ACI AIRPORTS - RENTAL CAR COMPANY INSURANCE LIMITS INQUIRY JULY 2012

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1 ACI AIRPORTS - RENTAL CAR COMPANY INSURANCE LIMITS INQUIRY JULY 2012 AIRPORT/AUTHORITY Baltimore/MD Aviation Admin. Broward County Cleveland A. Contractor shall, at its sole cost and expense, maintain in force and effect the insurance specified herein throughout the operational period of the Term of this Contract. Neither the Contractor, nor its contractors or sub-contractors, shall commence operations under the Contract until the Administration has been provided with evidence that the insurance, summarily listed below and as more specifically detailed with requirements in this Article has been secured, properly endorsed and all required advance premiums paid. 1. Fire and Extended Coverage 2. Comprehensive General Public Liability Insurance, including risks of Hazardous Materials 3. Statutory Workers Compensation and Employer s Liability Insurance in compliance with the Workers Compensation Act of the State of Maryland 4. Comprehensive Automobile Liability Insurance 5. Environmental Impairment Liability All policies of insurance and bonds (hereinafter generally referred to as insurance ) shall be issued for the protection of the Contractor, and the Administration, in accordance with their respective interests and shall be subject to the reasonable approval of the Administration. The Contractor, at its sole cost and expense, shall maintain in force and effect, the following insurance coverage: 1. Fire and Extended Coverage Fire Insurance with standard extended coverage or all-risk endorsement, including, without limitation, vandalism and malicious mischief, to the extent of one hundred percent (100%) of the replacement value of all furnishings, trade fixtures, buildings, structures, improvements, equipment, merchandise, and other real or personal property owned or operated by Contractor and situated at the Airport. The proceeds from any such insurance will be used only for the repair or replacement of the improvements, fixtures, and other property so insured. 2. Comprehensive General Public Liability Insurance Comprehensive General Public Liability Insurance shall protect and defend the Administration and the Contractor against any and all claims with combined single limit of not less than Three Million Dollars ($3,000,000.00), to include but not be limited to, bodily injury and/or death, premises/operations, personal injury, independent contractors, broad form property damage, contractual insurance, and products/completed operation, as a result of any single occurrence. 3. Workers Compensation and Employer s Liability Contractor shall maintain statutory workers compensation and employer s liability coverage in compliance with the Workers Compensation Act in the State of Maryland. 4. Comprehensive Automobile Liability Insurance Contractor shall maintain automobile liability insurance with a combined single limit of One Million Dollars ($1,000,000.00) per occurrence. 5. Environmental Impairment Liability Contractor shall maintain environmental impairment liability coverage to cover loss, leakage, or spillage of fuel or gasoline products in such amounts as may now or hereafter be required by any and all applicable federal, State, or local laws, rules, or regulations. FLL s insurance requirement for rental car providers is $1M/$2M GL, Garagekeepers liability, auto $2 million, environmental liability, if they have storage tanks. ARTICLE XII - INSURANCE 12.1 Each party shall give to the other prompt and timely written notice of any claim made or suit instituted to its knowledge

2 which in any way, directly or indirectly affects or might affect either, and each shall have the right to participate in the defense of the same to the extent of its own interest Lessee, at its own expenses, shall maintain with insurance underwriters satisfactory to the City commercial general liability ( CGL ) and, if necessary, commercial umbrella insurance covering the Lessee and the City, as their interest may appear, against claims for bodily injury, personal injury, death and property damage occurring in, on or about the Airport. Such insurance shall have a limit of not less than Two Million Dollars ($2,000,000.00) each occurrence. If such CGL insurance contains a general aggregate limit, it shall apply separately to operations under this Lease CGL insurance shall be written on ISO occurrence form CG (or a substitute form providing equivalent coverage) and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury, bodily injury, death, property damage, advertising injury and liability assumed under an insured contract If Lessee uses motor vehicles on the Airport, Lessee shall, at its own expense, maintain business automobile liability and, if necessary, commercial umbrella insurance with a limit of not less than Two Million Dollars ($2,000,000.00) each occurrence. Such insurance shall cover liability arising out of any auto (including owned, hired and non-owned autos) while on Airport. Automobile liability insurance shall be written on ISO form CA (or a substitute form providing equivalent coverage) Lessee, at its own expense, shall procure its own workers compensation and employer s liability insurance as provided under the laws of the State of Ohio Lessee, at own expense, shall maintain statutory unemployment insurance protection for all its employees Lessee, at its own expense, shall obtain commercial property insurance that provides for all risk coverage for all Fixed Improvements on the Premises. Such insurance shall cover the full replacement cost of such Improvements, and the amount of insurance shall equal the full estimated replacement cost of the property covered. All insurance policies shall contain loss payable endorsements in favor of the City, as its interest may appear hereunder. Lessee and the City agree that any payments received by either from such insuring companies by reason of loss under such policy or policies shall be applied toward repair and reconstruction of said Fixed Improvements All policies (except Workers Compensation and Unemployment Insurance) shall include the City and all of its elected officials, managers, employees and agents as additional insured. The City shall have no liability for any premiums charged for such coverage, and the inclusion of the City as an additional insured is not intended to and shall not make the City a partner or joint venturer with Lessee in Lessee s operations at the Airport The policy or policies required shall contain the following special provision: The Company agrees that thirty (30) calendar days prior to cancellation or reduction of the insurance afford by this policy, with respect to the contract involved, written notice will be sent by certified mail to the Director of Port Control, City of Cleveland. Upon execution of the Lease, Lessee shall provide the Director with a certificate of insurance which shall include a copy of the additional insured endorsement naming the City of Cleveland as an additional insured to the extent of Lessee's indemnification obligations hereunder, and copies of the certificates of insurance for every insurance policy required hereunder. Such documents shall as to form, coverage, carrier and limits be satisfactory to and approved by the Director of Law. If at any time the coverage, carrier or limits on any policy or the insurance requirements contained herein shall become unsatisfactory to either the Director of Law or the Director of Port Control, Lessee shall, forthwith, provide a new policy meeting the requirements of said Directors. The additional insured coverage provided the City under Lessee's insurance policy shall be primary and non-contributory with respect to Lessee's general liability, notwithstanding other insurance covering the City. The Director's authority under this Paragraph 12.9 shall be exercised in a reasonable manner. Lessee shall furnish the City with certificates evidencing existence of valid policies of insurance with the coverage specified, which certificates shall state that the coverage shall not be amended so as to decrease the protection below the limits specified herein or be subject to cancellation without at least thirty (30) calendar days advance written notice to the City. A renewal policy or renewal certificate shall be delivered to the Director at least thirty (30) calendar days prior to a policy s expiration, except for any policy expiring after the expiration date of this Lease Lessee shall require that any contractor or contractors, who perform any work contemplated herein on behalf of or for the benefit of the Lessee, to procure adequate Contractor s Commercial General Liability Insurance, Business Automobile Liability Insurance, Property Damage Insurance and Workers Compensation Insurance, including Employer s Liability Insurance, as indicated in

