appointed Representative)

DPL E5019 CW (01/10)

Endorsement 2

NAMED INSURED: Strategic Market Solutions Inc DBA Commit Agency

E5032.1 Retroactive Date Endorsement (Increased Limit) Page 1 of 1

In consideration of the premium charged it is understood and agreed that, solely with respect to the $ 5,000,000 Limit of Liability in excess of the first $ 2,000,000 Limit of Liability, Item 7. of the Declarations, "Retroactive Date," is deleted in its entirety and replaced with the following:

7. Retroactive Date: April 04, 2019

All other terms and conditions remain unchanged.

Endorsement effective: November 5, 2021 Policy No.: UDC-1654495-EO-21 Endorsement No: 2

By: Kevin Kerridge

DPL E5032 CW (01/10)

Endorsement 3

NAMED INSURED: Strategic Market Solutions Inc DBA Commit Agency

E5101.1 Arizona Amendatory Endorsement Page 1 of 3

This endorsement modifies insurance provided under the following:

PROFESSIONAL LIABILITY - ERRORS AND OMISSIONS INSURANCE

In consideration of the premium charged, it is understood and agreed that the Policy is modified as follows:

1. Section V. OTHER MATTERS AFFECTING COVERAGE is amended to include the following at the end thereof:

CANCELLATION

Notice of Cancellation

A. The Named Insured may cancel this Policy by giving Us advance written notice stating when thereafter such cancellation shall be effective. If the Named Insured cancels this Policy, the refund may be less than pro rata. Provided, however, if this Policy shall be cancelled by the Named Insured within 14 days of the inception of the Policy Period without having submitted a Claim, We shall return in full any premium amount actually paid to Us. In such event, the effective date of cancellation shall be deemed to be the inception date of the Policy Period.

B. For Policies In Effect For Less Than 60 Days

If this Policy has been in effect for less than sixty(60) days, We may cancel this Policy by mailing to the Named Insured by certified mail, at the address shown in the Declarations, and to an authorized agent, if any, written notice, including the reasons for cancellation, stating when not less than thirty (30) days thereafter (or ten (10) days thereafter when cancellation is due to non-payment of premium), the cancellation shall be effective.

C. For Policies In Effect For 60 Days Or More

If this Policy has been in effect for sixty (60) days or more, We may cancel this Policy by mailing to the Named Insured by certified mail, at the address shown in the Declarations, and to an authorized agent, if any, written notice, including the reasons for cancellation, stating when not less than sixty (60) days thereafter (or ten (10) days thereafter when cancellation is due to non-payment of premium), the cancellation shall be effective.

If this Policy has been in effect for sixty (60) days or more, or if this Policy is a renewal of a Policy issued by Us, We may cancel this Policy only for one or more of the following reasons:

(a) Non-payment of premium;

(b) Conviction of the Insured of a crime arising out of acts increasing the hazard insured against;

(c) Acts or omissions by the Insured or the Insured's representative constituting fraud or material misrepresentation in the procurement of this Policy, in continuing this Policy or in presenting a Claim under this Policy;

(d) Substantial change in the risk assumed, except to the extent that We should have reasonably foreseen the change or contemplated the risk in writing the contract;

(e) Substantial breach in contractual duties or conditions;

(f) Loss of reinsurance applicable to the risk insured against resulting from termination of treaty or facultative reinsurance initiated by Our reinsurer or reinsurers;

NAMED INSURED: Strategic Market Solutions Inc DBA Commit Agency

E5101.1 Arizona Amendatory Endorsement Page 2 of 3

(g) Determination by the Director of Insurance that the continuation of the Policy would place Us in violation of the insurance laws of this state or would jeopardize Our solvency; or

(h) Acts or omissions by the Insured or the Insured's representative which materially increase the hazard insured against.

D. The mailing of such notice shall be sufficient proof of notice and this Policy shall terminate at the date and hour specified in such notice. If We cancel this Policy, any return premium shall be calculated pro rata. Payment or tender of any unearned premium by Us shall not be a condition precedent to the effectiveness of the cancellation, but such payment shall be made as soon as practicable.

Nonrenewal

A. If We elect not to renew this Policy, We will mail by certified mail to the Named Insured and an authorized agent, if any, written notice of nonrenewal not less than sixty (60) days before the end of the Policy Period.

B. We will mail or deliver the notice of nonrenewal to the Named Insured at the last mailing address known to Us. If the notice of nonrenewal is mailed, proof of mailing will be sufficient proof of notice.

If either one of the following occurs, We are not required to provide written notice of nonrenewal:

(a) We or a company within the same insurance group have offered to issue a renewal policy; or

(b) The Named Insured has obtained replacement coverage or agreed in writing to do so.

Conditional Renewal

A. If the Named Insured elects to renew this Policy with an increase in premium, change in deductible, reduction in limits or substantial reduction in coverage, We will mail or deliver to the Named Insured written notice of Our intent not less than sixty (60) days before the end of the Policy Period.

We will mail or deliver the notice of renewal with altered terms to the Named Insured at the last mailing address known to Us. If the notice of nonrenewal is mailed, proof of mailing will be sufficient proof of notice.

B. If renewal is subject to any condition described in paragraph A. above, and We fail to provide notice sixty

(60) days before the Policy Period, the following procedures apply:

(a) The present Policy will remain in effect until the earlier of the following:

i. 60 days after the date of mailing or delivery of notice; or

ii. The effective date of replacement coverage obtained by the Named Insured.

