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HomeMy WebLinkAboutDaktronics, Inc. of Brookings, South Dakota-1/19/2016CITY OF WATERLOO, IOWA WATERLOO LEISURE SERVICES COMMISSION CONTRACT for Riverfront Stadium Video Display System This Contract made and entered into this 19th day of January 2016, by and between the City of Waterloo, Iowa, a Municipal Corporation, hereinafter referred to as City, and Daktronics Inc., Brookings, South Dakota, Iowa hereinafter referred to as Contractor, WITNESSETH: Par. 1 The Contractor shall furnish all supervision, technical personnel, labor, materials, and equipment to perform all work required for the Riverfront Stadium Video Display System described in the specifications and shown on the plans. Par. 2 The Contract Documents shall consist ofthe following: a. This Agreement b. Notice of Hearing c. Signed Copy of Bid d. Specifications e. Performance Bond d. Payment Bond f. Certificates of Insurance These documents form the Contract and are all fully a part of the Contract as if attached to this Contract or repeated herein. Par. 3 The Contractor agrees to commence the work within forty-five (45) days after the issuance of "Notice to Proceed" and complete the work within the given time frame. Par. 4 The Contractor agrees to comply with and obey all ordinances ofthe City of Waterloo, Iowa, relating to the obstruction of streets and alleys, keeping open passageways for water, traffic and protecting any excavation in any street or alley and maintaining proper and sufficient barricades with lights and signals during all hours of darkness and agrees to see that the backfilling is properly done and agrees to keep the City whole and defend any suits that may be brought against it by reason of any injuries that may be sustained by any person on account of doing this work by the Contractor and any agents of the Contractor. Par. 5 The Contractor agrees that in case a suit is brought against the City for damages sustained by reason of any act, omission or negligence of the Contractor or its agents or on account of any injuries sustained by reason of any obstruction, hole, depression or barrier placed or dug by the defendant or its agents in the doing of the work herein contracted for, that it will defend said suit and save the City harmless therein and in CONTRACT page 1 of 2 case judgment is rendered against the City, the Contractor agrees to pay the same promptly and agrees to carry public liability insurance in a solvent company in a sufficient amount to protect the City and any and all persons who may use the project. In no event, shall Contractor be liable for any claims for loss of ad revenue. Par. 6 The Contractor shall have no cause of action against the City on account of delays and prosecution of work, but if the work is delayed by the City, the Contractor may have extra time for the completion of the job as was lost by reason of the delay caused by the City. Par. 7 The Contractor agrees to pay punctually all just claims of labor, material, men or Subcontractors, who perform labor or furnish materials entering into this improvement. It is agreed that the City need not pay the Contractor until all such claims are paid by the Contractor and lien waivers are received. It is agreed that the City shall bear no liability for payments due for labor or materials under this contract. Par. 8 In consideration of the full compliance on the part of the Contractor with all the provisions, stipulations and conditions hereof, or contained in the various instruments made a part of this Contract by reference, and upon completion and acceptance of the work, the City agrees to pay the Contractor for the base bid and options B and C: Sum of Two Hundred Seventy -Seven Thousand, Five Hundred Five dollars ($277,505.00) City of Waterloo, Iowa Quentin rt, Mayor Contra tor: Daktronics, Inc. Suzy Schar s, City Clerk ice President, Live Entertainment Approved by the City Council of the City of Waterloo, Iowa, this 19th day of January 2016 CONTRACT page 2 of 2 CI-IUBB CHUBB GROUP OF INSURANCE COMPANIES Surety Department, 15 Mountain View Road, P.O. Box 1615, Warren, NJ 07061-1615 Phone: (908) 903-3485 • Facsimile: (908) 903-3656 Bond No. 8239-57-06 AIA DOCUMENT A312T' - 2010 PAYMENT BOND Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. CONTRACTOR (Name, legal status and address): Daktronics, Inc. 201 Daktronics Drive Brookings, SD 57006 OWNER (Name, legal status and address): City of Waterloo, Iowa 100 Campbell Ave Waterloo, IA 50707 CONSTRUCTION CONTRACT Date: January 19, 2016 Amount: ( $277,505.00 ) Description (Name and location): SURETY (Name, legal status and principal place of business): Federal Insurance Company 15 Mountain View Road Warren, N.J. 07059 Two Hundred Seventy Seven Thousand Five Hundred Five Dollars and 00/100 Riverfront Stadium Video Display System BOND Date (Not earlier than Construction Contract Date): January 19, 2016 Amount: ( $277,505.00 ) Two Hundred Seventy Seven Thousand Five Hundred Five Dollars and 00/100 None X See Section 18 Modifications to this Bond: CONTRACTOR AS PRINCIPAL Company: (Corporate Seal) Daktronics, Inc. Signature: CMAN Name and Title: QG,tvl 001 j, -Ji I e%S k M5 SURETY Company: Federal Insurance Company Signature. Attorney -in -Fact N (Any additional signatures appear on the last page of this Payment Bond) (Corporate Sea!) e: Amy M. Bums (FOR INFORMATION ONLY— Name, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE (Architect, Engineer or other party): Wells Fargo Insurance Services USA, Inc. 400 Hwy 169 South, 8th Floor St Louis Park, MN 55426 952-242-3500 Printed in cooperation with the American Institute of Architects (AIA) by the Chubb Group of Insurance Companies. The language in this document conforms to the language used in AIA Document A312 "'- 2010. 1 Form 15 -02 -0574 -FED (Ed. 7-10) 1 The Contractor and the Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner to pay for labor, materials and equipment furnished for use in the performance of the Construction Contract, which is incorporated herein by reference, subject to the following terms. 2 If the Contractor promptly makes payment of all sums due to Claimants, and defends, indemnifies and holds harmless the Owner from claims, demands, liens or suits by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract, then the Surety and the Contractor shall have no obligation under this Bond. 3 If there is no Owner Default under the Construction Contract, the Surety's obligation to the Owner under this Bond shall arise after the Owner has promptly notified the Contractor and the Surety (at the address described in Section 13) of claims, demands, liens or suits against the Owner or the Owner's property by any person or entity seeking payment for labor, materials or equipment furnished for use in the performance of the Construction Contract and tendered defense of such claims, demands, liens or suits to the Contractor and the Surety. 