HomeMy WebLinkAboutATKINSON, ANDELSON, LOYA, RUUD, & ROMOINSURANCE NOT ON FILE A-2022-121
WORK MAY NOT PROCEED
CLERK OF COUNCIL
DATE:
DEC 12 2021 LEGAL SERVICES AGREEMENT WITH
O: 1
This AGREEMENT, made and entered into this 21" day of August, 2022, by and between
Atkinson, Andelson, Loya, Ruud & Romo, APLC., a Professional Law Corporation
("Attorneys"), and the City of Santa Ana, a charter city and municipal corporation duly
organized and existing under the constitution and laws of the State of California ("City").
RECITALS
A. City and the City Attorney's Office desire to employ Attorneys to assist the in-house
attorneys for the City ("City Attorney") in the provision of legal services to the City, for
administrative and litigation related matters by a firm with specialized expertise.
B. Attorneys represent that they are licensed to practice law in the State of California, have
special experience and knowledge related to administrative and litigation matters concerning
general liability, personnel and police matters, and desire to undertake said services.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth, the parties agree as follows:
1. RETENTION OF ATTORNEYS On an as -needed basis, and at the sole discretion of the
City, City hereby agrees to and does retain Attorneys, for the compensation hereinafter specified, to
assist the City Attorney with litigation filed against the City, for general advice and legal review
on a case -by -case basis when urgent matters arise in relation to personnel, police or general
liability to defend the City, its employees and its officials. Attorneys accept said retention and
agree to perform, in a timely and efficient manner, all such services as may be requested by the City
Attorney. Attorneys shall confirm their acceptance of work requested by City in writing by e-mail
or letter.
2. COMPENSATION FOR SERVICES RENDERED
a. City agrees to compensate Attorneys, and Attorneys agree to accept from City, as
payment in fall for all services according to the following: Partners will be billed at the rate of $330
to $450 an hour (depending on years of experience), Associates will be billed at the rate of $245 to
$350 an hour (depending on years of experience); and Paralegals will be billed at the rate of $200 to
$225 an hour. Time will be billed in 1/10th of an hour increments.
b. The total sum to be expended under this Agreement, shall not exceed $2,000,000,
unless otherwise authorized by the City Council, including any extension periods.
C. As specifically outlined below, the City agrees to reimburse or not reimburse the
following charges or services as follows
City agrees to reimburse Attorneys for out-of-pocket expenses, including but not
limited to, mileage, copying costs, service of process, and mail services
authorized by the City Attorney in connection with the performance of duties
under this Agreement.
I City agrees to reimburse in-house printing, copying, and reproduction Charges at
the rate of 20 cents per page..
iii. City will not reimburse Attorneys for Lexis, Westlaw or other paid legal
research subscription services for ordinary legal research. However, City will
reimburse Attorneys for extraordinary legal research costs related to a.
complex legal matter or assignment if pre -approved in writing by the City
Attorney,
iv. City will not reimburse Attorneys for ordinary document management
systems used for discovery purposes or any other purpose unless such
technology is deemed necessary by the City Attorney and pre -approved in
writing by City Attorney.
v. City agrees to reimburse Attorneys for their direct. payments to vendors,
consultants, or experts for work 'in connection with the performance of duties
under this Agreement. Attorneys agree to seek authorization from City
Attorney before retaining experts and consultants.
vi. City will reimburse automobile travel at the standard mileage rate in effect at
the time of billing by the Internal Revenue Service.
vii. Any costs in excess of $5,000 require City Attorney approval prior to incurring
the expense. All expenses must Have supporting documentation submitted with
the invoice.
3. METHOD OF PAYMENT Attorneys shall submit a monthly statement specifying the
services performed, dates and number of hours, and an itemization of expenses related thereto
with supporting documentation (i,e, receipts, invoices, copy of check, etc.). City acknowledges
that the fees incurred for work performed by Attorneys on its behalf are due and owing within 30
days of the work being performed. At Attorneys' discretion, they may choose to defer payment.
