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HomeMy WebLinkAboutSpectrum Sports Management - 2011-04-01 CONTRACTS SUBMITTAL T CITY CLERK'S OFF[CE. To: .ROAN FLYNN, City Clerk Name of Contractors Spectrum Sports Management Purpose of Contract: For Example:Audit Services or Water Quality Testing Huntington Lake—Huntington Central Park Management and Operation of 4th of July Surf City Run. Amount of Contract: $20,000.00 Copy of contract distributed to: The original insurance certificate/waiver distributed El Dept. ❑ to Risk Management Finance Dept. ❑ ORIGINAL bonds sent to Treasurer ❑ ODate: / Mam E en ion City Attorney's Office G:AttyMisc/Contract Forms/City Clerk Transmittal PROFESSIONAL SERVICES CONTRACT BET)NTEN THE CITY OF HUNTINGTON BEACH AND Spectrum Sports Management LLC FOR Management and Operation of Fourth of July Surf City Run THIS AGREEMENT("Agreement")is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY, and Spectrum Sports Management aLimited Liability Corlhereinafter referred to as "CONSULTANW." WHEREAS, CITY desires to engage the services of a consultant to manage and operate a run event ; and Pursuant to documentation on file in the office of the City Clerk, the provisions .of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts ha,,,e been complied with; and CONSULTANT has been selected to perform these services, NOW,THEREFORE, it is agreed by CITY and CONSULTANT as follows. I. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the"PROJECT." CONSULTANT hereby designates Mike Bone who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. agree/surfnet/professionalsves to$49 12_0 7 1 of 11 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on April 1, ".0 20 11 (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than four months from the-Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed twenty thousand Dollars ($ 20,000 ). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such agree/surfnet/professionalsves to$49 12-07 2 of 11 work only after receiving written authorizationfrom CITY. Additional compensation for such extra work shalt be allowed only if the prior written approval of CITY is obWned. 6. 'METHOD OF PAYLVIENIT CONSULTANT shall be paid pursuant to the terms of Exhibit "U." DISPOSITION OF PLAN -TATES AND OTHER DOCUTIVIEN'TS PLANS ESTI N CONSULTANT agrees that title to all materials prepared hereunder, including-, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CON7,SSULTANN-1 shall turn flnese materials over to CIrf upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials,may be used by CITY as it sees fit. S. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend., indemnify and hold harmless CITY, its officer-., elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, -without limitation, costs and fees of litigation of every nature or liability of any kind or nature.) arising out of or in connection with CONSULTANT's (or CONSULTANTS subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT,its officers, agents or employees except such loss or darriage which Nvas caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of COINKSULTANNT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are agreoisurfiietpiofessional was to$49 12-07 3 of 11 applicable, The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY'INSURANCE CONSULTANT shall obtain and famish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above-mentioned insurance shall not contain a self-insured retention without the express written consent of CITY; however an insurance policy '"deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A claims-made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work perfortned in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to famish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to agree,isurfhetiprofessional sves to$49 12-07 4 of 11 forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement;the certificate shall: A_ provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this.Agreement. CITY or ,its .representative .shall at all times have the right to demand the original or a copy of the.policy of insurance. CONSULTANT shall pay, in a.prompt and timely manner,the premiums on the insurance hereinabove required. agree(surf cVprofessional sves to$49 12-07 5 of 11 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses,if any,in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination; all finished and unfinished documents, .exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. agree/surfnetfprofessiunalsves to$49 12-07 6 of 11 14: COPYRIGHTS/'PATETNTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other parry via personal delivery,a reputable overnight carrier or U. S. certified mail-return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach Spectrum Sports Management AT'TN: Community Services Director Attn. Mike Bone .4000 Main Street 2058 N. Mill #454 Huntington.Beach,CA 92648_ Claremont, CA 91711 agree/surfnet/professional secs to$49 12-07 7 of 11 17. CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be'a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define,limit or describe, or construe the intent of the parties or affect the construction_ or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as agreelsurfnet/professionalsves to$49 12-07 8 of 11 to require the corn fission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall,irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney-is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. agreefsurfaet/Professional sees to"W 12-07 9 of 11 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terris and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement,shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES 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 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. CONSULTANT's initials •r^'1%� 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's agrcclsurfnctlprofcssional Svcs to S49 12-07 10 of 11 behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. CONSULTANT, CITY OF HUNTINGTON BEACH, a municipal co oration of the State of Spectrum Sports Management California COMPANY NAME x Paul Emery, LAM.ServiceDirector/Chief BY: — 4 (Pursu To HBMC§3.03.100) Mike Bone print name ITS: (circle one)Chairman/President/Vice President APPROVED AS TO FORM: AND By: _ City Attorney ?�R(q Mike Bone Date print name ITS: (circle one)Secretary/Chief Financial Officer/Asst. Secretary—Treasurer , agree/surfnet/professionalsves to S49 12--07 11 of I 1 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) CONSULTANT shall provide CITY and EXECUTIVE BOARD with professional services to manage and operate a running/walking event on July e, 2011. Scope of work shall include,without limitations,all of the following-, B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: 1. Attend planning meetings of the 4 h of July Executive Board. Provide regular updates on the run, expo and sponsorship efforts. Work with Board and city staff members of various departments regarding logistical planning. 