4 When the Owner has satisfied the conditions in Section 3, the Surety shall promptly and at the Surety's expense defend, indemnify and hold harmless the Owner against a duly tendered claim, demand, lien or suit. 5 The Surety's obligations to a Claimant under this Bond shall arise after the following: 5.1 Claimants, who do not have a direct contract with the Contractor, .1 have furnished a written notice of non-payment to the Contractor, stating with substantial accuracy the amount claimed and the name of the party to whom the materials were, or equipment was, furnished or supplied or for whom the labor was done or performed, within ninety (90) days after having last performed labor or last furnished materials or equipment included in the Claim; and .2 have sent a Claim to the Surety (at the address described in Section 13). 5.2 Claimants, who are employed by or have a direct contract with the Contractor, have sent a Claim to the Surety (at the address described in Section 13). 6 If a notice of non-payment required by Section 5.1.1 is given by the Owner to the Contractor, that is sufficient to satisfy a Claimant's obligation to furnish a written notice of non-payment under Section 5.1.1. 7 When a Claimant has satisfied the conditions of Sections 5.1 or 5.2, whichever is applicable, the Surety shall promptly and at the Surety's expense take the following actions: 7.1 Send an answer to the Claimant, with a copy to the Owner, within sixty (60) days after receipt of the Claim, stating the amounts that are undisputed and the basis for challenging any amounts that are disputed; and 7.2 Pay or arrange for payment of any undisputed amounts. 7.3 The Surety's failure to discharge its obligations under Section 7.1 or Section 7.2 shall not be deemed to constitute a waiver of defenses the Surety or Contractor may have or acquire as to a Claim, except as to undisputed amounts for which the Surety and Claimant have reached agreement. If, however, the Surety fails to discharge its obligations under Section 7.1 or Section 7.2, the Surety shall indemnify the Claimant for the reasonable attomey's fees the Claimant incurs thereafter to recover any sums found to be due and owing the Claimant. Printed in cooperation with the American Institute of Architects (AIA) by the Chubb Group of Insurance Companies. The language in this document conforms to the language used in AIA Document A312 7M- 2010. Forth 15 -02 -0574 -FED (Ed. 7.10) 2 8 The Surety's total obligation sha not excee the amount of ts Bond, lus the amount reasonable attorne's fees provided under Section 7.3, and the amount ofth s Bond shall be credited for any paymentsfmade in good faith by the Surety. 9 Amounts owed by the Owner to the Contractor under the Construction Contract shall be used for the performance of the Construction Contract and to satisfy claims, if any, under any construction performance bond. By the Contractor fumishing and the Owner accepting this Bond, they agree that all funds eamed by the Contractor in the performance of the Construction Contract are dedicated to satisfy obligations of the Contractor and the Surety under this Bond, subject to the Owner's priority to use the funds for the completion of the work. 10 The Surety shall not be liable to the Owner, Claimants or others for obligations of the Contractor that are unrelated to the Construction Contract. The Owner shall not be liable for the payment of any costs or expenses of any Claimant under this Bond, and shall have under this Bond no obligations to make payments to, or give notice on behalf of, Claimants or otherwise have any obligations to Claimants under this Bond. 11 The Surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. 12 No suit or action shall be commenced by a Claimant under this Bond other than in a court of competent jurisdiction in the state in which the project that is subject of the Construction Contract is located or after the expiration of one year from the date (1) on which the Claimant sent a Claim to the Surety pursuant to Section 5.1.2 or 5.2, or (2) on which the last labor or service was performed by anyone or the last materials or equipment were furnished by anyone under the Construction Contract, whichever of (1) or (2) first occurs. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall be applicable. 13 Notice and Claims to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page which their signature appears. Actual receipt of notice or Claims, however accomplished, shall be sufficient compliance as of the date received. 14 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirement shall be deemed incorporated herein. When so furnished, the intent is that this Bond shall be construed as a statutory bond and not as a common law bond. 15 Upon request by any person or entity appearing to be a potential beneficiary of this Bond, the Contractor and Owner shall promptly furnish a copy of this Bond or shall permit a copy to be made. Printed in cooperation with the American Institute of Architects (AIA) by the Chubb Group of Insurance Companies. The language in this document conforms to the language used in AIA Document 43127u- 2010. 3 Form 1502 -0574 -FED (Ed. 7-10) 16 DEFINITIONS 16.1 Claim. A written statement by the Claimant including at a minimum: .1 the name of the Claimant; .2 the name of the person for whom the labor was done, or materials or equipment furnished; .3 a copy of the agreement or purchase order pursuant to which labor, materials or equipment was fumished for use in the performance of the Construction Contract; .4 a brief description of the labor, materials or equipment furnished; .5 the date on which the Claimant last performed labor or last furnished materials or equipment for use in the performance of the Construction Contract; .6 the total amount earned by the Claimant for labor, materials or equipment furnished as of the date of the Claim; .7 the total amount of previous payments received by the Claimant; and, .8 the total amount due and unpaid to the Claimant for labor, materials or equipment furnished as of the date of the Claim. 16.2 Claimant: An individual or entity having a direct contract with the Contractor or with a subcontractor of the Contractor to furnish labor, materials, or equipment for use in the performance of the Construction Contract. The term Claimant also includes any individual or entity that has rightfully asserted a claim under an applicable mechanic's lien or similar statute against the real property upon which the Project is located. The intent of this Bond shall be to include without limitation in the terms "labor, materials or equipment" that part of water, gas power, light, heat, oil gasoline, telephone service or rental equipment used in the Construction Contract, architectural and engineering services required for performance of the work of the Contractor and the Contractor's subcontractors, and all other items for which a mechanic's lien may be asserted in the jurisdiction where the labor, materials or equipment were fumished. 16.3 Construction Contract: The agreement between the Owner and the Contractor identified on the cover page, including all Contract Documents and all changes made to the agreement and the Contract Documents. 16.4 Owner Default: Failure of the Owner, which has neither been remedied nor waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. 