Notwithstanding this,. City agrees that it shall tender payment within 30 days of written demand
by Attorneys for payment. Unless expressly stated thereon, monthly statements generated by
Attorneys shall not constitute written demand, but shall simply be a written reflection of work
performed and fees incurred. City will not pay interest on unpaid monthly statements.
4. CONTROL Or LEGAL MATTERS Attorneys agree that each and every matter or
proceeding in which they undertake to assist the City Attorney, as aforesaid, shall be :and remain
under, and subj ect to the control and direction of said City Attorney at all stages, and that they shall
at all times keep the City Attorney informed of all matters pertaining thereto.. City will keep
Attorneys informed of all significant developments in matters relating to any representation
undertaken by Attorneys, Attorneys further agree, if and when their retention hereunder is
terminated by City, as hereinafter specified, they shall return to City Attorney any and. all files then
2
in their possession concerning each and every matter or proceeding in which they represented the
City pursuant to this Agreement,
5, REPORTING REQUIREMENTS Attorneys agree to keep the City Attorney, and any
other person(s) designated by the City Attorney, informed of significant events in the Actions,
including but not limited to trial date, filing of motions for sinrunary judgment, hearing date for
motion for summary judgment, settlement, conference date, and mediation date. Attorneys also
agree to provide the following reports:
a. 45 day initial evaluation of case and budget; and
b. Pre-trial report 90 days before trial;
6. TERM The term of this Agreement shall commence on the date first written, above and
terminate on June 30, 2025, unless terminated earlier pursuant to Section 15 below. The term of
this Agreement may be extended for up to one (1) year upon a writing executed by both parties,
Including the City Manager and the City Attorney.
7, INDEPENDENT CONTRACTORS It is mutually agreed by and between the parties that,
in the performance of their covenants hereunder, Attorneys are and shall be independent contractors,
and not. officers or employees of City.
8. INSURANCE Attorneys shall provide to the Executive Director of Human Resources
proof of insurance prior to undertaking performance of work under this Agreement, Attorneys
shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
a. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01
covering CGL on an "occurrence" basis, including products and completed operations, property
damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per
occurrence. if a general aggregate limit applies, either the general aggregate limit shall apply
separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be
twice the required occurrence limit.
b. Automobile Liability: Insurance Services Office Form Number CA 0001
covering, Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non -
owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.
(Not required if consultant does not use an automobile to perform services)
C. Workers' Compensation; Insurance as required by the State of California; with
Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per
accident for bodily injury or disease.
d. Professional Liability (Errors and Omissions): Insurance appropriates to the
Consultant's profession, with limit no less than $2,Q00,0.00 per occurrence or claim, $2,000,000
aggregate.
If Attorneys maintain broader coverage and/or higher limits than the minimums shown
above; the City requires and shall be entitled to the broader coverage and/or the higher limits
maintained by Attorneys. Any available insurance proceeds in excess of the specified minimum
limits of insurance and coverage shall be available to the City.
e. Other Insurance Provisions - The insurance policies are to contain, or be endorsed
to contain, the following provisions;
Additional Insured Status- The City of Santa Ana, its officers, officials,
employees, and volunteers are to be covered as additional insureds on the
CGL policy with respect to liability arising out of work or operations
performed by or on behalf of Attorneys including materials, parts, or
equipment furnished in connection with such Work or operations. General
liability coverage can be provided in the form of an endorsement to
Attorneys' insurance (at least as broad as. ISO Form CG 20 10 11 85 or if
not available, through the addition of both C. G 20 10, CG 20 25, CO 20
33, or CG 20 38; and CG 20 37 forms if later revisions used).
ii. Primary Coverage- For any claims related to this contract, Attorneys'
insurance coverage shall be primary coverage at least as broad as ISO CG
20 01 04 13 as .respects the Cityof Santa Ana, its officers, officials,
employees, and volunteers. Any insurance or self-insurance maintained by
the City of Santa Ana, its officers, officials, employees, or volunteers shall
be excess of Attorneys' insurance and shall not contribute with it.
iii„ Notice of Cancellation- Each insurance policy required above shall state
that coverage shall not he canceled, except with notice to the City.
