state, including occupational disease coverage, and if applicable, Foreign Voluntary Workers’ Compensation coverage if employees will be temporarily working outside of the United States. If Services are to be performed in monopolistic states (including North Dakota, Ohio, Washington and/or Wyoming), Seller will participate in the appropriate state fund(s) to cover all eligible employees. To the extent that any Services to be performed are subject to the Jones Act, the Longshore and Harbor Workers’ Compensation Act, the Outer Continental Shelf Lands Act, the Federal Employer’s Liability Act, and/or the Defense Ba se Act, the Workers’ Compensation policy must be endorsed to cover such liability under such Acts with the greater of statutory limits or a limit of at least $1,000,000. Should Buyer lease or borrow any of Seller’s employees to perform Services under the Order, such policy shall include ISO Alternate Employer endorsement WC 00 03 01 A or an endorsement providing equivalent coverage, including Buyer as an alternate employer with respect to Services performed by Seller’s employees under the Order;
(iv) Employers’ Liability (EL) Insurance: Such insurance shall provide limits of not less than $1,000,000 each accident/disease. In states where Workers’ Compensation insurance is a monopolistic state-run system (e.g., Ohio, Washington, North Dakota, and Wyoming), Seller shall add Stop Gap Employers Liability with limits not less than $1,000,000 for each accident or disease.
(v) Excess and/or Umbrella Liability Insurance: Coverage must be on an occurrence form excess of Seller’s required underlying policies, including CGL, CAL, and EL, and meeting the above stated requirements for each coverage, with limits of not less than $2,000,000 per occurrence, in excess of the limits stated in (i), (ii), and (iv) above; and
(vi) Professional Liability: If Seller is providing professional services under the Order, Seller shall carry professional liability / errors & omissions / technology errors & omissions insurance covering all professional services provided under the Order for claims arising out of Seller’s errors, omissions, rendering, or failure to render Services or provision of Items under the Order and in the amount of at least $3,000,000 for each wrongful act or omission. Such policy shall not contain any exclusion for Seller’s operations contemplated by the Order. Such policy shall not contain pollution exclusions. Such policy may be written on a Claims Made basis, provided the retroactive date shall precede the execution date of the Order and the start of Seller’s Services under the Order. Seller agrees to maintain appropriate coverage in the amounts stated above during the term of the Order and for not less than three (3) years from the date the Order is terminated by purchasing appropriate tail or extended insurance coverage, and the retroactive date must be stated on the Certificate of Insurance.
(b) Additional Insurance. Some or all of the following additional insurance coverage may be required, depending upon the nature of the work to be performed. These additional insurance requirements will be identified on the Order.
(i) Cyber / Privacy Liability or Network Security Insurance (may be separate or combined with the Professional Liability / E&O Liability / Technology E&O Policy): If Seller’s Services include any cyber-related risks, then Seller shall maintain Cyber Liability insurance for network security and privacy risks. Such insurance shall: (i) cover insurance for data breach or introduction of virus or malicious code, consumer notification, whether or not required by law, forensic investigations, public relations and crisis management, and credit or identity monitoring or similar remediation services, unauthorized access, failure of security, information theft, damage to destruction of or alteration of electronic information, breach of privacy perils, wrongful disclosure and release of private information, collection, or other negligence in the handling of confidential information, Cyber extortion, and including coverage for related regulatory fines, defenses, and penalties allowed by law, and Payment Card Industry (PCI) fines, penalties, and assessments if Seller may take payments by credit card in the course of operations under the Order. Such policy shall provide coverage for claims arising out of the services provided hereunder by Seller and/or its subcontractors. Technology Errors and Omissions/Professional Liability insurance may be provided under a Cyber Liability policy; provided, however, that the limits required for such insurance be maintained in addition to the limits required for Cyber Liability insurance; and (ii) include the indemnification of Buyer for any costs and expenses, including Buyer’s