16.5 Contract Documents. All the documents that comprise the agreement between the Owner and Contractor. 17 If this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. Printed in cooperation with the American Institute of Architects (AIA) by the Chubb Group of Insurance Companies. The language in this document conforms to the language used in AIA Document .4312 rm- 2010. Form 15.02 -0574 -FED (Ed. 7-10) 4 18 MODIFICATIONS TO THIS BOND ARE AS FOLLOWS: 18.1 "Claim notices for FEDERAL INSURANCE COMPANY must be sent to the following address: Chubb Group of Insurance Companies, 600 Independence Parkway, Chesapeake, Virginia 23327, Attention: Surety Support Team." None (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTORS AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Seal) Federal Insurance Company Signature: Signature: Name and Title: Name and Title: Address: Address* Printed in cooperation with the American Institute of Architects (AIA) by the Chubb Group of Insurance Companies. The language in this document conforms to the language used in AIA Document A312711- 2010. 5 Forth 1502 -0574 -FED (Ed. 7.10) DAKTRONICS SECRETARY'S CERTIFICATE I, Carla S. Gatzke do hereby certify that: I am the Secretary of Daktronics Inc. (hereinafter the "Corporation;") and that as such I am authorized to execute this certificate on behalf of the Corporation in my capacity as the Secretary of the Corporation and do hereby certify that the Amended and Restated Bylaws of Daktronics Inc. Article VII, Section 8.3, state that the Corporation shall have no corporate seal. Amended and Restated Bylaws of Daktronics were submitted with our form 10-Kfiscal year 2013. Carla S. Gatzke, Secr TO ALL TO WHOM THESE shall come. I, Audrey L. Kress, NOTARY PUBLIC duly authorized, admitted and sworn, practicing at South Dakota, United State America. DO HEREBY CERTIFY that: The above signature is Daktronics Secretary, Carla Gatzke is indeed true and original. IN TESTIMONY where I have Subscribed my name and affixed My Seal ofoOffice this 19`^ day of May, 2015 v Notary Public: County of Brookings State of South Dakota ▪ /AUDREY KRESS/f 11 Vt Sg O• 8EEAL NOTARY PUBLIC S ys SOUTH DAKOTA My Commission Expires \: 11l\0 +4, CORPORATE ACKNOWLEDGMENT STATE OF South Dakota COUNTY OF Brookings On this 19th day of January, 2016 before me personally appeared krel &' hTv\i44 to me known, who being by me duly sworn, that he/she is the Cr of the Daktronics, Inc. the corporation described in and which executed the for6 oing instrument; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation; and that he/she signed his/her name thereto by like order. lINIGHOLE F HOFER s sS-NOTARY PURL IC=SEAL s S SOUTH DAK01Ai g My Commission Expires 31 March 2017 s Notary Public ACKNOWLEDGMENT OF CORPORATE SURETY STATE OF Minnesota COUNTY OF Hennepin On this 19th day of January, 2016 before me appeared Amy M. Burns to be known, who being by me duly sworn, did say that she is the aforesaid Attorney -in -Fact of the Federal Insurance Company, a corporation; that the seal affixed to the foregoing instrument is the corporate seal of said corporation, and that said instrument was signed and sealed on behalf of said corporation by the aforesaid officer, by authority of its Board of directors; and the aforesaid officer acknowledged said instrument to be the free act and deed of said corporation. BARBARA L RAEDEKE NOTARY PUBLIC • MINNESOTA MY COMMISSION EXPIRES 0113112020 Notary Public (Notary eal) Chubb Surety POWER OF. ATTORNEY Federal Insurance Company Vigilant Insurance Company Pacific Indemnity Company Attn: Surety Department 15 Mountain View Road Warren, NJ 07059 Know All by These Presents, That FEDERAL INSURANCE COMPANY, an Indiana corporation, VIGILANT INSURANCE COMPANY, a New York corporation, and PACIFIC INDEMNITY COMPANY, a Wisconsin corporation, do each hereby constitute and appoint Daniel R. Boerboom, Amy M. Burns, Barbara L. Raedeke and Conni L. VanHorn of Saint Louis Park, Minnesota each as their true and lawful Attomey- in- Fact to execute under such designation in their names and to affix their corporate seals to and deliver for and on their behalf as surety thereon or otherwise, bonds and undertakings and other writings obligatory in the nature thereof (other than bail bonds) given or executed in the course of business, and any instruments amending or altering the same, and consents to the modification or alteration of any instrument referred to in said bonds or obligations. in Witness Whereof, said FEDERAL INSURANCE COMPONY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY have each executed and attested> these presents and affixed their corporate seals on this 14 day of September, 2015. 01,1'1 M. Dawn Chloros s istant Secretary STATE OF NEW JERSEY S5. County of Somerset On this 14th day of September, 2015 before me, a Notary Public of New Jersey, personalty came Dawn M. Chloros, to me known to be Assistant Secretary of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY, the companies which executed the foregoing Power of Attomey, and the said Davin M. Chloros, being by me duly sworn, did depose and say that she is Assistant Secretary of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY and knows the corporate seals thereof, that the seals affixed to the foregoing Power of Attorney are such corporate seals and were thereto affixed by authority of the By- Laws of said Companies; and that she signed said Power of Attomey as Assistant Secretary of said Companies by like authority and that she Is acquainted with David B. Norris, Jr., and knows him to be Vice President of said Companies; and that the signature of David B_ Norris, Jr., subscribed to said Power of Attomey is in the genuine handwriting of David B. Norris, Jr-, and was thereto subscribed by authority of said By- Laws and in deponents presence. Notarial Seal KATHERINE J. ADEIAAR NOTARY PUBLIC OF NEW JERSEY No. 2316685 Commission Expires July 16, 2019 CERTIFICATION Notary Public Extract from the By- Laws o DERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY: 'Except as otherwise provided in these By -Laws or by law or as otherwise directed by the Board of Directors, the President or any Vice President shall be authorized to execute and deliver, In the name and on behalf of the Corporation, all agreements, bonds, contracts, deeds, mortgages, and other instruments, either for the Corporation's own account or in a fiduciary or other capacity, and the seal of the Corporation, if appropriate, shall be affixed thereto by any of such officers or the Secretary or an Assistant Secretary. The Board of Directors, the President or any Vice President designated by the Board of Directors may authorize any other officer, employee or agent to execute and deliver, in the name and on behalf of the Corporation, agreements, bonds, contracts, deeds, mortgages, and other instruments, either for the Corporation's own account or In a fiduciary or other capacity, and, if appropriate, to affix the seal of the Corporation thereto. The grant of such authority by the Board or any such officer may be general or confined to specific