Insurance Program Enrollment Instructions

Transcription

1 Insurance Program Enrollment Instructions 1. Go online to: a. Select Restyler Login b. Log in using your primary user name and password (If you don't know your password, please contact order entry at ) 2. Select Customer Support a. Under My Account, select Insurance Enrollment b. Print the document. i. Restyler Agreement ii. Sample Accord Certificate 3. Contact your insurance agent and arrange to designate Katzkin as an additional insured party with the minimum levels of insurance coverage indicated on the sample certificate. 4. Sign the Restyler Agreement and it to with a copy of the Accord certificate naming Katzkin as an additional insured. Or it can be mailed to: Katzkin Leather, Inc. Attention: Katzkin Insurance Program 6868 Acco Street Montebello, CA Katzkin will send you a countersigned contract confirming program enrollment. Note: If you would like to discuss this opportunity or if you have questions, please contact your Katzkin Sales Manager or your questions to insurance@katzkin.com. Thank you for your continued business. December 11, 2013

2 RESTYLER AGREEMENT THIS RESTYLER AGREEMENT (this Agreement ) is effective as of the date written below on the signature hereto and is made by and between Katzkin Leather, Inc., a Delaware corporation ( Katzkin ), and the Restyler designated below on the signature page hereto. RECITALS A. Katzkin is a manufacturer, importer, and distributor of ready-to-install leather interiors for automobiles and light trucks and of other ancillary items, including seat heater and cooling systems, wood dash kits and the like (collectively, the Products ). B. The Products are purchased and installed by resellers (also referred to in the automobile industry as restylers ), and automobile and truck dealerships (each, a Dealership ) purchase from these restylers aftermarket products and accessories (including Products) for installation in certain of the vehicles that the Dealerships sell. C. Restyler is a restyler that, from time to time, sells and installs Products (such service is referred to herein as an Installation ) as requested by Dealerships. D. Katzkin and Restyler believe that it is in their respective best interests that they enter into this Agreement in connection with the Restyler s Installation of Products. TERMS NOW, THEREFORE, in consideration of the mutual promises and obligations hereinafter set forth, Katzkin and Restyler agree as follows: 1. TERM. This Agreement shall be effective as of the date hereof until terminated in accordance with the terms hereof. Either party may terminate this Agreement without cause upon thirty (30) days prior written notice to the other party. The termination of this Agreement shall not relieve Restyler s obligation to maintain insurance as provided in Section 4 below in connection with the performance of any Installation of Products prior to the effective date of such termination. 2. INDEPENDENT CONTRACTOR RELATIONSHIP. The parties hereto are independent contractors. Nothing herein shall be deemed or construed by Katzkin or Restyler or by any third party as creating any relationship whatsoever between Katzkin and Restyler, other than that described in this Agreement, and neither Katzkin nor Restyler has any express or implied authority to create or assume any obligation on behalf of the other. 3. KATZKIN - INSURANCE. During the term of this Agreement, to the extent permitted under Katzkin s then-applicable occurrence-based insurance coverage and subject to applicable limits under such insurance coverage, Katzkin will cause Katzkin s commercial general insurance, product liability insurance, and excess liability umbrella insurance policies to cover (subject to applicable limits and deductibles) (i) the Products installed by Restyler and (ii) the Installation of each such Product. Katzkin agrees that it will cause the aforementioned insurance policies to be primary to all other coverage that Restyler may have with respect to a { ; 6; }

3 Product (for the sake of clarity, the Restyler s insurance coverage is primary with respect to Installations of Products by the Restyler, as described in Section 4 below). 4. RESTYLER - INSURANCE. During the term of this Agreement, Restyler shall maintain, at its sole expense, various insurance policies as follows: (a) Commercial General Liability insurance to include coverage for bodily injury, personal injury, property damage, products/completed operations and Contractual Liability Coverage for liability identified under this Agreement. Limits of such policy shall be at least 1,000,000 per occurrence and 2,000,000 aggregate; (b) Automobile Liability insurance covering any auto including all owned, leased, hired, and non-owned vehicles with limits of at least 1,000,000 per accident; (c) Garage Liability insurance with limits of at least 1,000,000 per occurrence and garagekeepers liability primary direct basis coverage with limits of at least 250,000 (Note: If garage liability insurance is not covered, then the Commercial General Liability policy described in clause (a) above must include a CG2268 endorsement); and (d) Workers compensation insurance in compliance with all applicable Workers Compensation Laws in the state where the work is being performed. Restyler shall cause Katzkin to be named as an additional insured for items 4a, 4b, and 4c above. In addition, Restyler agrees that it will cause the insurance policies described in items 4a, 4b and 4c above to be primary to all other coverage that Katzkin may have with respect to the Installation of a Product. Restyler shall provide Katzkin with certificates of insurance within ten (10) days of written request evidencing the coverage listed above. Restyler s insurance shall be written by an insurance company admitted to do business in the state in which Restyler has its principal place of business and with an AM Best rating of A- VIII or better. Restyler shall cause to be included in all such insurance policies a provision to the effect that the insurance company shall endeavor to provide at least thirty (30) days written notice to Katzkin prior to cancellation or modification to coverage that is less than that required herein. Restyler shall maintain the insurance coverage set forth in this Section 4 on an occurrence basis, and Restyler will not perform any Services or other work for Katzkin without such insurance in effect and a valid certificate of insurance on file with Katzkin. 5. INDEMNITY. Restyler shall protect, defend, indemnify and hold harmless Katzkin and its affiliates, officers, directors, employees and agents from and against any claims, actions, litigation, judgments, losses, injuries, damages, costs, expenses and liabilities of every kind and character whatsoever (including but not limited to, reasonable attorneys fees and costs and expenses of defense) arising out or, resulting from or in any way connected with: (i) Restyler s breach of any of the provisions of this Agreement; and/or (ii) the negligent or willful misconduct of Restyler in the performance or non-performance of the obligations described herein. The provisions of this Section 4 shall survive the termination of this Agreement. 6. REPRESENTATIONS. Each of Katzkin and Restyler represents and warrants to the other party that: (a) it has the power and authority to execute and deliver this Agreement and to perform its obligations hereunder, (b) this Agreement has been duly authorized by all requisite action, executed and delivered by such party, and constitutes the legal, valid and binding { ; 6; }2

