HomeMy WebLinkAboutLAZ Parking CA, LLC - 2011-04-11BIKE VALET SERVICES AGREEMENT
THIS AGREEMENT, made and entered into this �� day of i
2011 by and between LAZ Parking CA, LLC (hereinafter ' ontractor"), and
the City of Huntington Beach a charter city and municipal corporation of the State of California
(hereinafter "City")
RECITALS
A. The City desires to increase bike parking in the downtown area during peak season which
include peak weekends and Tuesday nights during Surf City Nights from Memorial Day
weekend to Labor Day weekend holidays including Memorial Day and Labor Day but not
July 4th, and
B. The City desires to implement a Tuesday night and weekend Bike Valet Service program
during the peak season, and holidays including Memorial Day and Labor Day but not July
4th; and
C. Use of the Bike Valet Service will provide bicyclists in the downtown with a designated
area to store their bicycles safely and legally; and
D. Contractor represents that Contractor is able and willing toprovide provide such services to the
City, and
E. In undertaking the performance of this Agreement, Contractor represents that it is
knowledgeable in its field and that any services performed by Contractor under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject
to the terms and conditions hereinafter set forth, the parties agree as follows:
1. c&+COPE OF SERVICES
Dates of Operation: The Bike Valet Service will operate on summer weekends, from Memorial
Day weekend ending on Monday, Labor Day weekend and holidays with expanded hours for }
holidays and special event days.
Weekend Time hours of operation: 12:00 noon - 5:00 pm with possible adjustments as needed.
Tuesday Nights hours of operation: 5:00 pm - 9.00 pm with possible adjustments as needed.
Weekend Bike Valet Location: The weekend Bike Valet Service will take place at The Strand,
drop off and storage will be located south of Walnut on 5th street at Location 1, consisting of 2
limited time parking spaces on 5th street. (See Exhibit A attached hereto).
10-2509.003/62434 1
Tuesday Bike Valet Location: The Tuesday night Bike Valet Service drop off will take place
within the Surf City Nights street fair and/or Location No. 1.
Operator shall secure parking spaces at both proposed locations before operation begins.
ui ment: Operator shall provide all equipment necessary to operate a valet service (bike
stanchions, racks, sign in sheet, valet tickets).
Parking Cost: The Bike Valet Service is a free service to the public.
Parkjag Opgfator: The City will pay $21.00 per hour per attendant; total program hours are
estimated at 440 hours. The total amount to be paid to Parking Operator shall not exceed $9,240.
Parking Operator shall manage the bike valet in its entirety, including all labor, equipment, tickets,
attendant uniforms, and the local area supervisor's time.
Operation: The Bike Valet Service will be operated on the weekends, holidays excluding July
e and on Surf City Nights. Bike holding area will be designated by using delineators/cones as
stanchions. A minimum of two attendants at all times will operate the Bike Valet Service. These
attendants will be located at Location 1 at all times. A Valet attendant, at his/her discretion, may
not return bikes to those individuals who are thought to be under the influence of alcohol or drugs
and unable to ride a bike safely.
Signage/Marke ' g: Operator is responsible to display signage provided by City. Bike Valet
Service identification signs will be placed at The Strand on the weekends as well as Main Street
during the Surf City Nights Street Fair. Stands designating the location as a bike valet area will be
temporary. All Bike Valet signage and marketing must be approved by the Director of Economic
Development or his/her designee, which approval will not be unreasonably withheld.
Valet Claim Tickets: Shall be attached on the right side of the handlebars of each bike, with a cell
phone number recorded for pick-up purposes.
Sir e: Bicycles which are not claimed by closing time will be stored in the storage area on
level 1 of The Strand parking structure. The Strand can keep the bikes up to seven days (the bike
owner will have 24/7 access). A bike must be removed from the storage days within 7 days. Any
bike stored by the valet and left in the storage area beyond 7 days will be impounded by the Police
Department.
The City shall not be responsible for any damage to or loss of any bike as a result of this Bike Valet
Service.
This Agreement shall commence on - - - - - May 2 7 - - - - - - - 2011 and terminate
---- September 6 - - -- , 20 11 , unless terminated earlier as provided in. The term of this
Agreement may be extended upon a writing executed by the Director of Economic Development
and the City Attorney.
10.2509.003162434 2
3. INDEPENDENT CONTRACTOR
Contractor shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City. This Agreement is not intended nor shall it
be construed to create an employer -employee relationship, a joint venture relationship, or to allow
the City to exercise discretion or control over the professional manner in which Contractor performs
the services which are the subject matter of this Agreement; however, the services to be provided by
Contractor shall be provided in a manner consistent with all applicable standards and regulations
governing such services. Contractor shall pay all salaries and wages, employer's social security taxes,
unemployment insurance and similar taxes relating to employees and shall be responsible for all
applicable withholding taxes.