f. Waiver of Subrogation- Attorneys hereby grant to City a waiver of any right to
subrogation, which any insurer of said Attorneys may acquire against the City by virtue of the
payment of any loss under such insurance. Attorneys agree to obtain any endorsement that may
be necessary to affect this waiver of subrogation, but this provision applies regardless of whether
or not the City has received a waiver of subrogation endorsement from the insurer.
g. Self -Insured Retentions - Self -insured retentions must be declared to and approved
by the City. The City may require the Attorneys to purchase coverage with a lower retention or
provide proof of ability to pay losses and related investigations, claim administration, and
defense expenses within the retention. The policy language shall provide, or be endorsed to
provide, that the self -insured retention may be satisfied. by either the named insured or City.
h. Acceptability of Insurers - Insurance is to be placed with insurers authorized to
conduct business in the state With a current A.M. Best's rating of no less than A:VII, unless
otherwise acceptable to the City.
i. Claims Made Policies - If any of the required policies provide coverage on a
claims -made basis:
The Retroactive Date must be shown and must be before the date of the
contract or the beginning of contract work.
hh, Insurance must be maintained and evidence of insurance must be provided
for at least five (5) years after completion of the contract of work.
iii. If coverage is canceled or non -renewed, and not replaced with another
claims -made policy form with a Retroactive Date prior to the .contract
effective date, the Attorneys must purchase "extended reporting" coverage
for a minimum of five (5) years after completion of contract work.
j. Verification of Coverage — Attorneys shall furnish the City with original
Certificates of Insurance including all required amendatory endorsements (or copies of the
applicable policy language effecting coverage required by this clause) and a copy of the
Declarations and Endorsement Page of the CGL policy listing all policy endorsements to Entity
before work begins. However, failure to obtain the required documents prior to the work
beginning shall not waive the Attorney's obligation to provide them. The City reserves the right to
require complete, certified copies of all required insurance policies, including endorsements
required by these specifications, at any time.
k. Subcontractors - Attorneys shall require and verify .that all subcontractors
maintain insurance meeting all the requirements stated herein, and Attorneys shall. ensure that
City is an additional insured on insurance required from subcontractors.
1. Special Risks or Circumstances — City reserves the right to modify these
requirements, including limits, based on the nature of the risk, prior experience, insurer,
coverage, or other special circumstances
9. INDEMNIFICATION Attorneys agree to and shall indemnify and. hold harmless the
City, its officers, agents, employees, and representatives from liability for personal injury,
damages, restitution, judicial or equitable relief to the extent caused by Attorneys' negligent or
wrongful performance or conduct related to this Agreement.
10. CONFIDENTIALITY All information and documents shared with Attorneys as well as
all work performed by Attorneys in connection with this Agreement should be treated as strictly
confidential. Moreover; all communications between Attorneys and City shall be treated as
protected by the attorney -client privilege and the attorney work product doctrine. Accordingly,
information received by Attorneys from City should be kept in a secure place, and no
information about this work may be disclosed to any third .party without City's prior written
approval. Attorneys shall provide materials directly to the City Attorney, Sonia Carvalho, or
selected members of her office, as directed by the City Attorney. All such information and any
written product in connection with Attorneys` retention under this Agreement, shall be marked as
"PRIVILEGED AND CONFIDENTIAL / ATTORNEY -WORK PRODUCT' and shall be the
property of the City Attorney's Office, and shall be returned/provided to the Office of the City
Attorney with all copies upon the request of the City Attorney, Confidential information
disclosed to either party by any subsidiary and/or agent of the other party is covered by this
Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any
information that (a) has been disclosed in publicly available sources; (b) is, through no fault of
the Attorneys, disclosed in a publicly available source; (c) is in rightful possession of the
Attorneys without an obligation of confidentiality; (d) is required to be disclosed by operation of
law; or (e) is independently developed by the Attorneys without reference to information
disclosed by the City.
11. CONFLICT OF INTEREST CLAUSE Attorneys covenant that it presently has no
interests and shall not have interests, direct or indirect, that would conflict in any manner with
performance of services specified under this Agreement.