instances.' I, Dawn M. Chloros, Assistant Secretary of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY (the 'Companies") do hereby certify that (1) the foregoing exiracl of the By- Laws of the Companies is true and correct, (ii) the Companies are duly licensed and authorized to transact surety business in all 50 of the United States of America and the District of Columbia and are authorized by the U.S. Treasury Department further, Federal and Vigilant are licensed in the U.S. Virgin Islands, and Federal is licensed in Guam, Puerto Rim, and each of the Provinces of Canada except Prince Edward Island; and (iii) the foregoing Power of Attomey Is true, correct and in full force and effect. Given under my hand and seals of said Companies at Warren, NJ this . J ilLuct, ref 1 1 i a b / (� Dawn M. Chloros, Assistant Secretary IN THE EVENT YOU WISi-tTO NOTIFY US OF A CLAIM, VERIFY THE AUTHENTICITY OF THIS BOND OR NOTIFY US OF ANY OTHER MATTER, PLEASE CONTACT US AT ADDRESS LISTED ABOVE OR BY Telephone (908) 903-3493 Fax (908) 903- 3656 s -mail: sure;ytechubb.com Form 15-10-02255- U GEN CONSENT (rev. 07-15) CHLJBB CHUBB GROUP OF INSURANCE COMPANIES Surety Department, 15 Mountain View Road, P.O. Box 1615, Warren, NJ 07061-1615 Phone: (908) 903-3485 • Facsimile: (908) 903-3656 Bond No. 8239-57-06 AIA DOCUMENT A312T^" - 2010 PERFORMANCE BOND Any singular reference to Contractor, Surety, Owner or other party shall be considered plural where applicable. CONTRACTOR (Name, legal status and address): Daktronics, Inc. 201 Daktronics Drive Brookings, SD 57006 SURETY (Name and principal place of business): Federal Insurance Company 15 Mountain View Road Warren, N.J. 07059 OWNER (Name, legal status and address): City of Waterloo, Iowa 100 Campbell Ave Waterloo, IA 50707 CONSTRUCTION CONTRACT Date: January 19, 2016 Amount: ( $277,505.00 ) Two Hundred Seventy Seven Thousand Five Hundred Five Dollars and 00/100 Description (Name and location): Riverfront Stadium Video Display System BOND Date (Not earlier than Construction Contract Date): January 19, 2016 Amount: ( $277,505.00 ) Two Hundred Seventy Seven Thousand Five Hundred Five Dollars and 00/100 1 None D See Section 16 Modifications to this Bond: CONTRACTOR AS PRINCIPAL Company: (Corporate Seal) Daktronics,,; Inc Signature: GIA/V\ C4 Name and Title: pC Stern idf 121 S (C 1ltgr SURETY Company: Federal Insurance Company Signature Pyr 1 Attorney -in -Fact Name: Amy M. Burns (Any additional signatures appear on the last page of this Performance Bond.) (Corporate Seal) (FOR INFORMATION ONLY— Name, address and telephone) AGENT or BROKER: OWNER'S REPRESENTATIVE (Architect, Engineer or other party): Wells Fargo Insurance Services USA, Inc. 400 Hwy 169 South, 8th Floor St Louis Park, MN 55426 952-242-3500 Printed in cooperation with the American institute of Architects (AIA) by the Chubb Group of Insurance Companies. The language in this document conforms to the language used in AJA Document A312 7m- 2010. 1 Form 15-02-0573•FED (Ed. 7-10) 1 The Contractor and the Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to the Owner for the performance of the Construction Contract, which is incorporated herein by reference. 2 If the Contractor performs the Construction Contract, the Surety and the Contractor shall have no obligation under this Bond, except when applicable to participate in a conference as provided in Section 3. 3 If there is no Owner Default under the Construction Contract, the Surety's obligation under this Bond shall arise after: .1 the Owner first provides notice to the Contractor and the Surety that the Owner is considering declaring a Contractor Default. Such notice shall indicate whether the Owner is requesting a conference among the Owner, Contractor and Surety to discuss the Contractor's performance. If the Owner does not request a conference. the Surety may, within five (5) business days after receipt of the Owner's notice, request such a conference. If the Surety timely requests a conference, the Owner shall attend. Unless the Owner agrees otherwise, any conference requested under this Section 3.1 shall be held within ten (10) business days of the Surety's receipt of the Owner's notice. If the Owner, the Contractor and the Surety agree, the Contractor shall be allowed a reasonable time to perform the Construction Contract, but such an agreement shall not waive the Owner's right, if any, subsequently to declare a Contractor Default; .2 the Owner declares a Contractor Default, terminates the Construction Contract and notifies the Surety; and .3 the Owner has agreed to pay the Balance of the Contract Price in accordance with the terms of the Construction Contract to the Surety or to a contractor selected to perform the Construction Contract. 4 Failure on the part of the Owner to comply. with the notice requirement in Section 3.1 shall not constitute a failure to comply with a condition precedent to the Surety's obligations, or release the Surety from its obligations, except to the extent the Surety demonstrates actual prejudice. 5 When the Owner has satisfied the conditions of Section 3, the Surety shall promptly and at the Surety's expense take one of the following actions: 5.1 Arrange for the Contractor, with consent of the Owner, to perform and complete the Construction Contract; 5.2 Undertake to perform and complete the Construction Contract Itself, through its agents or independent contractors; 5.3 Obtain bids or negotiated proposals from qualified contractors acceptable to the Owner for a contract for performance and completion of the Construction Contract, arrange for a contract to be prepared for execution by the Owner and a contractor selected with the Owner's concurrence, to be secured with performance and payment bonds executed by a qualified surety equivalent to the bonds issued on the Construction Contract, and pay to the Owner the amount of damages as described in Section 7 in excess of the Balance of the Contract Price incurred by the Owner as a result of Contractor Default; or 5.4 Waive its right to perform and complete, arrange for completion, or obtain a new contractor and with reasonable promptness under the circumstances: .1 After investigation, determine the amount for which it may be liable to the Owner and, as soon as practicable after the amount is determined, make payment to the Owner; or ,2 Deny liability in whole or in part and notify the Owner, citing the reasons for denial. 6 If the Surety does not proceed as provided in Section 5 with reasonable promptness, the Surety shall be deemed to be in default on this Bond seven days after receipt of an additional written notice from the Owner to the Surety demanding that the Surety perform its obligations under this Bond, and the Owner shall be entitled to enforce any remedy available to the Owner. If the Surety proceeds as provided in Section 5.4, and the Owner refuses the payment or the Surety has denied liability, in whole or in part, without further notice the Owner shall be entitled to enforce any remedy available to the Owner. 