4. INSURANCE
a Workers' Comper}sation and Emplo ear's Liability hMrance. Pursuant to California
Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code,
which requires every employer to be insured against liability for workers' compensation; Contractor
covenants that it will comply with such provisions prior to commencing performance of the work
hereunder.
Contractor shall obtain and furnish to City workers' compensation and employer's
liability insurance in an amount of not less than the State statutory limits.
Contractor shall require all subcontractors to provide such workers' compensation
and employer's liability insurance for all of the subcontractors' employees. Contractor shall furnish
to City a certificate of waiver of subrogation under the terns of the workers' compensation and
employer's liability insurance and Contractor shall similarly require all subcontractors to waive
subrogation.
b. GZgral Liability Insurance. In addition to the workers' compensation and
employer's liability insurance and Contractor's covenant to defend, hold harmless and indemnify
City, Contractor shall obtain and furnish to City, a policy of general public liability insurance,
including motor vehicle coverage covering the ProjectlService. This :policy shall indemnify
Contractor, its officers, employees and agents while acting within the scope of their duties, against
any and all claims arising out or in connection with the Project/Service, and shall provide coverage
in not less than the following amount: combined single limit bodily injury and property damage,
including products/completed operations liability and blanket contractual liability, of One Million
Dollars ($1,000,000) per occurrence. If coverage is provided under a form which includes a
designated general aggregate limit, the aggregate limit must be no less than One Million Dollars
($1,000,000) for this Project/Service. This policy shall name City, its officers, elected or appointed
officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide
that any other insurance coverage which may be applicable to the Project/Service shall be deemed
excess coverage and that Contractor's insurance shall be primary.
Under no circumstances shall said above -mentioned insurance contain a self -insured
retention, or a "deductible" or any other similar form of limitation on the required coverage.
30-2509.003162434 3
C. Certificates Of Insurance: Additional Insured Endorsements. Prior to commencing
performance of the work hereunder, Contractor shall furnish to City certificates of insurance subject
to approval of the City's Attorney evidencing the foregoing insurance coverages as required by this
Agreement; the certificates shall:
1. provide the name and policy number of each carrier and policy;
2. state that the policy is currently in force; and
3. promise to provide that such policies will not be canceled or modified
without thirty (30) days' prior written notice of City.
Contractor shall maintain the foregoing insurance coverages in force until the work
under this Agreement is fully completed and accepted by City.
The requirement for carrying the foregoing insurance coverages shall not derogate
from the Contractor's defense, hold harmless and indemnification obligations as set forth under this
Agreement. City or its representative shall at all times have the right to demand the original or a
copy of all the policies of insurance. Contractor shall pay, in a prompt and timely manner, the
premiums on all insurance heremabove required.
Contractor shall provide a separate copy of the additional insured endorsement to
each of Contractor's insurance policies, naming City, its officers, elected and appointed officials,
employees, agents and volunteers as Additional Insureds, to the City Attorney for approval prior to
any payment hereunder.
5. %NDENMFICATI®N
Contractor hereby agrees to protect, defend, indemnify and hold harmless City, its officers,
elected or appointed officials, employees, agents, and volunteers from and against any and all,
claims, damages, losses, expenses, judgments, demands defense costs, and consequential damage or
liability of any kind or nature, however caused, including those resulting from death or injury to
Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the
obligations or operations herein undertaken by Contractor, caused in whole or in part by any
negligent act or omission of the Contractor, any subcontractors, anyone directly or indirectly
employed by any of them or anyone for whose acts any of them may be liable, including but not
limited to concurrent active or passive negligence, except where caused by the active negligence,
sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole
cost and expense and City shall approve selection of Contractor's counsel. This indemnity shall
apply to all claims and liability regardless of whether any insurance policies are applicable. The
policy limits do not act as a limitation upon the amount of indemnification to be provided by
Contractor.
6. C®NMENTULITX
If Contractor receives from the City information which due to the nature of such information
is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use
or disclose such information except in the performance of this Agreement, and further agrees to
exercise the same degree of care it uses to protect its own information of like importance, but in no
event less than reasonable care. "Confidential Information" shall include all nonpublic information.
10-2509.003/62434 4
Confidential information includes not only written information, but also information transferred
orally, visually, electronically, or by other means. Confidential information disclosed to either party
by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing
obligations of non-use and nondisclosure shall not apply to any information that (a) has been
disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a
publicly available source; (c) is in rightful possession of the Contractor without an obligation of
confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed
by the Contractor without reference to information disclosed by the City.
7. CONFLICT OF INTEREST CLAUSE
Contractor covenants that it presently has no interests and shall not have interests, direct or
indirect, which would conflict in any manner with performance of services specified under this
Agreement.
S. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this Agreement
shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first
class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication
in the manner provided in this Section, to the following persons:
To City: To Contractor:
City of Huntington Beach
Attn: Director of Economic Devel.