12. NOTICE Any notice, tender, demand, delivery; or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other
telegraphic communication in the manner provided in this Section, to the following persons:
To City: Clerk of the Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, California 92702-1988
Facsimile (714) 647-6956
Courtesy Copy; City Attorney
City of Santa Ana
20 Civic Center Plaza (M-29)
P.O. Box 1988
Santa Ana, California 92702
Facsimile (714) 647-6515
To Attorneys: Irma Rodriguez Moisa, Esq.
Atkinson, Andelson, Loya, Ruud & Rome, APLC
12800 Center Court, Ste. 300
Cerritos, CA 90703
Facsimile: (562) 653-3333
A party may change its address by giving notice in writing to the other party. Thereafter, any
notice, tender, demand, delivery, or other communication shall be addressed and transmitted to
the new address. If sent by mail, communicationshall be effective or deemed to have been given
three (3) days after it has been deposited in the United States mail, duly registered or certified,
with postage prepaid, and addressed as set forth above. If sent by telefacsimile, commtmieation
shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on
the transmission report issued by the transmitting facsimile machine, addressed as set forth
above. For purposes of calculating these time frames, weekends, federal, state, County or City
holidays shall be excluded.
13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and
exclusive statement between the City and Attorneys, and supersedes any and all other
agreements, oral or written, between the parties. In. the event of a conflict between the terms of
this Agreement and any attachments hereto, the terms of this Agreement shall prevail, This
Agreement may not be modified except by written instrument signed by the City and by an
authorized representative of Attorneys. The parties agree that any terms or conditions of any
purchase order or other instrument that are inconsistent with, or in addition to, the terms and
conditions hereof, shall not bind or obligate Attorneys or the City. Each party to this Agreement
acknowledges that no representations, inducements, promises .or agreenicats, orally or otherwise,
have been made by any party, or anyone acting on behalf of any parties, which are not embodied
herein.
14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized
services of Attorneys, Attorneys may not assign, transfer, delegate, or subcontract any interest
herein without the prior written consent of the City :and any such assignment, transfer, delegation
or subcontract without, the City's prior written consent shall be considered null and void.
Nothing in this Agreement shall be, construed to limit the City's ability to have any of the
services which are the subject of this Agreement performed by City personnel or by other
Attorneys retained by City.
15. TERMINATION This Agreement may be terminated by City at any time. In such. event;
Attorneys shall be entitled. to receive and the City shall pay Attorneys compensation for all services
performed by Attorneys prior to receipt of such notice of termination. As a condition of such
payment, Attorneys shall deliver to the City all files and records generated wader this Agreement as
of such date.
Attorneys may terminate this agreement, subject to their obligation to provide written reasonable
notice of at least thirty (30) days to arrange alternative representation. In such case, City agrees to
secure new counsel as quickly as possible and to cooperate fully in the substitution of the new
counsel as counsel of record in in the Actions.
16.. NON-DISCRIMINATION Attorneys shall not discriminate because of race, color,
creed, religion, sex, marital status, sexual orientation, gender identity; gender expression, gender,
medical conditions, genetic information, or military and veteran status, age, national origin,
ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection,
teaching, training, utilization, promotion, termination or other employment related activities or
any services provided under this. Agreement: Attorneys affirm that it is an equal opportunity
employer and shall comply with all applicable federal, state and local laws and regulations.
17, JURISDICTION — VENUE This Agreement has been executed and delivered in the
State of California and the validity, interpretation, performance, and enforcement of any of the
clauses of this Agreement shall be :determined and governed by the laws of the State of
California. Both parties further agree that Orange Cormty, California, shall be. the venue for any
action or proceeding that may .be brought or arise out of, in connection with or by reason of this
Agreement.
A-2022-121
18. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its
signature herein below has the power, authority and right to bind their respective parties to each of
the terms of this Agreement, and shall indemnify City fully, including reasonable costs and
attorney's fees, for any injuries or damages to City in the event that such authority or power is not,
in fact, held by the signatory or is withdrawn.
19. COUNTERPARTS, SIGNATURES This Agreement may be executed in counterparts,
secured via facsimile transmission or otherwise, each of which shall be deemed to be an original.