7 If the Surety elects to act under Section 5.1, 5.2 or 5.3, then the responsibilities of the Surety to the Owner shall not be greater than those of the Contractor under the Construction Contract, and the responsibilities of the Owner to the Surety shall not be greater than those of the Owner under the Construction Contract. Subject to commitment by the Owner to pay the Balance of the Contract Price, the Surety Is obligated, without duplication, for .1 the responsibilities of the Contractor for correction of defective work and completion of the Construction Contract .2 additional legal, design professional and delay costs resulting from the Contractor's Default, and resulting from the actions or failure to act of the Surety under Section 5; and .3 liquidated damages, or if no liquidated damages are specified in the Construction Contract, actual damages caused by delayed performance or non-performance of the Contractor. Printed in cooperation with the American institute of Architects (AIA) by the Chubb Group of Insurance Companies. The language in this document conforms to the language used in AMA Document 4312"- 2010. Form 1502 -0573 -FED (Ed. 7-10) 2 8 If the Surety elects to act under Section 5.1, 5.3 or 5.4, the Surety's liability is limited to the amount of this Bond. 9 The Surety shall not be liable to the Owner or others for obligations of the Contractor that are unrelated to the Construction Contract, and the Balance of the Contract Price shall not be reduced or set off on account of any such unrelated obligations. No right of action shall accrue on this Bond to any person or entity other than the Owner or its heirs, executors, administrators successors and assigns. 10 The surety hereby waives notice of any change, including changes of time, to the Construction Contract or to related subcontracts, purchase orders and other obligations. 11 Any proceeding, legal or equitable, under this Bond may be instituted in any court of competent jurisdiction in the location in which the work or part of the work is located and shall be instituted within two years after a declaration of Contractor Default or within two years after the Contractor ceased working or within two years after the Surety refuses or fails to perform its obligations under this Bond, whichever occurs first. If the provisions of this Paragraph are void or prohibited by law, the minimum period of limitation available to sureties as a defense In the jurisdiction of the suit shall be applicable. 12 Notice to the Surety, the Owner or the Contractor shall be mailed or delivered to the address shown on the page on which their signature appears. 13 When this Bond has been furnished to comply with a statutory or other legal requirement in the location where the construction was to be performed, any provision in this Bond conflicting with said statutory or legal requirement shall be deemed deleted herefrom and provisions conforming to such statutory or other legal requirements shall be deemed incorporated herein. When so furnished, the Intent is that this Bond shall be construed as a statutory bond and not as a common law bond. 14 DEFINITIONS 14.1 Balance of the Contract Price: The total amount payable by the Owner to the Contractor under the Construction Contract after all proper adjustments have been made, including allowance to the Contractor of any amounts received or to be received by the Owner in settlement of insurance or other claims for damages to which the Contractor is entitled, reduced by all valid and proper payments made to or on behalf of the Contractor under the Construction Contract. 14.2 Construction Contract: The agreement between the Owner and the Contractor identified on the cover page, including all Contract Documents and changes made to the agreement and the Contract Documents. 14.3 Contractor Default: Failure of the Contractor, which has not been remedied nor waived, to perform or otherwise to comply with the term of the Construction ContracL 14.4 Owner Default: Failure of the Owner, which has not been remedied or waived, to pay the Contractor as required under the Construction Contract or to perform and complete or comply with the other material terms of the Construction Contract. 14.5 Contract Documents: All the documents that comprise the agreement between the Owner and Contractor. 15 If this Bond is issued for an agreement between a Contractor and subcontractor, the term Contractor in this Bond shall be deemed to be Subcontractor and the term Owner shall be deemed to be Contractor. Printed in cooperation with the American Institute of Architects (AIA) by the Chubb Group of Insurance Companies. The language in this document conforms to the language used in AIA Document A312"- 2010. 3 Form 15 -02.0573 -FED (Ed.1.10) 16 MODIFICATIONS TO THIS BOND ARE AS FOLLOWS: None (Space is provided below for additional signatures of added parties, other than those appearing on the cover page.) CONTRACTOR AS PRINCIPAL SURETY Company: (Corporate Seal) Company: (Corporate Sea!) Federal Insurance Company Signature: Signature: Name and Title: Name and Title: Address: Address: Printed in cooperation with the American Institute of Architects (AIA) by the Chubb Group of Insurance Companies. The language in this document conforms to the language used in ALA Document A312711.• 2010. Forth 15 -02 -0573 -FED (Ed. 7-10) 4 DAKTRDNICS SECRETARY'S CERTIFICATE I, Carla S. Gatzke do hereby certify that: I am the Secretary of Daktronics Inc. (hereinafter the "Corporation;") and that as such I am authorized to execute this certificate on behalf of the Corporation in my capacity as the Secretary of the Corporation and do hereby certify that the Amended and Restated Bylaws of Daktronics Inc. Article VII, Section 8.3, state that the Corporation shall have no corporate seal. Amended and Restated Bylaws of Daktronics were submitted with our form 10-Kfiscal year 2013. TO ALL TO WHOM THESE shall come. I, Audrey L. Kress, NOTARY PUBLIC duly authorized, admitted and sworn, practicing at South Dakota, United State America. DO HEREBY CERTIFY that: The above signature is Daktronics Secretary, Carla Gatzke is indeed true and original. IN TESTIMONY where 1 have Subscribed my name and affixed My Seal of Office this 19th day of May, 2015 Notary Public: County of Brookings State of South Dakota AUDREY KRESS t s �7�3a NOTARY PUBLIC S - SOUTH DAKOTA My Commission Expires \1 t11 y .t!