notification expenses, incurred by Buyer arising out of a security breach, privacy breach, or breach of privacy regulations; with an occurrence or per claim limit, and a limit of not less than $5,000,000 per claim/aggregate. The policy may be written on a Claims Made basis, provided the retroactive date shall precede the execution date of the Order and the start of Seller’s Services under the Order. Seller agrees to maintain appropriate coverage in the amounts stated above during the term of the Order and for not less than three (3) years from the date the Order is terminated by purchasing appropriate tail or extended insurance coverage, and any applicable retroactive date must be stated on Seller’s Certificate of Insurance;
(ii) Media Liability Insurance: If Seller will be creating or providing content to Buyer, such as advertisements, marketing brochures, annual reports, or other publications, websites, or blogs, or if Seller will be providing Services related to a sponsorship agreement, then Seller shall maintain Media Liability insurance with limits of at least $5,000,000 per claim/aggregate. Such policy shall include coverage for damages and claims expenses for which Seller may become legally obligated to pay for one or more of the following acts as a result of errors, omissions, and negligence in the gathering, creating, and communication of Seller’s display of media material on Seller’s website, social media, online and offline print, including: disparagement, defamation, libel, slander, infringement of copyright, infringement of domain name, trademark, trade name, trade dress, logo, title, metatag, or slogan, service mark or service name, or improper deep-linking or framing within electronic content. Such insurance may be provided under a Cyber Liability, Technology E&Os, or Professional Liability policy;
(iii) Fidelity or Crime Insurance: Such insurance shall provide a client coverage endorsement with limits of not less than $1,000,000 per insuring agreement and shall include Buyer as Loss Payee. Coverage must include employee dishonesty, including but not limited to dishonest acts of Seller, its employees, agents, subcontractors and anyone under Seller’s supervision or control, and loss of Buyer property, Forgery, Computer Fraud, and Funds Transfer Fraud. Seller shall be liable for money, securities, or other property of Buyer;
(iv) Environmental Insurance (Contractor’s Pollution Liability (CPL) Insurance): If Seller’s scope of work to be performed may include any pollution exposure, then Seller shall maintain CPL insurance with limits of at least $5,000,000 each occurrence and $10,000,000 aggregate, including, but not limited to, coverage for sudden and non-sudden pollution conditions resulting from the escape or release of smoke, vapors, fumes, acids, alkalis, toxic chemicals, liquids, or gases, waste materials, or other irritants, contaminants, or pollutants and include coverage for bodily injury, property damage, including loss of use of damaged property or of property that has not been physically injured or destroyed, natural resource damage, clean-up costs, on/off-site transportation and the disposal of waste at third-party facilities, and defense, including costs and expenses incurred in the investigation, defense, or settlement of claims, all in connection with loss arising from Seller’s operations provided under this Order. If Seller’s Services involve lead, asbestos, mold, bacteria, and/or silica exposures, the policy shall not contain lead, asbestos, mold, bacteria, or silica exclusions and the definition of “Pollution” shall include microbial matter including mold and bacteria;
(v) Pollution Legal Liability (PLL) Insurance: Such insurance shall provide site-specific pollution liability coverage with limits of at least $3,000,000 each occurrence, claim, or wrongful act and $6,000,000 aggregate including, but not limited to, coverage for sudden and non-sudden pollution conditions resulting from the escape or release of smoke, vapors, fumes, acids, alkalis, toxic chemicals, liquids, or gases, waste materials, or other irritants, contaminants, or pollutants and include coverage for bodily injury, property damage, including loss of use of damaged property or of property that has not been physically injured or destroyed, natural resource damage, clean-up costs, on/off-site transportation and the disposal of waste at third-party facilities, and defense, including costs and expenses incurred in the investigation, defense, or settlement of claims, when Buyer requires Seller to provide such coverage with regards to this Order. Such policy shall not contain lead, asbestos, mold, bacteria, or silica exclusions and the definition of “Pollution” shall include microbial matter including mold and bacteria;