3 Paragraphs 12.2, 12.3, 12.4 and Lessee shall, before the commencement of any work, furnish the City with evidence that the contractor or contractors are covered to the satisfaction of the Director with insurance as outlined above Lessee hereby waives any and all rights of recovery against the City for any loss or damage caused by fire, or any of the risks covered by standard fire and extended coverage, vandalism and malicious mischief insurance policies Lessee s insurance shall be primary and noncontributory with respect to any other available to or for the benefit of the City. Lessee s insurance policies shall contain a severability of interest clause. Any deductibles or retentions are subject to approval by the City Lessee shall guarantee performance under this Lease in accordance with the following provisions: (a) Prior to the commencement of the Term, Lessee shall furnish to the City a surety bond or an irrevocable letter of credit in an amount equal to one year's Guaranteed Minimum Privilege Fee. Lessee must furnish the surety bond or irrevocable letter of credit for a period of one (1) year, as security for Lessee's performance under the Lease and Lessee is required to furnish a surety bond or irrevocable letter of credit as security throughout the Term of the Lease. Said bond or irrevocable letter of credit shall guarantee the performance by Lessee of all terms, covenants and agreements to be observed and performed by it hereunder. (b) Said bonds or irrevocable letters of credit shall be in form and content and with such surety or issuer as approved by the Director of Law. Any bond shall expressly refer to and secure the performance of all terms, covenants, agreements and conditions of this Lease. Any irrevocable letter of credit must be capable of being honored at a local bank. If at any time a surety company or a bond provided or issuer of the irrevocable letter of credit becomes unsatisfactory to the Director of Law, Lessee shall forthwith provide a new bond with satisfactory surety or a new irrevocable letter of credit with a satisfactory issuer. Lessee shall be deemed to have complied with the requirements hereunder only when the Director of Law has approved the form and content of said bonds or letters of credit by endorsement of said Director's signature thereon. (c) Bonds may terminate prior to termination, cancellation or expiration of this Lease, provided, however, that the liability of the sureties under the bond for acts or omissions of the principal during the term of the bond shall be released only upon the written authorization of the Director of Law of the City. The termination, cancellation, or expiration of this Lease shall not operate as a release or discharge of the sureties or irrevocable letters of credit issuer. Dallas/Fort Worth Insurance requirements: All risk property insurance, covering Company s property, improvements/betterments within their leased space. Workers Compensation, Statutory limit, and Employer s Liability, $500,0000 limit Commercial General Liability, $1,000,000 per occurrence. o Include contractual liability Commercial Auto Liability, $500,000 combined single limit Umbrella/Excess, $5,000,000 in excess of CGL, Auto, and EL Additional requirements: o Coverage carried by Company will be primary and non-contributory o Have minimum A.M. Best rating of A- o Afford Waiver of subrogation o Must name Airport as an additional insured; CGL, Auto, Excess policies ( Company is the car rental agency) Fort Wayne International 13.2 Insurance Required Throughout the term of this Agreement, Company, for itself and its officers, representatives, agents, employees, guests, patrons, contractors, subcontractors, licensees, invitees, and suppliers shall maintain in full force and effect the forms of insurance specified in Exhibit C. In the event Company does not have the required certificate(s) of insurance or binder(s) evidencing the proper insurance coverage, or the required insurance coverage lapses, this Agreement shall immediately be terminated at FWACAA's option upon FWACC providing Company ten (10) days prior written notice.