2. Develop sponsor proposal materials for the run. 3. Coordinate sponsor benefit package with overall 4th of July Celebration sponsorship. Solicit sponsors. Provide sponsor fulfillment. 4. Consult on budget development. �. Recruit and service expo booth vendors on race day. 5. Design and produce marketing materials. Design,print and distribute entry forms; posters and advertising. 7, Develop and produce awards. Secure materials for and prepare"goodie bags"for participants. 8. Work with the Board to design and produce t-shirt for run participants. Design to be approved by the Board and purchase of t-shirts must follow City purchasing guidelines. 9. Provide for distribution of run flyer at Los Angeles County, Orange County and North San Diego County running and walking events sixteen (16)weeks prior to event. 10. Oversee all logistical needs of the event and set up/take down,including all equipment, signage and banners. 11. Supervise all aspects of course operations, including but not himited to marking the course, supervising traffic control, course guides, medical aid plan. 12. Work with Board to order and place necessary rental equipment including but not limited to staging, portable restrooms and trash bins. 13. Provide Board and city staff with proposed run course, expo layout and timeline 14. Recruit volunteer organizations to provide staff support to the event. Provide for volunteer scheduling.and supervision. 15-, Prepare event scripts. 16. Coordinate registration. 17. Provide participant database to city within 45 days after each event. 18, Coordinate finish line results Provide post race statistics and communication with participants. 19. Secure and provide committee with course certification and provide a copy for the Board. 20. Secure all necessary Orange,County Health Department permits for the service or sampling of food and.provide a copy to the Board. 21. Provide goof as insurance as required by the City of Huntington Beach. 22. Provide necessary staff to ensure a safe and efficient race set.up and management. 23. Secure a timing company to be responsible for all registrations,timing and results. C. CITVS DUTIES ANTD RESPONSIBILITIES: 1. Provides vendor with working expense budget. Covers the cots of all items outlined in the budget. 2. Process 611 invoices for payment submitted by vendor as approved in the 4 th of July's current year budget. 3. Provides tables and chairs for expo through the City's community centers. 4. Provides location to set up expo, 5. Provide a secure run course. 6. Proofs ail ad placements, copy and design. 7. Implements related public relationship and publicity support. 8. Provides a Board liaison to assist in the recruitment of volunteers. }. Assists in the coordination of rental equipment. 10. Provides limited hotel housing on July 3rd for event and event crew as approved by the Board.. D. WORK PROGRAN1.'PROJECT SCHEDULE-. CON'SU ,TA"INT shall provide all of its services under this Agreement in a timely manner to ensure no delay or impact on CITY's Fourth of July events for 2011. EXHIBIT "B" Payment Schedule(Fixed Fee Payment) 1. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment schedules. 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product,CITY shall identify specific requirements for satisfactory completion. 3. CONSULTANT shall submit to CITY an invoice for each monthly progress payment due. Such invoice shall: A) Reference this Agreement; 13) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT'S firm that the work has been performed in accordance with the provisions of this Agreement, and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITE" is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such-approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in,or has been brought into compliance; or until this Agreement has expired or is terminated as provided herein. 4_ Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. Exhibit B q • CERTIFICATE F LIABILITY I DATE(SlM/DD/YYYY) INSURANCE 01/07/2011 PRODUCER -909.931.1500 FAX 909.932.2133 THIS CERTIFICATE IS ISSUED AS A MATTER.OF-INFORMATION Kessler Al ai r Ins. Services, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER,THIS CERTIFICATE DOES NOT AMEND,EXTEND OR License ;II OA 91397 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 231S N Foothill Blvd., Ste. 1 'Upland, CA 91796 INSURERS AFFORDING COVERAGE NAIC# INSURED Spectrum Sports Management, LLC INSURERA: Mount Vernon Fire Ins Co 1420 IN Claremont Blvd #200C INSURER B.- Claremont, CA 91711 INSURER C:LL J INSURER M INSURER E: COVERAGES 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.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. POE EINS Y POLICY EXPIRATION LTR TYPE OF INSURANCE POLICY NUMBER DATE MWJDDIYYM DATE LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES Ea aocnln�loa $ CLAIMS MADE D OCCUR MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS•COMP/OP AGO $. POLICY E LOC AUTOMOBILE LIABIU V COMBINED SINGLE LIMIT $ ANY AUTO (Ea accident) ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Pet pew) HIRED AUTOS BODILY INJURY NON-OWNED AUTOS (Per accident) $ PROPERTYDAMAGE $ (Per accidant) GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ RANY AUTO AP LIED AS FO /,V OTHER THAN EA $ AUTO ONLY: AGO $ EXCESS UMBRELLA LIABILITY JVNWtR McG �t i1 11,�vj�_ rn EACH OCCURRENCE $ OCCUR F CLAIMS MADE 1 ty AGGREGATE DEDUCTIBLE I/ $ RETENTION $ _ ,$ WORKERS COMPENSATION AND EMPLOYERS'LIABILITY TORY LIMITS ER ANY PROPRIETORIPARTNERIEXECUTIVErY i FEL.EACH ACCIDENT OFIICERIMEMBER EXCLUDED? I�Milandatory In TIT) DISEASE-EA EMPLOYE $M yas,describe underSPECIAL PROVISIONS below DISEASE-POLICY LIMB $ r'oessionai Liability SP 2007901E 12/30/2010 12/30/2011 $1,000,000 Per Claim A $1,000,000 Annual Aggregate DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS 20 day notice of cancellation applies for nonpayment of premium CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MOIL *30 DAYS WRITTEN City of Huntington Reach NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT FAILURE TO DO SO SHALL Nai da Osl i ne IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR 2000 Ruin Street REPRESENTATIVES Huntington- Beach, CA 92648 AUTHORIZED REPRESENTATIVE Teresa Gordon RESA a! ACORD 25(2009411) ®INS-2009 ACORD CORPORATION!. All rights reserver!. The ACORD name and logo are registered marks of ACORD IMPORTANT If the certificate holder is an ADDITIONAL INSURED,the poiicy(ies)must be endorsed.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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). DISCLAIMER This Certificate of insurance does not constitute a contract between the issuing insurer(s),authorized representative or producer,and the certificate holder,nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25(2009/01)