//'+ CORPORATE ACKNOWLEDGMENT STATE OF South Dakota COUNTY OF Brookings On this 19th day of January, 2016 before me personally appeared ?4rn SGh1v1d� to me known, who being by me duly sworn, that he/she is the of the Daktronics, Inc. the corporation described in and which executed theoregoing instrument; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation; and that he/she signed his/her name thereto by like order. Notary Public - ICHdOLE F. HIOFER s SEC NOTARY PUBLIC SOUTI-I DAKOTA My Commission Expires 31 March 2017 Ss ACKNOWLEDGMENT OF CORPORATE SURETY STATE OF Minnesota COUNTY OF Hennepin On this 19th day of January, 2016 before me appeared Amy M. Burns to be known, who being by me duly sworn, did say that she is the aforesaid Attorney -in -Fact of the Federal Insurance Company, a corporation; that the seal affixed to the foregoing instrument is the corporate seal of said corporation, and that said instrument was signed and sealed on behalf of said corporation by the aforesaid officer, by authority of its Board of directors; and the aforesaid officer acknowledged said instrument to be the free act and deed of said corporation. BARBARA L RAEDEKE NOTARY PUBLIC • MINNESOTA MY COMMISSION EXPIRESOI/31/2020 Notary Public , // Notary Seal) Chubb Surety POWER OF ATTORNEY Federal Insurance Company Vigilant Insurance Company Pacific Indemnity Company Attn: Surety Department 15 Mountain View Road Warren, NJ 07059 CHUBB Know All by These Presents, That FEDERAL INSURANCE COMPANY, an Indiana corporation, VIGILANT INSURANCE COMPANY, a New York corporation, and PACIFIC INDEMNITY COMPANY, a Wisconsin corporation, do each hereby constitute and appoint Daniel R. Boerboom, Amy M. Burns, Barbara L. Raedeke and Conni L. VanHorn of Saint Louis Park, Minnesota - -- each as their true and lawful Attomey- in- Fact to execute under such designation in their names and to affix their corporate seals to and deliver for and on their behalf as surety thereon or otherwise, bonds and undertakings and other writings obligatory in the nature Thereof (other than bail bonds) given or executed in the course of business, and any Instruments amending or altering the same, and consents to the modification or alteration of any Instrument referred to in said bonds or obligations. In Witness Whereof, said FEDERAL INSURANCE COMPVY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY have each executed and> attested these presents and affixed their corporate seals on this 14 day of September, 20i 5. Yn3r\( Dawn M. Chtoros, • sistant Secretary STATE OF NEW JERSEY Ss. Dayid8'Forris, Jr., Vice Presid County of Somerset On this 14th day of September, 2015 before me, a Notary Public of New Jersey, personally came Dawn M. Chloros, to me known to be Assistant Secretary of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY, the companies which executed the foregoing Power of Attorney, and the said Dawn M. Chloros, being by me duty swum, did depose and say that she is Assistant Secretary of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY and knows the corporate seals thereof, that the seals affixed to the foregoing Power of Attorney are such corporate seals and were thereto affixed by authority of the By- Laws of said Companies; and that she signed said Power of Attorney as Assistant Secretary of said Companies by like authority, and that she is acquainted with David B. Noris, Jr., and knows him to be Vice President of said Companies; and that the signature of David B. Norris, Jr., subscribed to said Power of Attorney Is in the genuine handwriting of David B. Norris, Jr., and was thereto subscribed by authority of said By- Laws and in deponent's presence. Notelet Seal KATHERINE J. ADELAAR NOTARY PUBLIC OF NEW JERSEY No. 2316685 Commission Expires July 16, 2019 CERTIFICATION Notary Public Extract from the By- Laws oY DERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY: 'Except as otherwise provided in these By -Laws or by law or as otherwise directed by the Board of Directors, the President or any Vice President shall be authorized to execute and deliver, in the name and an behatf of the Corporation, all agreements, bonds, contracts, deeds, mortgages, and other instruments. either for the Corporation's own account or in a fiduciary or other capacity, and the seal of the Corporation, if appropriate, shall be affixed thereto by any of such officers or the Secretary or an Assistant Secretary. The Board of Directors, the President or any Vice President designated by the Board of Directors may authorize any other officer, employee or agent to execute and deliver, in the name and on behalf of the Corporation, agreements, bonds, contracts, deeds, mortgages, and other instruments, either for the Corporation's own account or In a fiduciary or other capacity, and, if appropriate, to affix the seal of the Corporation thereto. The grant of such authority by the Board or any such officer may be general or confined to specific Instances.' 1, Dawn M. Chloros, Assistant Secretary of FEDERAL INSURANCE COMPANY, VIGILANT INSURANCE COMPANY, and PACIFIC INDEMNITY COMPANY (the 'Companies') do hereby certify that () the foregoing extract of the By- Laws of the Companies is true and correct, () the Companies are duly licensed and authorized to transact surety business in all 50 of the United States of America and the District of Columbia and are authorized by the U.S. Treasury Department; further, Federal and Vigilant are licensed in the U.S. Virgin Islands, and Federal is licensed in Guam, Puerto Rico, and each of the Provinces of Canada except Prince Edward Island; and (iii) the foregoing Power of Attomey is true, correct and in full force and effect. Given under my hand and seals of said Companies at Warren, NJ this act. YL (duCt. r -X 19 , Dawn M. Chloros, Assistant Secretary IN THE EVENT YOU WISH TO NOTIFY US OF A CLAIM. VERIFY THE AUTHENTICTTY OF THIS BOND OR NOTIFY US OF ANY OTHER MATTER, PLEASE CONTACT US AT ADDRESS LISTED ABOVE, OR BY Telephone (908) 903- 3493 Fax (908) 903- 3656 e-mail: suretyLPchubb.cam Form 15-10-02258- U GEN CONSENT (rex. 07-15) -C ® /�!z� CERTIFICATE OF LIABILITY INSURANCE DATE (MMIODIYYYY) 01/11/2016 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(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER 1-952-242-3100 Weals Fargo Insurance Services USA, Inc. 400 Hwy 169 South 8th Floor St. Louis Park, MN 55426 CONTACT Kristin Leiding PHONE IANC No 04): 952-242-3100 FAX No): 952-830-3009 E-MAIL Xri stir: Leidin ®wells far o . Com ADDRESS: 9 9 INSURER(S) AFFORDING COVERAGE NAIC# INSURER A: The Travelers Indemnity Co of Connectict125682 COMMERCIAL GENERAL LIABILITY INSURED Daktronics, Inc. 201 Daktronics Drive PO Box 5128 Brookings, SD 57006-5128 INSURERB: Travelers Property Casualty Co of Americffi5666 HEGLSA117D68B2TCT-15 INSURERC: The Travelers Indemnity Co of America 25666 INSURER D: The Travelers Indemnity Company 25658 INSURERS: $ 1,000,000 INSURERF: :45880572 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. INSR LTR TYPE OF INSURANCE ADOL INSD SUER WVD POLICY NUMBER POLICY EFF (MM/DDIYYYY) POLICY EXP (MM/DDIYYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY HEGLSA117D68B2TCT-15 10/01/15 10/01/16 EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED PREMISES (Ea occurrence) $ 1,000,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) $ 15,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE POLICY OTHER. X LIMIT APPLIES PER: JECT I X I LOC PRODUCTS- COMP/OPAGG $ 2,000,000 S A AUTOMOBILE X X LIABILITY ANY AUTO ALL OWNED HIRED AUTOS X SCHEDULED NON -OWNED AUTOS HECAP117D6901TCT-15 10/01/15 10/01/16 - COMBINED SINGLE LIMIT (Ea accident) 51.,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ B X UMBRELLALIAE EXCESSLIAB X OCCUR CLAIMS -MADE HSMJCUP117D6894TIL-15 10/01/15 10/01/16 EACH OCCURRENCE $ 20,000,000 AGGREGATE $ 20,000,000 $ DED RETENT ON$ 10, 000 C D WORKERS COMPENSATIONPER AND EMPLOYERS' LIABILITY Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE IN I OFFI(MandaRIMEMNER