P.O. Box 190, 2000 Main Street
Huntington Beach, CA 92648
LA2 Parking CA, LLC
ATTN; Kynn Knight
2151 Newcastle Avenue
Cardiff, CA. 92007
A party may change its address by giving notice in writing to the other party. Thereafter,
any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to
the new address. If sent by mail, any notice, tender, demand, delivery, or other communication
shall be effective or deemed to have been given three (3) days after it has been deposited in the
United States mail, duly registered or certified, with postage prepaid, and addressed as set forth
above. If sent by telefacsimile, any notice, tender, demand, delivery, or other, communication shall
be effective or deemed to have been given twenty-four (24) hours after the, time set forth on the
transmission report issued by the transmitting facsimile machine, addressed as set forth above. For
purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be
excluded.
9. EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and
Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the
event of a conflict between the terms of this Agreement and any attachmen#s hereto, the terms of
this Agreement shall prevail. This Agreement may not be modified except by written instrument
signed by the City and by an authorized representative of Contractor. The parties agree that any
terms or conditions of any purchase order or other instrument that are inconsistent with, or in
10-2509.003/62434
addition to, that terms and conditions hereof, shall not bind or obligate Contractor nor the City.
Each party to this Agreement acknowledges that no representations, inducements, promises or
agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any
party, which are not embodied herein.
10. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Contractor,
Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior
written consent of the City and any such assignment, transfer, delegation or subcontract without the
City's prior written consent shall be considered null and void. Nothing in this Agreement shall be
construed to limit the City's ability to have any of the services which are the subject to this
Agreement performed by City personnel or by other Contractors retained by City.
11. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor
compensation for all services performed by Contractor prior to receipt of such notice of termination,
subject to the following conditions:
a. As a condition of such payment, City may require Contractor to deliver all work
product completed as of such date, and in such case such work product shall be the property of the City
unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City
deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance
specified in the Recitals of this Agreement.
12. DISCRIMINATION
Contractor shall not discriminate because of race, color, creed, religion, sex, marital status,
sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by
applicable law, in the recruitment, selection, training, utilization, promotion, termination or other
employment related activities. Contractor affirms that it is an equal opportunity employer and shall
comply with all applicable federal, state and local laws and regulations.
13. JURISDICTION - VENUE
This Agreement and all questions relating to its validity, interpretation, performance, and
enforcement shall be government and construed in accordance with the laws of the State of
California. This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall
be determined and governed by the laws of the State of California. Both parties further agree that
Orange County, California, shall be the venue for any action or proceeding that may be brought or
arise out of, in connection with or by reason of this Agreement.
10-2509.003162434 6
Contractor shall, throughout the term of this Agreement, maintain all necessary licenses,
permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder
and required by the laws and regulations of the United States, the State of California, the City of
Huntington Beach and all other governmental agencies. Contractor shall notify the City
immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals,
waivers, and exemptions. Said inability shall be cause for termination of this Agreement.
fly. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature hereinbelow has the power,
authority and right to bind their respective parties to each of the terms of this Agreement, and shall
indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to
City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
b. The Exhibit(s) referenced herein and attached hereto shall be incorporated as if fully set
forth in the body of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed. this Agreement the date and
year first above written.
ITS: (circle one) Chairman/Presiden ice President
CITY OF HUNTINGTON BEACH, a
municipal corporation of the State of
California
Director of Ecolomic Development
AND
By APPROVED AS TO FORM:
Nathan Owen
print _ C y Attorney Q 1qt tt
ITS: (circle one) secr ary/Chief Financi
Officer/Asst. Secretary reasurer
10-2509.003/62434
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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.
Q LIMITS SHOWN MAY HAVE BE REDUCED BY PAID CLAIMS.