4 EXHIBIT C INSURANCE REQUIREMENTS Without limiting Company's indemnification, Company shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Company, its agents, representatives or employees. FWACAA shall retain the right at any time to review the coverage, form, and amount of the insurance required hereby. If in the opinion of FWACAA, insurance provisions in these requirements do not provide adequate protection for FWACAA and for members of the public, FWACAA may require Company to obtain insurance sufficient in coverage, form and amount to provide adequate protection. FWACAA's requirements shall be reasonable but shall be imposed to assure protection from and against the kind and extent of risks that exist at the time a change in insurance is required. I. INSURANCE REQUIRED At all times during the Term of this Agreement (except as otherwise provided), Company shall obtain and maintain in full force and effect, with a company or companies authorized to transact the business of insurance in the State of Indiana, of sound and adequate financial responsibility, with a rating of at least A-, VII, from A.M. Best Co., in Best's Rating Guide, selected by Company and reasonably acceptable to FWACAA, the following insurance (either as part of any other policy or policies carried by Company, or separately): A. Builder's Risk Insurance During any construction on the Premises by Company (whether new construction or remodeling, renovation, restoration or repair), Company shall keep, or cause the contractor performing such construction to keep, the improvements being built, remodeled, or restored, insured under builder's risk insurance (or similar insurance) in the amount of the cost of construction of the improvements. B. Liability Insurance A comprehensive insurance policy or policies providing for the protection of Company against: general liability and garage liability, including all direct or contingent loss or liability for damages for bodily injury, personal injury, death or damage to property, including loss of use thereof, occurring on or in any way related to the Premises or occasioned by reason of occupancy by and the operations of Company or any sublessee, guest or invitee upon, in and around the Leased Premises including but not limited to any elevators and escalators therein and any sidewalks, streets or public walkways adjoining the Leased Premises, under general and umbrella liability policies with limits of Three Million Dollars ($3,000,000) per occurrence for personal injury or death or damage to property, with coverage at least as broad as that provided by INSURANCE SERVICES OFFICE COMMERCIAL GENERAL LIABILITY COVERAGE form CG0001 (Occurrence Form), and such policy or policies shall cover all of Company's operations on the entire Leased Premises, including but not limited to any elevators and escalators therein and any sidewalks, streets or other public ways adjoining the Leased Premises. C. Workers Compensation; Employers Liability (1) Workers compensation coverage and limits as statutorily required by the state of Indiana and all other applicable states of operation. (2) Employers Liability limits of at least One Million Dollars ($1,000,000) per accident. II. DEDUCTIBLE AND SELF-INSURANCE RETENTION Any deductible or self-insured retention that applies to any insurance required by this Agreement must be declared to and approved by FWACAA. III. MODIFICATION OF REQUIREMENTS FWACAA may adjust or increase liability insurance amounts and requirements as FWACAA deems reasonably necessary, or as may be required because of changes in the insurance requirements imposed by FWACAA's insurer or by applicable law. Company shall comply with such adjustments or increases within such reasonable time periods as is requested by FWACAA. IV. CERTIFICATES Upon or prior to the commencement of the Term of this Agreement and at least annually thereafter Company shall furnish to FWACAA certificates of insurance showing to FWACAA s satisfaction the amount and type of the insurance then in effect that is required to be procured and maintained by it hereunder and stating the date and term of the policies.. Certificates evidencing any renewal, replacement or extension of any or all of the insurance required hereunder, shall be delivered by Company to FWACAA not less than

5 thirty (30) days prior to the expiration of any policy of insurance renewed, replaced or extended by the insurance represented by any such certificate. Each policy of insurance required hereunder shall provide for not less than thirty (30) days notice to FWACAA and Company before such policy may be canceled or materially modified. V. ADDITIONAL INSURANCE The provisions of this Agreement as to insurance required to be procured and maintained shall not limit or prohibit, or be construed as limiting or prohibiting, FWACAA or Company from obtaining any other or greater insurance with respect to the Premises or improvements thereon or the use and occupancy thereof that either or both of them may wish to carry, but in the event FWACAA or Company, as the case may be, shall procure or maintain any such insurance not required by this Agreement, the cost thereof shall be at the expense of the party procuring or maintaining the same. VI. ADDITIONAL INSUREDS All commercial general and automobile liability required by this Article shall be procured and maintained in the name of Company and shall add FWACAA, its Directors, Officers, Board, members, employees and agents as additional insureds as their interests appear. All policies required under this Article for property and builder's risk insurance shall provide for payments of the losses to Company and FWACAA as their respective interests may appear; provided that during the period of any construction, any builder's risk insurance carried pursuant hereto may provide for payment to the contractor, as its interest may appear. VII. PRIMARY INSURANCE; CROSS LIABILITY; SEVERABILITY OF INTERESTS All insurance policies required to be procured and maintained by Company, with the exception of Workers Compensation and Employers Liability shall provide or be endorsed to provide: A. Company's insurance coverage shall be primary insurance with respect to FWACAA, its Directors, Officers, Board, members, employees and agents. Any insurance or self-insurance maintained by FWACAA is excess of and non contributing with Company's insurance. B. Company's insurance coverage shall state that Company's insurance shall apply separately to each insured except with respect to the limits of the liability and shall contain no cross-liability exclusions. VIII. USE OF PROCEEDS Proceeds of any liability and property damage insurance required under this Article shall be applied toward extinguishing, satisfying or remedying the liability, loss or damage with respect to which such proceeds may be paid. Jackson MS Kansas City Missouri IX. WAIVER OF SUBROGATION Each party hereto waives all claims for recovery from the other party for any loss or damage to any of its property on or about the Leased Premises insured under valid and collectible insurance policies to the extent of any recovery collected from such policies. All policies required under this Article shall provide or be endorsed to provide that the insurer agrees to waive all rights of subrogation against FWACAA, its Directors, Officers, Board, members, employees and agents. X. INSURANCE BY FWACAA FWACAA may, upon written notice to Company, procure and maintain any or all of the insurance required of Company under this Article if such coverages are not obtained by Company or if proof of Company s self-insurance against such exposures is not provided FWACAA In such event, all costs of such insurance procured and maintained by FWACAA on behalf of Company shall be the responsibility of Company and shall be fully reimbursed to FWACAA within ten (10) business days after FWACAA advises Company of the cost thereof. Attachment Click Here Section 601: Insurance. At all times during the Term hereof, Company, at its own expense, covenants and agrees to obtain and keep in force during the Term of this Agreement and with respect to its use and occupancy of the Consolidated Facilities, insurance coverage of not less than the types and amounts specified in this section. A. General Liability Insurance. Company will cause City and Company to be insured on an occurrence basis, under policies no