(b) If the Named Insured elects not to renew, any earned premium for the Policy of extension of the terminated Policy will be calculated pro rata at the lower of the following rates:

i. The rates applicable to the terminated Policy; or

ii. The rates presently in effect.

NAMED INSURED: Strategic Market Solutions Inc DBA Commit Agency

E5101.1 Arizona Amendatory Endorsement Page 3 of 3

(c) If the Named Insured accepts the renewal, the premium increase, if any, and other changes are effective the day following this Policy's Policy Period.

2. The Policy is amended by adding the following Clause at the end thereof:

Policy Conflicts

To the extent any term or condition contained in the Policy or any Endorsement attached thereto conflicts with any term or condition contained in this or any other State Amendatory Endorsement attached to the Policy, such terms and conditions most favorable to the Insured shall apply.

All other terms and conditions remain unchanged.

Endorsement effective: November 5, 2021 Policy No.: UDC-1654495-EO-21 Endorsement No: 3

By: Kevin Kerridge

DPL E5101 AZ (01/10)

Hiscox Insurance Company Policy Number:

Named Insured:

Endorsement Number:

Endorsement Effective:

DPL E5424 CW (02/15) Page 1 of 1

Includes copyrighted material of Insurance Services Office, Inc., with its permission.

E5424.1 Blanket Additional Insured Endorsement (PL)

In consideration of the premium charged and on the understanding that this endorsement leaves all other terms, conditions, and exclusions unchanged, it is agreed that the Professional Liability – US Direct Errors and Omissions Insurance policy is amended as follows:

1. In Clause VI. DEFINITIONS, paragraph V., “’You’ or ‘Your’,” is amended to include the following at the end thereof:

You or Your shall also include any Additional Insured but only for the Wrongful Acts of those contemplated in paragraphs 1., 2. or 3. of the definition of ”’You’ or ‘Your’”:

2. The following definition is added to Clause VI. DEFINITIONS:

AI-A. Additional Insured means any person(s) or organization(s) with whom You have agreed in a written contract or agreement to add them as an additional insured to a policy providing the type of coverage afforded by this Policy, provided the contract or agreement:

1. is currently in effect or becomes effective during the Policy Period; and

2. was executed before the Professional Services from which the Claim arises were performed.

3. In Clause III. EXCLUSIONS, paragraph F. is deleted in its entirety and replaced with the following:

F. brought by or on behalf of one Insured against another Insured; provided, however, this Exclusion will not apply to any Claim brought by an Additional Insured in any capacity other than that of an Additional Insured.

All other terms and conditions remain unchanged.

UDC-1654495-EO-21

Strategic Market Solutions Inc DBA Commit Agency November 5, 2021

Notices

ECONOMIC AND TRADE SANCTIONS POLICYHOLDER NOTICE

INT N001 CW 01 09 Page 1 of 1

Hiscox is committed to complying with the U.S. Department of Treasury Office of Foreign Assets Control (OFAC) requirements. OFAC administers and enforces economic sanctions policy based on Presidential declarations of national emergency. OFAC has identified and listed numerous foreign agents, front organizations, terrorists, and narcotics traffickers as Specially Designated Nationals (SDN’s) and Blocked Persons. OFAC has also identified Sanctioned Countries. A list of Specially Designated Nationals, Blocked Persons and Sanctioned Countries may be found on the United States Treasury’s web site http://www.treas.gov/offices/enforcement/ofac/.

Economic sanctions prohibit all United States citizens (including corporations and other entities) and permanent resident aliens from engaging in transactions with Specially Designated Nationals, Blocked Persons and Sanctioned Countries. Hiscox may not accept premium from or issue a policy to insure property of or make a claim payment to a Specially Designated National or Blocked Person. Hiscox may not engage in business transactions with a Sanctioned Country.

A Specially Designated National or Blocked Person is any person who is determined as such by the Secretary of Treasury.

A Sanctioned Country is any country that is the subject of trade or economic embargoes imposed by the laws or regulations of the United States.

In accordance with laws and regulations of the United States concerning economic and trade embargoes, this policy may be rendered void from its inception with respect to any term or condition of this policy that violates any laws or regulations of the United States concerning economic and trade embargoes including, but not limited to the following:

(1) Any insured under this Policy, or any person or entity claiming the benefits of such insured, who is or becomes a Specially Designated National or Blocked Person or who is otherwise subject to US economic trade sanctions;

(2) Any claim or suit that is brought in a Sanctioned Country or by a Sanctioned Country government, where any action in connection with such claim or suit is prohibited by US economic or trade sanctions;

(3) Any claim or suit that is brought by any Specially Designated National or Blocked Person or any person or entity who is otherwise subject to US economic or trade sanctions;

(4) Property that is located in a Sanctioned Country or that is owned by, rented to or in the care, custody or control of a Sanctioned Country government, where any activities related to such property are prohibited by US economic or trade sanctions; or

(5) Property that is owned by, rented to or in the care, custody or control of a Specially Designated National or

Blocked Person, or any person or entity who is otherwise subject to US economic or trade sanctions.

Please read your Policy carefully and discuss with your broker/agent or insurance professional. You may also visit the US Treasury’s website at http://www.treas.gov/offices/enforcement/ofac/.