Photocopies of any executed counterpart shall have the same force and effect as an original. City
further acknowledges that it has read and received a copy the full text Section 6148 of the
California Business and Professions Code prior to signing this Agreement.
20. NO GUARANTEES City understands and acknowledges that there are certain risks and
uncertainties in the pursuit of any matter for which Attorneys have been retained, that law is not
an exact science, that Attorneys have made no representations or guarantees of success regarding
the conclusion of any particular matter, and that all expressions relative thereto are matters of
Attorneys' opinion only. In other words, Attorneys make no representations or guarantees of
success regarding any matter.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first
above written.
MEN. rm.,.0
Daisy Gomez
Clerk of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City orney
By: -_
Tamara Bogosian
Senior Assistant City Attorney
CITY OF SANTA ANA
Kristine Ridge
City Manager
ATKINSON, ANDELSON, LOYA, RUUD
& ROMO, ALPC
By: a,,,, f / / Vc "-',—
Irma Rodriguez Moisa, Esq.
Partner
From: City of Santa Ana
To: Lynch, Breanna; Quintana, David; HR Admin; IMoisaCalaalrr.com; ioarciaCalaalrr.com; PSGCertsCallemme.com
Subject: Internal Notice of Compliance
Date: Wednesday, August 9, 2023 9:55:46 AM
■
NOTICE OF COMPLIANCE
("ITY lll'A.:III,"t": PR III" III"III III :IIIS IPA(�llF' A IA) IILP1CI Allll:" F' 11VIT] I A 'lRIIF'FIRTEP11IIF III"ii III11111111llh",CI FIRIKI OF IF III III iw"i; 11T1CII,
Contractor Atkinson, Andelson, Loya, Ruud & Romo, PC
Name:
Project A-2022-121
Number:
Project Legal Services Agreement With Atkinson, Andelson, Loya,
Name: Ruud & Romo, APLC
The Certificate of Insurance (COI) submitted indicates that the coverages are in
compliance with the insurance requirements. No further action is required at this
time.
The compliant coverage(s) are:
TYPE OF INSURANCE
POLICY
EXPIRATION
COI DATE
FILE
NUMBER
DATE
NAME
AUTOMOBILE LIABILITY
72UENCK0154
04/01/2024
03/28/2023
City of Santa
Ana.pdf
GENERAL LIABILITY
72UUNCK0129
04/01/2024
03/28/2023
City of Santa
Ana.pdf
CITY OF
PROFESSIONAL LIABILITY
MSTLPL00024
08/08/2024
08/02/2023
SAN
ANA.pdf
WORKERS COMPENSATION
72WBAW3AFN
04/01/2024
03/28/2023
City of Santa
AND EMPLOYERS' LIABILITY
Ana.pdf
Thank you,
City of Santa Ana
Risk Management Division
in partnership with
CTrax Plus Services Team
From:City of Santa Ana
To:Lynch, Breanna; Quintana, David; HR Admin; IMoisa@aalrr.com; jgarcia@aalrr.com; PSGCerts@lemme.com
Subject:Internal Notice of Compliance
Date:Tuesday, March 26, 2024 8:18:39 AM
Attention: This email originated from outside of City of Santa Ana. Use caution when opening attachments or
links.
NOTICE OF COMPLIANCE
CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TO THE CLERK OF THE COUNCIL
Contractor
Atkinson, Andelson, Loya, Ruud & Romo, PC
Name:
Project
A-2022-121
Number:
ProjectLegal Services Agreement With Atkinson, Andelson, Loya,
Name:Ruud & Romo, APLC
The Certificate of Insurance (COI) submitted indicates that the coverages
comply with the insurance requirements.