6 more restrictive than the standard form of comprehensive general liability policy, against the claims of any and all persons for personal or bodily injury (including wrongful death) in a sum of not less than $250,000 for any one person, and not less than $1,000,000 for any one occurrence occurring at the Consolidated Facilities or on the Airport or incidental to the operations of Company hereunder and not less than $100,000 for each occurrence of damage to the property of others. Such insurance must specifically insure the obligations of Company, under Section 607 hereof, to indemnify City. The policy shall be written or endorsed to include the following provisions: 1. Severability of Interests Coverage applying to Additional Insured; 2. Contractual liability; 3. Per Project Aggregate Liability Limit or, where not available, the aggregate limit shall be $1,000,000; 4. No Contractual Liability Limitation Endorsement; 5. Additional Insured Endorsement. Insofar as said insurance provides protection against liability for damages to third parties for bodily injury, death and property damage, City must be included as additional insured; provided, however, such liability insurance coverage also must extend to damage, destruction and injury to City-owned or leased property and City personnel caused by, or resulting from, the work, acts, operations or omissions of Company, its officers, agents, employees and independent contractors on the Airport. City will have no liability for any premiums charged for such coverage. The inclusion of City as additional insured is not intended to, and must not make City a partner or joint venturer with Company in its operations on the Airport. Company and City understand and agree that the minimum limits of insurance herein required may become inadequate. Company agrees that it will increase such minimum limits upon receipt of notice in writing from the Director provided that the requested increase is reasonable. Such notice to change, in general, must be issued no more frequently than every fifth year of the Term hereof. The Director may increase the minimum insurance limits if he reasonably determines at any time that, based upon the advice of legal counsel, the indemnification awards granted by the judicial system in Missouri warrant such an increase, provided that the Director gives Company notice of any such intent to increase the minimum insurance limits and affords the Company an opportunity to comment prior to instituting any such increase. Such increases to minimum insurance limits to be reasonable in amount. The General Liability Insurance shall provide that the City and its agencies, officials, officers, and employees, while acting within the scope of their authority, will be additional insured for the services performed under this Agreement. B. Worker's Compensation and Employer's Liability Insurance. Company must keep in force Worker's Compensation and Employer's Liability Insurance in the form and in the amount prescribed by law for such coverage, including Employers Liability with limits of: $500,000 disease-policy limit and $100,000 disease-each employee. Company must not opt out of, or otherwise fail to maintain, such coverage notwithstanding any provision in Missouri State law, which would allow an employer that option, without the written approval by the City. Company must include the same requirement in any construction contracts it enters into pursuant to this Agreement and must therein require all subcontractors thereunder to likewise satisfy this requirement for Worker's Compensation and Employer's Liability Insurance. Coverage required hereunder must in all things comply with the substantive requirements for such coverage contained in Missouri State law. C. Comprehensive Automobile and Truck Liability Insurance. To the extent not covered under the General Liability Insurance in subsection A above, Company must keep in force Comprehensive Automobile and Truck Liability Insurance covering owned, hired, and non-owned vehicles with minimum limits of $1,000,000 combined single limit per occurrence for personal or bodily injuries, including death, and property damage. Coverage provided shall be on an "any auto" basis and written on an "occurrence" basis. This insurance will be written on a Commercial Business Auto form, or acceptable equivalent, and will protect against claims arising out of the operation of motor vehicles, as to acts done in connection with the Agreement, by Company. The Comprehensive Automobile and Truck Liability Insurance shall provide that the City and its agencies, officials, officers, and employees, while acting within the scope of their authority, will be additional insured for the services performed under this Agreement. D. Contractual Liability Insurance. Company must keep in force Contractual Liability coverage including, but not limited to, the liabilities assumed under the indemnification provisions of this Agreement. E. Umbrella/Excess Liability Policy. With respect to any Company construction pursuant to this Agreement, Company must keep in force an Umbrella/Excess Liability Policy, during construction, in the amount of $5,000,000, as an excess of the primary

7 coverage required above. F. Self-Insurance. Company may self-insure up to the minimum limits stated herein for General Liability Insurance and Comprehensive Automobile and Truck Liability Insurance. If Company seeks to satisfy its General Liability and/or Comprehensive Automobile and Truck Liability Insurance obligation hereunder by self-insuring, it will timely provide the City, on Company letterhead, a statement that it is self-insured and that it has reserve funds, equal to at least 25% more than the insurance coverage requirements. The letter must be signed by an authorized representative and must include the following language or equivalent concepts: 1. Please be advised that, for the purpose of providing insurance coverage for General Liability and Comprehensive Automobile and Truck Liability, the Company does not purchase insurance but instead acts as a fully self-insured entity. 2. The Company maintains specific funds in its self-insurance reserve, equal to at least 25% more than the insurance coverage requirements, and is authorized by statute and City Charter to provide additional funds in amounts sufficient to pay any monetary judgments and/or losses, which may be levied against the entity. 3. The Company recognizes and affirms its responsibility to accept liability for damages, and to pay such damages from its own funds, in those instances where insurance would otherwise have been provided, and would have been required to pay such losses on behalf of the entity/employer. Section 602: Limitations as to Policy. The policy of insurance required herein must be in a form and by a company or companies with a Best rating of A- or better, approved by City and qualified to do insurance business in the State of Missouri. Each policy must provide that the insurer may not materially change, alter or cancel the policy without first giving ten days' advanced written notice to the Director. Section 603: Delivery to Director of Evidence of Insurance. Company must deliver, without request or demand, to the Director, a certificate or other evidence of insurance coverage required by this Article in form and content satisfactory to City. Company must update such certificate or other evidence of insurance annually. Section 604: Expiration of Insurance Policy. Prior to the expiration of any insurance policy required by this Article, Company must submit to the Director a certification of insurance showing that such insurance coverage has been renewed. If such coverage is cancelled or reduced, Company, within five business days following the date of written notice from the insurer of such cancellation or reduction in coverage, must file with the Director a certificate showing that the required insurance has been reinstated or provided through another insurer or insurers. Section 605: Adjustment of Claims. Company must provide for the prompt and efficient handling of all claims for bodily injury, property damage or theft arising out of the activities of Company under this Agreement. Section 606: Conditions of Default. If, at any time, Company fails to obtain the insurance required herein, City may affect such insurance by taking out a policy or policies in a company or companies satisfactory to City. The amount of the premium or premiums paid for such insurance must be payable by Company to City with the installment of fees thereafter next due under the terms of this Agreement, with interest thereon at the rate of one and one-half percent (1.5%) per month or at the lower legal maximum. Section 607: Indemnification. Company must defend, indemnify, and hold harmless City and any of its agencies, officials, officers, or employees from and against all claims, damages, liability, losses, costs, and expenses, including reasonable attorneys' fees, arising out of or resulting from any acts or omissions in connection with this Agreement, caused in whole or in part by Company, its employees, agents, or subcontractors, or caused by others for whom Company is liable. The indemnity provision set forth herein will survive the expiration or early termination