H)EXCLUDED?E.L. If (Mandatory in undern) DESCRIPTION DESCRIPTION OF OPERATIONS below N/A HC2HUB163D0118-15 HRRi1B177D6913-15 10/01/15 10/01/15 10/01/16 10/01/16 STATUTE ERH EL EACH ACCIDENT § 1,000,000 DISEASE- EA EMPLOYEE $ 1,000,000 E.L. DISEASE -POLICY LIMIT $ 1,000 000 DESCRIPTION OF OPERATIONS/ LOCATIONS / VEHICLES (AGGRO 101, Additional Remarks Schedule, may be attached 0 mo a space is requi ed) Project: Riverf rout Stadium Video Display System - Daktronics Quote 405896 Additional Insured with respect to General Liability and Auto Liability: City of Waterloo, Iowa and Waterloo Ball Club LLC City of Waterloo 100 Campbell Ave Waterloo, IA 50707._ USA 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 (2014/01) nicholehofer 45880572 ©1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo a e registered marks of ACORD Named Insured: Daktronics, Inc. Policy Number: HECAP117D6901TCT-15 Effective Date: 10-01-15 to 10-01-16 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS —INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which CA T3 53 02 15 H. J. K. L: M. N. C. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT PERSONAL PROPERTY AIRBAGS NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS BLANKET WAIVER OF SUBROGATION UNINTENTIONAL ERRORS OR OMISSIONS this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COV- ERED AUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. 2. The following replaces Paragraph b. in B.S., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO permission, while performing duties related to the conduct of your busi- ness. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". D. EMPLOYEES AS INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS —INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4), of SECTION II — COVERED AUTOS LIABIL- ITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day be- cause of time off from work. F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS The following replaces Subparagraph (5) in Para- graph B.7., Policy Period, Coverage Territory, of SECTION IV — BUSINESS AUTO CONDI- TIONS: (5) Anywhere in the world, except any country or jurisdiction while any trade sanction, em- bargo, or similar regulation imposed by the United States of America applies to and pro- hibits the transaction of business with or within such country or jurisdiction, for Cov- ered Autos Liability Coverage for any covered "auto" that you lease, hire, rent or borrow without a driver for a period of 30 days or less and that is not an "auto" you lease, hire, rent or borrow from any of your "employees", partners (if you are a partnership), members (if you are a limited liability company) or members of their households. Page 2 of 4 Named Insured: Daktronics, Inc. Policy Number: HECAP117D6901TCT-15 Effective Date: 10-01-15 to 10-01-16 (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent. (iii) We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit". (iv) We will reimburse the "insured" for sums that the "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only up to the limit described in Para- graph C., Limits Of Insurance, of SECTION II — COVERED AUTOS LIABILITY COVERAGE. (v) We will reimburse the "insured" for the reasonable expenses incurred with our consent for your investiga- tion of such claims and your defense of the "insured" against any such "suit", but only up to and included within the limit described in Para- graph C., Limits Of Insurance, of SECTION II — COVERED AUTOS LIABILITY COVERAGE, and not in addition to such limit. Our duty to make such payments ends when we have used up the applicable limit of insurance in payments for damages, settlements or defense expenses. (b) This insurance is excess over any valid and collectible other insurance available to the "insured" whether primary, excess, contingent or on any other basis. (c) This insurance is not a substitute for re- quired or compulsory insurance in any country outside the United States, its ter- ritories and possessions, Puerto Rico and Canada. 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Named Insured: Daktronics, Inc. Policy Number: HECAP117D6901TCT-15 Effective Date: 10-01-15 to 10-01-16 You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE — GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT The following replaces the last sentence of Para- graph A.4.b., Loss Of Use Expenses of SEC- TION 111— PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident". I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER - AG E: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. J. PERSONAL PROPERTY The following is added to Paragraph A.4., Cover- age Extensions, of SECTION 111 — PHYSICAL DAMAGE COVERAGE: Personal Property We will pay up to $400 for "loss" to wearing ap- parel and other personal property which is: (1) Owned by an "insured"; and CAT3530215 COMMERCIAL AUTO (2) In or on your covered "auto". This coverage applies only in the event of a total theft of your covered "auto". No deductibles apply to this Personal Property coverage. K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. b. c. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; The airbags are not covered under any war- ranty; and The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV — BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or "loss" ap- plies only when the "accident" or "loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss", M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract signed and executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of operations contemplated by © 2015 The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. COMMERCIAL AUTO such contract. The waiver applies only to the person or organization designated in such contract. N. UNINTENTIONAL ERRORS OR OMISSIONS The following is added to Paragraph B.2., Con- cealment, Misrepresentation, Or Fraud, of SECTION IV — BUSINESS AUTO CONDITIONS: Page 4 of 4 Named Insured: Daktronics, Inc. Policy Number: HECAP117D6901TCT-15 Effective Date: 10-01-15 to 10-01-16 The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. How- ever this provision does not affect our right to col- lect additional premium or exercise our right of cancellation or non -renewal. © 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Named Instared: Daktronics, Inc. Policy Term: 10-1-15/16 Policy Number: HEGLSA117D6882TCT-15 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - AUTOMATIC STATUS IF REQUIRED BY WRITTEN CONTRACT (CONTRACTORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that: a. You agree in a "written contract requiring in- surance" to include as an additional insured on this Coverage Part; and b. Has not been added as an additional insured for the same project by attachment of an en- dorsement under this Coverage Part which includes such person or organization in the endorsement's schedule; is an insured, but: a. Only with respect to liability for "bodily injury", "property damage" or "personal injury"; and b. Only as described in Paragraph (1), (2) or (3) below, whichever applies: (1) If the "written contract requiring