The compliant coverage(s) are:
POLICYEXPIRATIONFILE
TYPE OF INSURANCECOI DATE
NUMBERDATENAME
City of Santa
Ana-
AUTOMOBILE LIABILITY72UENCK015404/01/202503/22/20240302.10086
Ref#N-2021-
066.pdf
City of Santa
Ana-
GENERAL LIABILITY72UUNCK012904/01/202503/22/20240302.10086
Ref#N-2021-
066.pdf
CITY OF
PROFESSIONAL LIABILITYMSTLPL0002408/08/202408/02/2023SAN
ANA.pdf
City of Santa
Ana-
WORKERS COMPENSATION
72WBAW3AFN04/01/202503/22/20240302.10086
AND EMPLOYERS' LIABILITY
Ref#N-2021-
066.pdf
No further action is required at this time.
Thank you,
City of Santa Ana
Risk Management Division
in partnership with
CTrax Plus Services Team
3/26/2024 11:18 AM
EBUF!)NN0EE0ZZZZ*
DFSUJGJDBUF!PG!MJBCJMJUZ!JOTVSBODF
UIJT!DFSUJGJDBUF!JT!JTTVFE!BT!B!NBUUFS!PG!JOGPSNBUJPO!POMZ!BOE!DPOGFST!OP!SJHIUT!VQPO!UIF!DFSUJGJDBUF!IPMEFS/!UIJT
DFSUJGJDBUF!EPFT!OPU!BGGJSNBUJWFMZ!PS!OFHBUJWFMZ!BNFOE-!FYUFOE!PS!BMUFS!UIF!DPWFSBHF!BGGPSEFE!CZ!UIF!QPMJDJFT
CFMPX/!!UIJT!DFSUJGJDBUF!PG!JOTVSBODF!EPFT!OPU!DPOTUJUVUF!B!DPOUSBDU!CFUXFFO!UIF!JTTVJOH!JOTVSFS)T*-!BVUIPSJ\[FE
SFQSFTFOUBUJWF!PS!QSPEVDFS-!BOE!UIF!DFSUJGJDBUF!IPMEFS/
JNQPSUBOU;!!Jg!uif!dfsujgjdbuf!ipmefs!jt!bo!BEEJUJPOBM!JOTVSFE-!uif!qpmjdz)jft*!nvtu!ibwf!BEEJUJPOBM!JOTVSFE!qspwjtjpot!ps!cf!foepstfe/
Jg!TVCSPHBUJPO!JT!XBJWFE-!tvckfdu!up!uif!ufsnt!boe!dpoejujpot!pg!uif!qpmjdz-!dfsubjo!qpmjdjft!nbz!sfrvjsf!bo!foepstfnfou/!!B!tubufnfou!po
uijt!dfsujgjdbuf!epft!opu!dpogfs!sjhiut!up!uif!dfsujgjdbuf!ipmefs!jo!mjfv!pg!tvdi!foepstfnfou)t*/
DPOUBDU
QSPEVDFS
OBNF;
GBY
QIPOF
)B0D-!Op*;
)B0D-!Op-!Fyu*;
F.NBJM
Ejhjubmmz!tjhofe!cz!
BEESFTT;
JOTVSFS)T*!BGGPSEJOH!DPWFSBHFOBJD!$
Bohjf!
JOTVSFS!B!;
Bohjf!Bdfwfep!
JOTVSFE
JOTVSFS!C!;
JOTVSFS!D!;
JOTVSFS!E!;
Ebuf;!3135/19/37!