8 Memphis-Shelby County of this Agreement. ARTICLE 16: INSURANCE AND INDEMNIFICATION REQUIREMENTS Section 16.1 Indemnification The Company agrees to defend, indemnify and hold harmless the Authority, its Commissioners, officers, agents and employees from and against any losses, suits, claims, judgments, fines, penalties, demands or expense (including all reasonable costs for investigation and defense thereof and including but not limited to attorneys fees, court cost and expert fees) arising by reason of the injury or death of any person or damage to any property of any nature whatsoever arising out of or incident to this Agreement or Company s use of the Airport or the acts or omissions of Company, its officers, employees, agents or invitees regardless of where the injury, death or damage may occur, unless such injury, death or damage is caused by the sole negligence, or intentional misconduct of the Authority, its Commissioners, officers, employees or agents. The Authority shall give Company reasonable notice of any such claims or actions. Company, in carrying out its obligations hereunder, shall use counsel reasonably acceptable to the Authority. The provisions of this section shall survive the expiration or earlier termination of this Agreement and shall not be affected in any way by the amount of or the absence in any case of covering insurance, or by the failure or refusal of any insurance carrier to perform any obligations on its part under insurance policies in effect. The Authority s Commissioners, officers, employees and agents, shall have no personal liability with respect to any provision of this Agreement or any obligation or liability arising from this Agreement or in connection with this Agreement or the Airport in the event of a breach of default by the Authority of any of its obligations. Section 16.2 Insurance At all times during the Term hereof, Company, at its own expense, covenants and agrees to obtain and keep in force during the Term of this Facilities Lease and with respect to its use and occupancy of the Consolidated Structure, insurance coverage not less than the types and amounts specified in this section. Such insurance coverage must be with insurers financially acceptable and lawfully authorized to do business in Tennessee and any other states where work or operations are performed on behalf of the Authority. A. Minimum Coverage 1. Commercial General Liability insurance (including follow form umbrella liability insurance) on an occurrence coverage form, with coverage at least as broad as that provided under the current edition of the Insurance Services Office Commercial General Liability Policy, CG Other than standard exclusions applicable to pollution, asbestos, lead, mold, employment practices, ERISA and professional liability, there shall be no limitations or exclusions beyond those contained in the standard policy forms which apply to property damage, products and completed operations, contractual liability or construction defects. 2. Automobile Liability insurance (including follow form umbrella liability insurance) covering liability arising from the use or operation of any auto, including those owned, hired or otherwise operated or used by or on behalf of the Company. The coverage shall be at least as broad as the current edition of the Insurance Services Office Business Automobile Policy, CA If Company s scope of services include the transportation of hazardous materials to or from the Assigned Areas, as determined by Authority, Company shall additionally be required to include pollution coverage by procuring and continuously maintaining current editions of standard endorsements MCS-90 and CA 9948, or their equivalents. 3. Statutory Workers' Compensation and Employer s Liability insurance (including follow form umbrella liability insurance if necessary) as is required by any state or federal statute or law, or as may be available on a voluntary basis. Any such policy must specifically show Tennessee (TN) as a covered state. 4. Contractors Pollution Liability insurance required only if Company s scope of services include the remediation, treatment, storage or disposal of waste or hazardous materials on or about the Assigned Areas, as determined by Authority. Such coverage shall include defense costs applicable to claims for bodily injury, property damage or clean up costs. Claims-made coverage is permitted, provided the policy retroactive date is continuously maintained prior to the commencement date of this agreement, and coverage is continuously maintained during all periods in which Company performs services on behalf of Authority and for a period of five (5) year(s) thereafter. 5. Pollution Legal Liability insurance required from Company or waste disposal site operator if Company s scope of services includes the storage, treatment or disposal of waste or hazardous materials off-site. Such coverage shall include defense costs

9 applicable to claims for bodily injury, property damage or clean up costs. Claims-made coverage is permitted, provided the policy retroactive date is continuously maintained prior to the commencement date of this agreement, and coverage is continuously maintained during all periods in which Disposal Site Operator accepts or treats waste generated from Authority s projects and for a period of five (5) year(s) thereafter. B. Minimum Limits of Insurance Company shall maintain the following minimum limits of insurance (unless higher limits required by law or statute): 1. Commercial General Liability: $1,000,000 per occurrence, bodily injury and property damage liability; $1,000,000 per offense, personal and advertising injury liability; $2,000,000 products and completed operations policy aggregate and $2,000,000 general aggregate applicable to claims other than products and completed operations. 2. Automobile and Truck Liability: $1,000,000 combined bodily injury and property damage liability per accident for bodily injury and property damage. 3. Employer's Liability: $1,000,000 per accident for bodily injury by accident or disease, including $1,000,000 disease aggregate. 4. Umbrella Liability: $10,000,000 per occurrence and in the aggregate excess of 16.2.B.1 Commercial General Liability, 16.2.B.2 Automobile and Truck Liability and 16.2.B.3 Employer s Liability. 5. Contractors Pollution Liability: $2,000,000 per incident with a $2,000,000 policy aggregate. 6. Pollution Legal Liability: Hazardous Waste Disposal Facilities $5,000,000 per incident with a $5,000,000 policy aggregate All Other Disposal Facilities $5,000,000 per incident with a $5,000,000 policy aggregate C. Deductibles, Self-insured Retentions or Self-Insured Programs Company may self-insure up to the minimum limits stated herein for General Liability Insurance and Comprehensive Automobile and Truck Liability Insurance. If Company seeks to satisfy its General Liability and/or Comprehensive Automobile and Truck Liability Insurance obligation hereunder by self-insuring, it will annually, or at such other times as may be reasonably requested by the Authority, provide the Authority, on Company letterhead, a statement that it is self-insured and that it has at all times reserve funds, equal to at least 25% more than the insurance coverage requirements. The letter must be signed by an authorized representative and must include the following language or equivalent concepts: 1. Please be advised that, for the purpose of providing insurance coverage for General Liability and Comprehensive Automobile and Truck Liability, the Company does not purchase insurance but instead acts as a fully self-insured entity. 2. The Company maintains specific funds in its self-insurance reserve, equal to at least 25% more than the insurance coverage requirements, and is authorized by statute and Charter to provide additional funds in amounts sufficient to pay any monetary judgments and/or losses, which may be levied against the entity. 3. The Company recognizes and affirms its responsibility to accept liability for damages, and to pay such damages from its own funds, in those instances where insurance would otherwise have been provided, and would have been required to pay such losses on behalf of the entity/employer. This approval in no way burdens the Authority for any financial obligation of the Company that may arise from such deductibles, selfinsured retentions or self insured programs. D. Other Insurance Provisions The required insurance shall contain the following additional provisions: 1. ADDITIONAL INSURED Memphis-Shelby County Airport Authority, its Board of Commissioners, directors, officers and employees in the course and scope of employment, shall each be included as an additional insured on Company s Commercial General Liability and Pollution Liability policies, if applicable, as respects claims or liabilities arising from, or connected with Company s work, operations and completed operations. The additional insured endorsements shall be at least as broad as the current editions of the Insurance Services Offices forms CG 2010 and CG The Company shall provide the Authority with status as an additional insured under CG 2010 during the course of construction, and under CG 2037 for completed operations for five years after termination of this contract. If Company, agents or employees bring vehicles on the project site, the Authority shall additionally be included as an additional