4 obligation of such party, enforceable against such party in accordance with its terms, and (c) the execution and delivery by such party of this Agreement and the performance by such party of its obligations hereunder will not violate or conflict with, result in a breach of or constitute (with due notice or lapse of time or both) a default under, any provision of such party s organization documents, as amended from time to time hereafter, or any material indenture, agreement or other instrument to which such party is now or hereafter a party or by which such party or any of such party s properties or assets is now or hereafter bound. 7. GOVERNING LAW. This Agreement is made in and shall be governed by and construed in accordance with the laws of the State of California without regard to its conflict of laws rules. Any dispute arising hereunder shall be adjudicated in a court of competent jurisdiction located in Los Angeles County, in the State of California. 8. ASSIGNMENT. Restyler may not assign this Agreement or any of its rights or obligations hereunder without first obtaining the written consent of Katzkin. Subject to the foregoing, this Agreement shall be binding upon, and shall inure to the benefit of, the successors and assigns of the parties. 9. SEVERABILITY. If any provision of this Agreement is determined by a court of competent jurisdiction to be null and void or unenforceable, such provision shall be deemed to be severed, and the remaining provisions of this Agreement shall remain in full force and effect. 10. NOTICES. All notices required or permitted under this Agreement must be made in writing and delivered in person, by facsimile, by or by certified or registered mail, postage prepaid, addressed to the duly authorized officer of the other party, at the respective addresses at the end of this Agreement. Such notice shall be effective upon receipt if personally delivered or transmitted by facsimile or , or on the third (3 rd ) business day following the date of mailing. 11. THIRD PARTY BENEFICIARIES. This Agreement is for the benefit of the parties hereto and is not intended to confer any rights upon any third parties. 12. MISCELLANEOUS. This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, proposals, negotiations and discussions, whether oral or written, between the parties. No amendment to or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by both parties. If either party to this Agreement brings suit or other legal proceedings to enforce the provisions of this Agreement against the other, then the party substantially prevailing in such suit shall be reimbursed by the other for all attorneys fees and litigation costs incurred by the substantially prevailing party in connection with such suit or proceeding. This Agreement may be executed in two counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. { ; 6; }3

5 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed in duplicate, each to have the full force and effect of an original, by their duly authorized representatives. KATZKIN LEATHER, INC. By: Name: Title: Date: Address: 6868 Acco Street Montebello, CA Attn: Brooks Mayberry, President RESTYLER Print Name of Company: Signature of Authorized Officer: Name of Authorized Officer: Title of Authorized Officer: Date: Address: Attn: Fax: { ; 6; }4

6 1 of 1 Client#: ACORDTM PRODUCER INSURED CONTACT NAME: PHONE (A/C, No, Ext): ADDRESS: INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: FA (A/C, No): DATE (MM/DD/YYYY) 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, ETEND 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(ies) 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). ABC Insurance Lic # Address 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, ECLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF POLICY EP LTR TYPE OF INSURANCE INSR WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS A GENERAL LIABILITY EACH OCCURRENCE 1,000,000 DAMAGE TO RENTED COMMERCIAL GENERAL LIABILITY PREMISES (Ea occurrence) 1,000,000 A YZ, Inc 123 Main Street Los Angeles, CA UMBRELLA LIAB ECESS LIAB INSURER(S) AFFORDING COVERAGE NAIC # CLAIMS-MADE OCCUR MED EP (Any one person) ANY AUTO ALL OWNED AUTOS HIRED AUTOS CERTIFICATE OF LIABILITY INSURANCE SCHEDULED AUTOS NON-OWNED AUTOS PERSONAL & ADV INJURY GENERAL AGGREGATE BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident) OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG PRO- POLICY JECT LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) DED RETENTION WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS' LIABILITY TORY LIMITS ER Y / N ANY PROPRIETOR/PARTNER/EECUTIVE E.L. EACH ACCIDENT OFFICER/MEMBER ECLUDED? N / A (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT ( ) Carrier Carrier Carrier C Garage Liability 1,000, ,000 xxxxx xxxxx xxxxx 10,000 1,000,000 2,000,000 2,000,000 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) CERTIFICATE HOLDER Katzkin Letter, Inc Acco Street Montebello, CA CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2010/05) 1 of 1 The ACORD name and logo are registered marks of ACORD ACORD CORPORATION. All rights reserved.