INSR
ADVL
TYPE OF INSURANCE
POLICY NUMBER
DATE ICY EFFECTIVE
POLICY TE EXPIRATION N
LIMITS
GENERAL LIABILITY
EACH OCCURRENCE
$ 1,000,000
PREM SES (EaEoNcourrDence
$ 11000,000
A
X COMMERCIAL GENERAL LIABILITY
71
CLAIMS MADE OCCUR
013135971
7/31/2010
7/31/2011
MEDEXP (Any one arson
$ Exclude
L&ADVINJURY
S 1,000,000
GENERAL AGGREGATE
$ 2,000,000
GEN'LAGGREGATE LIMIT APPLIES PER:
PRODUCTS _ COMPIOP AGG
$ 2,000,000
POLICY JECT X LOC
AUTOMOBILE
x
UABILITY
ANY AUTO
COMBINED SINGLE LIMIT
(Ea accident)
$ 1,000,000
B
ALL OWNED AUTOS
SCHEDULED AUTOS
AS2611260451010
7/31/2010
7/31/2011
BODILY INJURY
(Perperson)
$
BODILY INJURY
(Peracddent)
$
HIRED AUTOS
NON -OWNED AUTOS
PROPERTY DAMAGE
(Peraecident)
$
GARAGE LL481UTY
'AUTO ONLY -EA ACCIDENT
$ 1,000,000
OTHER THAN
A
X ANYAUTO
013135971
7/31/2010
7/31/2011
X GARAGEKEEPERS
AUTO ONLY: AGG
EXCESSNMBRELIA LIABILITY
$ 50,000,000
X OCCUR CLAIMS MADE
INCLDS . GARAGEKEEPERS
AGGREGATE
$ 50,000,000
$
INCLDS. GENERAL LIABILITY
$
C
DEDUCTIBLE
79863543
7/31/2010
7/31/2011
RETENTION
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
T OE H-
E.L. EACH ACCIDENT
$
ANY PROPRIETORIPARTNERIEXECUTIVE
OFFICERNEMBER EXCLUDED?
If yes, describe under
A,
E.L_ DISEASE - EA EMPLOYE
E.L. DISEASE - POLICY LIMIT
SPECIAL PROVISIONS below
1
OTHER
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DESCRIPTION OF OPERAT(ONSILOCATIONSfVEHICLESIEXCLUSK)NS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
If agreed upon in a written contract or agreement, The City of Huntington Beach, its officers, elected or appointed
officials, employees, agents and volunteers are included as an additional insured for general liability and
garagekeepers liability, but only with respect to the operations of the named insured.
Re: Bike Valet
City of Huntington Beach
Attn: Director of Economic Devel.
P.O. Box 190, 200 Main Street
Huntington Beach, CA 92648
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL
30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT
FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE
INSURER ITS AGENTS OR REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
Frank Griffin/FG
ACORD 25 (2001108) O ACORD CORPORATION 1988
Ponn n17
BY:LEXINGTON INSURANCE COMPANY
ADDITIONAL INSURED ENDOR95MENT
It is hereby agreed and understood that the the following entities have been added as Additlanal
Insureds:
THE CITY OF HUNTINGTON BEACH, ITS OFFICERS, ELECTED OR APPOINTED OFFICIALS,
EMPLOYEES, AGENTS, AND VOLUNTEERS.
LEXDCCO21
L X0404
DL-j 2?-
Authorized Representative OR
Countersignature (In states where applicable)
A� ® CERTIFICATE OF LIABILITY INSURANCE
DATE
5/17/(2moll
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
Sterling & Sterling, Inc.
P.O. Box 9 017
NCONTACT
AME:
PHONE
AIC NL _)_$lo Ext : 6=4J3.Z_.0300-_ _ A!C No : 16-622 -
ADDRESS:
Woodbury DISC 11797
CUSTOMER IDp:LAZRA-1
INSURER(III) AFFORDING COVERAGE
NAIC a
INSURED -
LAZ Parking California, LLC
150 South Rodeo Drive, Suite 230
WSURERA:The Hartford
914
INSURER e:Federal insurance Co.
20281
INSURERC:
Beverly Hills, CA 90012
INSURER D :
INSURER E :
INSURER F :
�"V= Vrmm "R ft 1 Wit; \ I r nl„mmS "- 9 cncG - GA - I Wa Ivlr m a11,M000•
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
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TYPE OF INSURANCE
POLICY NUMBER
POLICY EFF
MMIDD
POLICY EXP
MMIDD/YYYY
— --'-
LIMITS
GENERAL LIABILITY
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NON -OWNED AUTOS
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UMBRELLA UAB_H
OCCUR
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CLAIMS -MADE
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RETENTION $
A
WORKERS EMPLOYERS' YIN
ANYPROPRIETORIPARTNERIEXECUMVE
OFFICERIMEMSER EXCLUDED?
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72WBOO9072
7/31/2010
7/31/2021AND
X WCSTATU- OTH-
E.L. EACH ACCIDENT
$1, 000, 000
E.L. DISEASE - EA EMPLOYEE
$1, 000, 000
(Mandatory In NH)
I yes, describe under
E.L DISEASE -POLICY LIMIT
$1,000,000
DESCRIPTION OF OPERATIONS below
B
Employee Diahonesty
82224802
7/31/2010
7/31/2011
$ 11000,000 $ 25,000
DESCRIPTION OF OPERATIONS / LOCATIONS r VEHICLES (Attach ACORD 101, Additional Rernarks Schedule, If more space Is required)
Re: 140301 - Bike Valet
City of Huntington Beach
Attn: Director of Economic Development
P.O. Box 190, 2000 Main Street
Huntington Beach, CA 92648
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
Um1
ACORD 26 (2009109) The ACORD name and logo are registered marks of ACORD
All rinhfc rasarwod