10 insured under Company s automobile liability policy as respects liability arising from autos used by or on behalf of Company. 2. PRIMARY COVERAGE - Company s required insurance coverage (including umbrella or excess liability) shall be primary insurance and any insurance or self-insurance maintained by the Authority shall be excess of and non-contributory with Company s insurance. 3. SEVERABILITY OF INTEREST - Except with respect to the limits of insurance, Company s required insurance shall apply separately to each insured or additional insured. 4. WAIVER OF SUBROGATION To the fullest extent permitted by law, Company agrees to waive all rights of subrogation against Authority, including Authority s commissioners, directors, officers and employees for all costs or expenses, losses, damages, claims, suits or demands, howsoever caused: a. To real or personal property, vehicles, equipment, tools, etc. owned, leased or used by Company or Company s employees, agents, contractors; and b. To the extent such loss, damage, claims, suits or demands are covered, or should be covered, by the required or any other insurance maintained by the Company. This waiver shall apply to all first party property, equipment, vehicle and workers compensation claims (unless prohibited under applicable state statutes), and all third party liability claims. This waiver shall apply to all deductibles, retentions or self-insured layers applicable to the required or any other insurance maintained by Company. If necessary, Company agrees to endorse the required insurance policies to permit waivers of subrogation in favor of Authority as required hereunder. Company further agrees to hold harmless and indemnify Authority for any loss or expense incurred as a result of Company s failure to obtain such waivers of subrogation from Company s insurers. 5. NOTICE OF CANCELLATION - Each insurance policy shall be endorsed to require Insurer(s) to provide a minimum of thirty (30) days' (ten (10) days for non payment of premium) written notice to the Authority by certified mail, return receipt requested, prior to any suspension, cancellation or non-renewal of the required insurance. E. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best's rating of not less than A-VII, unless otherwise approved by the Authority. F. Verification of Coverage Company shall furnish the Authority with a certificate of insurance evidencing the required coverage prior to the commencement of the contract. The certificates are to be signed by an agent or other person authorized by the insurer(s) to bind coverage on their behalf. Copies of endorsements providing coverage for additional insureds and permitting waiver of subrogation shall be attached to the certificate of insurance. Renewal certificates are to be provided to the Authority prior to the expiration of the required insurance policies. If required by Authority s Counsel or Project Lender, Company agrees to provide true and certified copies of the required insurance policies within 15 days of written request from Authority. In the event renewal policies have not been issued by insurer(s), Company agrees to provide complete copies of insurance binders issued to evidence coverage required by these specifications until such time as the actual policies are received from insurer(s). Failure of Authority to request such certificates or other evidence of Company compliance with insurance requirements, or failure of Authority to identify deficiencies from evidence that is provided, shall in no way limit or relieve Company of its obligations to maintain such insurance. G. Contractors No work shall be sublet to any contractor without first obtaining the Authority s written permission. All contractors, once approved by the Authority, are subject to the same insurance requirements as Company. Company shall cause each contractor employed by Company to purchase and maintain such insurance and furnish Authority with copies of certificates of insurance evidencing coverage for each contractor. Company shall provide workers compensation coverage for proprietors, partners or others not statutorily required to maintain workers compensation insurance. H. Leased Employees Use of leased employees by Company is expressly prohibited without Authority s written permission. If permitted by Authority,