JOTVSFS!F!;
JOTVSFS!G!;
Bdfwfep
DPWFSBHFTDFSUJGJDBUF!OVNCFS;SFWJTJPO!OVNCFS;
21;51;43!.18(11(
UIJT!JT!UP!DFSUJGZ!UIBU!UIF!QPMJDJFT!PG!JOTVSBODF!MJTUFE!CFMPX!IBWF!CFFO!JTTVFE!UP!UIF!JOTVSFE!OBNFE!BCPWF!GPS!UIF!QPMJDZ!QFSJPE
JOEJDBUFE/!!OPUXJUITUBOEJOH!BOZ!SFRVJSFNFOU-!UFSN!PS!DPOEJUJPO!PG!BOZ!DPOUSBDU!PS!PUIFS!EPDVNFOU!XJUI!SFTQFDU!UP!XIJDI!UIJT
DFSUJGJDBUF!NBZ!CF!JTTVFE!PS!NBZ!QFSUBJO-!UIF!JOTVSBODF!BGGPSEFE!CZ!UIF!QPMJDJFT!EFTDSJCFE!IFSFJO!JT!TVCKFDU!UP!BMM!UIF!UFSNT-
FYDMVTJPOT!BOE!DPOEJUJPOT!PG!TVDI!QPMJDJFT/!MJNJUT!TIPXO!NBZ!IBWF!CFFO!SFEVDFE!CZ!QBJE!DMBJNT/
BEEMTVCS
QPMJDZ!FGGQPMJDZ!FYQ
JOTS
UZQF!PG!JOTVSBODFMJNJUT
QPMJDZ!OVNCFS
MUS)NN0EE0ZZZZ*)NN0EE0ZZZZ*
JOTEXWE
DPNNFSDJBM!HFOFSBM!MJBCJMJUZ
FBDI!PDDVSSFODF%
EBNBHF!UP!SFOUFE
DMBJNT.NBEFPDDVS%
QSFNJTFT!)Fb!pddvssfodf*
NFE!FYQ!)Boz!pof!qfstpo*%
QFSTPOBM!'!BEW!JOKVSZ%
HFO(M!BHHSFHBUF!MJNJU!BQQMJFT!QFS;HFOFSBM!BHHSFHBUF%
QSP.
QPMJDZMPDQSPEVDUT!.!DPNQ0PQ!BHH%
KFDU
%
PUIFS;
DPNCJOFE!TJOHMF!MJNJU
BVUPNPCJMF!MJBCJMJUZ%
)Fb!bddjefou*
BOZ!BVUP
CPEJMZ!JOKVSZ!)Qfs!qfstpo*%
PXOFETDIFEVMFE
CPEJMZ!JOKVSZ!)Qfs!bddjefou*%
BVUPT!POMZBVUPT
OPO.PXOFE
IJSFEQSPQFSUZ!EBNBHF
%
)Qfs!bddjefou*
BVUPT!POMZBVUPT!POMZ
%
VNCSFMMB!MJBC
FBDI!PDDVSSFODF%
PDDVS
FYDFTT!MJBC
DMBJNT.NBEFBHHSFHBUF%
%
EFESFUFOUJPO%
QFSPUI.
XPSLFST!DPNQFOTBUJPO
TUBUVUFFS
BOE!FNQMPZFST(!MJBCJMJUZ
Z!0!O
BOZQ!SPQSJFUPS0QBSUOFS0FYFDVUJWF
F/M/!FBDI!BDDJEFOU%
O!0!B
PGGJDFS0NFNCFS!FYDMVEFE@
)Nboebupsz!jo!OI*
F/M/!EJTFBTF!.!FB!FNQMPZFF%
Jg!zft-!eftdsjcf!voefs
F/M/!EJTFBTF!.!QPMJDZ!MJNJU%
EFTDSJQUJPO!PG!PQFSBUJPOT!cfmpx
EFTDSJQUJPO!PG!PQFSBUJPOT!0!MPDBUJPOT!0!WFIJDMFT!!)BDPSE!212-!Beejujpobm!Sfnbslt!Tdifevmf-!nbz!cf!buubdife!jg!npsf!tqbdf!jt!sfrvjsfe*
DFSUJGJDBUF!IPMEFSDBODFMMBUJPO
TIPVME!BOZ!PG!UIF!BCPWF!EFTDSJCFE!QPMJDJFT!CF!DBODFMMFE!CFGPSF
UIF!FYQJSBUJPO!EBUF!UIFSFPG-!OPUJDF!XJMM!CF!EFMJWFSFE!JO
BDDPSEBODF!XJUI!UIF!QPMJDZ!QSPWJTJPOT/
BVUIPSJ\[FE!SFQSFTFOUBUJWF
ª!2:99.3126!BDPSE!DPSQPSBUJPO/!!Bmm!sjhiut!sftfswfe/
BDPSE!36!)3127014*Uif!BDPSE!obnf!boe!mphp!bsf!sfhjtufsfe!nbslt!pg!BDPSE