insur- ance" specifically requires you to provide additional insured coverage to that per- son or organization by the use of: (a) The Additional Insured — Owners, Lessees or Contractors — (Form B) endorsement CG 20 10 11 85; or (b) Either or both of the following: the Additional Insured — Owners, Les- sees or Contractors — Scheduled Person Or Organization endorsement CG 20 10 10 01, or the Additional In- sured — Owners, Lessees or Contrac- tors — Completed Operations en- dorsement CG 20 37 10 01; the person or organization is an additional insured only if the injury or damage arises out of "your work" to which the "written contract requiring insurance" applies; (2) If the "written contract requiring insur- ance" specifically requires you to provide additional insured coverage to that per- son or organization by the use of: CG D6 04 08 13 (a) The Additional Insured — Owners, Lessees or Contractors — Scheduled Person or Organization endorsement CG 20 10 07 04 or CG 20 10 04 13, the Additional Insured — Owners, Lessees or Contractors — Completed Operations endorsement CG 20 37 07 04 or CG 20 37 04 13, or both of such endorsements with either of those edition dates; or (b) Either or both of the following: the Additional Insured — Owners, Les- sees or Contractors — Scheduled Person Or Organization endorsement CG 20 10, or the Additional Insured — Owners, Lessees or Contractors — Completed Operations endorsement CG 20 37, without an edition date of such endorsement specified; the person or organization is an additional insured only if the injury or damage is caused, in whole or in part, by acts or omissions of you or your subcontractor in the performance of "your work" to which the "written contract requiring insurance" applies; or (3) If neither Paragraph (1) nor (2) above ap- plies: (a) The person or organization is an ad- ditional insured only if, and to the ex- tent that, the injury or damage is caused by acts or omissions of you or your subcontractor in the perform- ance of "your work" to which the "writ- ten contract requiring insurance" ap- plies; and (b) The person or organization does not qualify as an additional insured with respect to the independent acts or omissions of such person or organi- zation. © 2013 The Travelers Indemnity Company. All rights reserved. Page 1 of 3 COMMERCIAL GENERAL LIABILITY 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. If the Limits of Insurance of this Coverage Part shown in the Declarations exceed the minimum limits of liability required by the "written contract requiring insurance", the in- surance provided to the additional insured will be limited to such minimum required limits of liability. For the purposes of determining whether this limitation applies, the minimum limits of liability required by the "written con- tract requiring insurance" will be considered to include the minimum limits of liability of any Umbrella or Excess liability coverage required for the additional insured by that "written con- tract requiring insurance". This endorsement will not increase the limits of insurance de- scribed in Section III — Limits Of Insurance. b. The insurance provided to the additional in- sured does not apply to "bodily injury", "prop- erty damage" or "personal injury" arising out of the rendering of, or failure to render, any professional architectural, engineering or sur- veying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop draw- ings, opinions, reports, surveys, field or- ders or change orders, or the preparing, approving, or failing to prepare or ap- prove, drawings and specifications; and (2) Supervisory, inspection, architectural or engineering activities. c. The insurance provided to the additional in- sured does not apply to 'bodily injury" or "property damage" caused by "your work" and included in the "products -completed opera- tions hazard" unless the "written contract re- quiring insurance" specifically requires you to provide such coverage for that additional in- sured during the policy period. 3. The insurance provided to the additional insured by this endorsement is excess over any valid and collectible other insurance, whether primary, ex- cess, contingent or on any other basis, that is available to the additional insured. However, if the "written contract requiring insurance" specifically requires that this insurance apply on a primary basis or a primary and non-contributory basis, this insurance is primary to other insurance available to the additional insured under which that person or organization qualifies as a named insured, and we will not share with that other insurance. But the insurance provided to the additional insured by this endorsement still is excess over any valid Page 2 of 3 Named Insured: Daktronics, Inc. Policy Term: 10-1-15/16 Policy Number: HEGLSA117D6882TCT-15 and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured when that per- son or organization is an additional insured, or is any other insured that does not qualify as a named insured, under such other insurance. 4. As a condition of coverage provided to the addi- tional insured by this endorsement: a. The additional insured must give us written notice as soon as practicable of an "occur- rence" or an offense which may result in a claim. To the extent possible, such notice should include: (1) How, when and where the "occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. If a claim is made or "suit" is brought against the additional insured, the additional insured must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. The additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. The additional insured must immediately send us copies of all legal papers received in con- nection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suit", and oth- erwise comply with all policy conditions. d. The additional insured must tender the de- fense and indemnity of any claim or "suit" to any provider of other insurance which would cover the additional insured for a loss we cover under this endorsement. However, this condition does not affect whether the insur- ance provided to the additional insured by this endorsement is primary to other insurance available to the additional insured which cov- ers that person or organization as a named insured as described in Paragraph 3. above. 5. The following is added to the DEFINITIONS Sec- tion: "Written contract requiring insurance" means that part of any written contract or agreement under which you are required to include a person or or- © 2013 The Travelers Indemnity Company. All rights reserved. CG D6 04 08 13 Named Insured: Daktronics, Inc. Policy Term: 10-1-15/16 Policy Number: HEGLSA117D6882TCT-15 ganization as an additional insured on this Cover- age Part, provided that the "bodily injury" and "property damage" occurs, and the "personal in- jury" is caused by an offense committed, during the policy period and: CG D6 04 08 13 COMMERCIAL GENERAL LIABILITY a. After the signing and execution of the contract or agreement by you; and b. While that part of the contract or agreement is in effect. Cr 2013 The Travelers Indemnity Company. AU rights reserved. Page 3 of 3