11 Company shall: a. Provide Authority with a complete copy of agreement with employee leasing company; b. Require leasing company to provide workers compensation and employers liability insurance with limits in amounts not less than required of Company c. Require leasing company to provide standard Alternate Employer Endorsement WC 0003 naming Authority, as alternate employers on leasing company s workers compensation policy d. Require leasing company to provide waiver of subrogation in favor of Authority on leasing company s workers compensation insurance policy. e. Provide Authority with a copy of leasing company s certificate of insurance, with endorsements, evidencing the required coverage. I. No Representation of Coverage Adequacy In specifying minimum Company insurance requirements, Authority does not represent that such insurance is adequate to protect Company for loss, damage or liability arising from its work. Company is solely responsible to inform itself of the types or amounts of insurance it may need beyond these requirements to protect itself. The insurance requirements set forth in minimum amounts shall not be construed to relieve Company for liability in excess of such coverage, nor shall it preclude Authority from taking such other actions as is available to it under any other provision of the contract. Any acceptance of certificates of insurance by Authority shall in no way limit or relieve Company of its duties and responsibilities under this contract, including the duty to indemnify and hold harmless Authority. J. Compliance Failure of Company to maintain the required insurance shall constitute a default under this contract and, at Authority s option, shall allow Authority to terminate this contract for cause, withhold payment and/or purchase the required insurance at Company s expense after written notice and a cure period of ten (10) days from the date of the notice unless said notice is the result of non payment of premiums, then the cure period shall only exist until the expiration date of the policy in question. Metropolitan Knoxville Metropolitan Washington AA LIABILITY INSURANCE Prior to commencement of any activity under this Agreement and at all times during the term or any extended term hereof, Concessionaire shall, at its sole cost and expense, obtain and maintain in full force a policy or policies of insurance issued by a company or companies duly authorized to and doing business in the State of Tennessee (or, as appropriate, a certificate of self-insurance issued and valid under T.C.A ) as follows: Automobile liability insurance with a combined single limit of a minimum of $1,000,000 for each accident for bodily injury and property damage. Comprehensive general liability insurance with a combined single limit of a minimum of $1,000,000 for bodily injury and property damage. The Concessionaire further agrees to insure the contractual liability involved in its indemnity and hold harmless agreement set forth hereinafter. Worker's compensation insurance for employees of Concessionaire as required by the laws of Tennessee. All policies shall be endorsed to cover the Authority, its Commissioners, officers and employees, as named additional insureds, and to provide for notice by the insuring company to the Authority in writing at least thirty (30) days prior to the amendment, cancellation or termination of any policy or policies of insurance. Appropriate certificates of such coverages shall be provided to the Authority and shall reflect coverage in effect at all times during the term hereof. Failure to obtain or to maintain any insurance required by this Paragraph 9 shall result in a default by Concessionaire. In the event of such default the Authority, acting by and through the President, may immediately cancel and terminate this Agreement. ARTICLE 8. INDEMNIFICATION AND INSURANCE Section 8.01 Indemnification (a) The Contractor shall defend, indemnify, and hold the Authority and its agents, officers, and employees completely harmless from and against any and all claims, suits, demands, actions, liabilities, losses, damages, judgments, or fines arising by reason of injury

12 or death of any person, or damage to any property, including all reasonable costs for investigation and defense thereof (including, but not limited to, attorney fees, court costs and expert fees) of any nature whatsoever arising out of the Contractor's activities on the Airport under this Contract, or in its use or occupancy of the Premises, regardless of where the injury, death, or damage may occur, except to the extent such injury, death, or damage is caused by the grossly negligent act or omission or willful misconduct of the Authority. The Authority shall give to the Contractor reasonable notice of, and an opportunity to defend against, any such claims or actions, and the Authority shall take reasonable actions to mitigate its damages. (b) Notwithstanding the above indemnification, the Contractor shall give the Authority notice of any matter covered herein and shall forward to the Authority every demand, notice, summons, or other process received in any claim or legal proceeding covered hereby. Section 8.02 Insurance (a) The Contractor shall, at its sole cost and expense, maintain, in force and in effect, throughout the period of the Contract, a policy or policies of insurance, with a reputable insurance company authorized to conduct business in the Commonwealth of Virginia having a rating of A or better and a financial size category of VII or better from A.M. Best Company or an equivalent rating service. All Contractor s policies shall be primary and Contractor agrees that any insurance maintained by the Authority shall be excess of and noncontributing with respect to the Contractor s insurance. The Authority reserves the right to waive the insurance requirements for good cause. Insurance shall be provided with the policy limits thereof to be in the minimum(s) as set forth below: (1) Workers' Compensation and Employer's Liability shall be in compliance with Virginia Statutory Limits including an All States Endorsement, and One Million Dollars ($1,000,000) in Employer's Liability. (2) Commercial General Liability Insurance shall be a limit of not less than Five Million Dollars ($5,000,000) for each occurrence. Coverage must include Broad Form Contractual, Property Damage, Personal Injury and Advertising Injury, Premises- Operations, Products-Completed Operations, Independent Contractors and Subcontractors, and Fire Legal Liability. Such policy or policies shall, to the degree reasonably possible, be issued on an occurrence basis, and shall cover the entire Premises, and all activities of the Contractor on the Premises or the Airport and all indemnifications made in the Contract. (3) Commercial Automobile Liability Insurance shall be a limit of not less than One Million Dollars ($1,000,000) for each accident and shall cover liability arising out of any auto (this includes all automotive equipment owned, operated, leased, hired, or nonowned). If any vehicles are operated on the Air Operations Area, which is defined as that area of the Airport which is located inside the perimeter security fence surrounding the air side portion of the Airport, the insurance limit shall not be less than Two Million Dollars ($2,000,000) for each accident. (4) Commercial Property Insurance with "All Risk" coverage for the full value and replacement cost of all of Contractor's Leased and Personal Property located in, on, or about the Premises and all Contractor s improvements and betterments to the Premises. (5) Commercial Crime Insurance coverage at One Million Dollars ($1,000,000) per occurrence for loss of, and loss from damage to covered property, such as money and securities and to protect the Authority s funds while in the custody of Contractor. If the Contractor is self-insured against this type of loss, we will accept self-insurance provided the firm provides a letter from its Chief Financial Officer or a copy of the company s audited financial spread sheets showing the Contractor has sufficient reserves for the exposure. (6) Pollution Liability Insurance with limits not less than Five Million Dollars ($5,000,000) to protect against claims for third-party bodily injury, property damage, or cleanup costs/environmental damages arising from pollution conditions caused in the performance of covered operations. The coverage shall apply to sudden and gradual pollution events and responds to cleanup costs, both on and off the site. (7) Storage Tank Liability (Underground and Aboveground Storage Tanks). A policy shall be maintained with limits not less than One Million Dollars ($1,000,000) for both Financial Responsibility Regulations for Under and Above Ground Storage Tank Systems and for third-party bodily injury and property damage from pollution conditions emanating from storage tanks. The policy shall also provide coverage for corrective action and cleanup as required by applicable federal and state regulations.

13 Orlando International Piedmont Triad Pittsburgh/Allegheny County Port of Oakland (b) Said policy or policies of insurance shall contain a Cancellation, Material Change, or Non-Renewal Endorsement providing the Authority with at least thirty (30) days, or ten (10) days for non-payment of premium, advance notice, in writing, of cancellation, nonrenewal, or material change. All policies, except Workers' Compensation and Employer's Liability, shall identify the Metropolitan Washington Airports Authority as an additional insured in a manner satisfactory to the Authority. Said policy or policies shall cover only claims arising from events addressed in the Contract. Contractor agrees to waive any rights of subrogation against the Authority. (c) If, in the Authority's opinion, the minimum limits of the insurance herein required have become inadequate during the period of the Contract, the Contractor agrees that it will increase such minimum limits by reasonable amounts on request of the Authority provided that said coverage is available at commercially reasonable rates. (d) The Contractor shall deliver each certificate of insurance showing compliance with the insurance coverage requirements of this contract to the Authority for approval prior to the commencement of this contract and renewals thereof no later than five (5) business days after the expiration of any such policy. Certificates shall be provided on the industry Standard Form (Acord 25) and issued to: Airport Manager Attn: Contract Management Division Metropolitan Washington Airports Authority Ronald Reagan Washington National Airport Washington, DC (e) In the event that the Contractor shall at any time fall to provide the insurance required under this Section 8.02, the Authority may, at its option, immediately terminate this Contract. (f) The failure of the Authority, at any time, to enforce the insurance provisions, to demand such certificate(s) or other evidence of full compliance with the insurance requirements, or to identify a deficiency from evidence that is provided shall not constitute a waiver of those provisions nor in any respect reduce the obligations of Contractor to maintain such insurance or to defend and hold the Authority harmless with respect to any items of injury or damage covered by this Contract. Attachment Click Here Attachment Click Here Attachment Click Here Our on-airport rental car providers share one location. We purchased a pollution liability policy ($10M limit and $100k SIR) that included the car rental companies as Insureds and allocated the cost to them as this streamlines which insurance carrier pays in the event of a loss at this shared location. Recently, we consolidated various separate Port pollution liability policies into one Port-wide policy including the rental car policy and continue to allocate the proportionate share of the cost to the rental car companies. In addition to the pollution liability insurance arrangement, we typically require the car rental providers to carry: $5M CGL including Contractor's Pollution Liability with Port as Additional Insured and Waiver of Subro in favor of Port. $5M Auto with Port as Additional Insured and Waiver of Subro in favor of Port. Statutory WC with $1M EL and waiver of subro in favor of the Port. Port of Portland Salt Lake City The parking shuttle exposure is actually the Port's as the Port operates the Shuttles for the shared car lot. We outsource that exposure separately to another contractor. Since the vehicles will be operated on the commercial roadway and not the airfield, our minimum automobile liability requirement for rental cars is $1 million. Attachment. Click Here Concessionaire Tenant, at its own cost and expense, shall secure and maintain the following policies of insurance: (a) Commercial General Liability Insurance. Concessionaire Tenant shall provide commercial general liability insurance coverage for injury to property and person to protect City from such claims and actions. Said insurance shall have limits of not less than two (2)

14 San Diego Tampa Tucson million dollars per occurrence limit of liability and not less than two (2) million dollars aggregate. If the policy is issued on a claimsmade basis, the policy shall be maintained for a period of one year following the completion of this Concession Lease or contain a comparable "extended discovery" clause or "tail endorsement." (b) Business Auto Coverage Form. The policy or policies shall provide coverage for owned, hired, and non-owned automobiles. The policy or policies shall provide for limits of at least two (2) million dollars. (c) Special Form Coverage Insurance. Concessionaire Tenant shall insure for special form coverage any and all Concessionaire Tenant personal property and improvements on Premises and any other areas at the Airport used by Concessionaire Tenant. Such insurance shall be in an amount equal to the full insurable replacement value of such personal property and improvements. (1) Such special form coverage insurance policies shall contain loss payable endorsements in favor of the parties as their respective interests may appear hereunder. (2) Such special form coverage insurance policies may have a loss payable clause in favor of any approved mortgagee or lender of Concessionaire Tenant, as its interests may appear. (d) Worker's Compensation. Concessionaire Tenant shall furnish to City adequate evidence of compliance with Worker's Compensation, Social Security, and unemployment compensation provisions to the extent such are applicable to Concessionaire Tenant's operations hereunder. (e) Fidelity Bond. Concessionaire Tenant shall furnish a fidelity bond protecting against employee theft in connection with Concessionaire Tenant s business. (f) Rating. All policies of insurance and bonds provided herein shall be issued by insurance companies listed on the current Department of the Treasury Fiscal Services List 570 or having a general policy holders rating of not less than "A" in the most current available "Best's Insurance Reports," and be qualified to do business in the state of Utah. (g) Policy Requirements and Certificate Information. Certificates evidencing such insurance coverage shall be filed with City upon execution of this Concession Lease. Such certificates shall provide that such insurance coverage will not be canceled or reduced without at least thirty (30) days prior written notice to City. At least thirty (30) days prior to the expiration of any such policy, a certificate showing that such insurance coverage has been renewed shall be filed with City. If such insurance coverage is canceled or reduced, Concessionaire Tenant shall within fifteen (15) days after receipt of written notice from City of such cancellation or reduction in coverage, file with City a certificate showing that the required insurance has been reinstated or provided through an insurance company or companies qualifying under subparagraph B hereof. All insurance policies shall name and certificates shall show City as an insured. (h) Failure to Provide. In the event that Concessionaire Tenant shall at any time fail to furnish City the certificate or certificates required, City, upon written notice to Concessionaire Tenant of its intention to do so, shall have the right to secure the required insurance, at the cost and expense of Concessionaire Tenant, and Concessionaire Tenant agrees to reimburse City promptly for the cost thereof and ten percent (10%) for cost of administration. (i) Waiver of Subrogation. Notwithstanding any other provisions contained in this Concession Lease, each of the parties hereby waives any rights it may have against the other party on account of any loss or damage to its property (including the Premises and its contents) which arises from any risk generally covered by the insurance or any other insurance required to be carried hereunder, whether or not such other party may have been negligent or at fault in causing such loss or damage. Each of the parties shall obtain a clause or endorsement in the policies of such insurance which each party obtains in connection with the Premises or other area at the Airport to the effect that the insurer waives, or shall otherwise be denied, the right of subrogation against the other party for any loss covered by such insurance. Attachment Not Available $1M GL; $1M Auto; $100 / $500 / $100 WC Attachment Click Here

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