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HomeMy WebLinkAboutFRIDA CINEMA, THE (7) INSU RANUF UN FIL WORK MAY PROUD) A-2025-175 �.Z Q 2V2 _._. ..._.._ OCT 3 1 2025 °`Gbp W AGREEMENT BETWEEN THE FRIDA CINEMA AND CITY OF SANTA ANA FOR T�Uw►te CDz) SPONSORSHIP OF THE DOWNTOWN SANTA ANA ART WALK THIS AGREEMENT is made and entered into on this 21st day of October, 2025 by and between The Frida Cinema, a California nonprofit public benefit corporation ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California("City"). RECITALS A. On July 7, 2025, the City issued a Request for Proposal No. 25-093 ("UP"), by which it offered sponsorship support to qualified organizations as part of a monthly Downtown Santa Ana Art Walk. The Art Walk includes activities for multiple art galleries, performance spaces, and public areas such as live music, exhibitions, pop-up markets, and interactive art experiences. B. Consultant submitted a responsive proposal that was selected by the City. Consultant represents that it is able and willing to provide services described in the scope of work that was included in the RFP. The RFP is referenced herein as if incorporated in full. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Services - Exhibit A, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City,the rates and charges identified in Compensation-Exhibit B. The amount to be expended shall not exceed $150,000 per year, and the total amount to be expended during the entire term of this Agreement, including all extensions, shall not exceed $600,000. Consultant will be paid in twelve equal monthly installments in the amount of $12,500 on the 5cn day of each month, after full execution of the Agreement, as follows for the first year of the Agreement: November 5, 2025, December 5, 2025, January 5, 2025, February 5, 2026, March 5, 2026, April 5, 2026, May 5, 2026, June 5, 2026, July 5, 2026, August 5, 2026, September 5, 2025, and October 5, 2026. A similar pay schedule will follow with any optional extensions. Page 1 of 8 #2095922v4 b. In executing this Agreement and receiving the funds,Consultant agrees to use the funds only for the purpose described and subject to the terms and conditions provided for in this Agreement. Should Consultant fail to use the funds for such purpose, or otherwise comply fully with the terms of this Agreement, City shall have the right to terminate this Agreement, pursuant to Section 15 below, and demand the return of any misused funds. c. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Consultant agree that all payments due and owing under this Agreement shall be made through Automated Clearing House(ACH)transfers. Consultant agrees to execute the City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Consultant's account(s) with financial institutions. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above for a one (1) year term with the option for the City to grant up to three 1-year renewals, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent Consultant and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a nonexclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes,which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and Page 2 of 8 #2095922v4 perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Insurance requirements are attached hereto as Exhibit C. 7. INDEMNIFICATION Consultant agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees,contractors,special counsel, and representatives from liability: (1)for personal injury,damages,just compensation, restitution,judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages,just compensation, restitution,judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages,just compensation,restitution,judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution,judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding.Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent,trademark,or copyright infringement,including costs,contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements Page 3 of 8 #2095922v4 charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3)years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance,but in no event less than reasonable care. "Confidential Information"shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that(a) has been disclosed in publicly available sources; (b) is,through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or(e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE a. Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. b. No immediate family members of either the Mayor, City Council Member, or any appointed City Official, including appointed board and commission members, as defined under the City's Municipal Code, whose position with the City shall award or influence the award of this Agreement, or any competing contract or amendment thereof, shall be employed in any capacity by the Consultant or have any other direct or indirect financial benefit or interest in this Agreement. c. The section also prohibits the awarding of any agreement, contract, grant, or any amendment to those awards, to any former full-time employee for one-year from date of employee separation except for any CalPERS retiree as authorized by City Council resolution d. The Consultant must comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the terra of this Agreement. The Consultant warrants that it is not now aware of any facts which conflict with the Page 4 of 8 #2a95922v4 prohibitions defined above. If the Consultant hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest, it must immediately make full written disclosure of such facts to the City. Full written disclosure must include, but is not limited to, identification of all persons implicated and a complete description of all relevant circumstances. Failure to comply with the provisions of this paragraph will be a material breach of this Agreement. e. Consultant covenants that none of its directors, officers, employees, or agents shall participate in selecting or administrating any subcontract supported(in whole or in part) by City funds stemming from the Agreement where the awarding of the subcontract has any direct or indirect financial benefit or interest to any individual, as defined in subsections (b) and(c)above. 12. NON-DISCRIMINATION Consultant 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. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, 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 Consultant. 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 Consultant or the City.Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party,which is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Consultants retained by City. Page S of S #2095922v4 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event,Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy.No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 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 County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18, PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. 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 fax or other telegraphic communication in the manner provided in this Section, to the following persons: Page 6 of 8 #2095922v4 To City: City Clerk City of Santa Ana 20 Civic Center Plaza(M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714-647-6956 With courtesy copies to: Executive Director, Community Development Agency City of Santa Ana 20 Civic Center Plaza(M-25) P.O. Box 1988 Santa Ana, California 92702 Fax: 714-647-6956 To Consultant: Logan Crow Executive Director The Frida Cinema 305 E. 4ch Street, Suite 100 Santa Ana, CA, 92701 A party may change its address by giving notice in writing to the other parry. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four(24)hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames,weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. 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. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. Page 7 of 8 #2095922v4 IN WITNESS WHEREOF,the parties hereto have executed this Agreement the date and year first above written. ATTEST: ;; CITY OF ANTA AN LAct J ennifer all lvaro Nunez City Cler City Manager APPROVED TO FORM: SONIA R. CARVALHO CONSULTANT: City Attorney y:'q Andrea Garcia-Miller Name: ogan Crow Assistant City Attorney Title: Executive Director, e Frida Cinema RECOMMENDED FOR APPROVAL: Ai�'c Michael L. Garcia Executive Director Community Development Agency Page 8 of 8 42095922v4 EXHIBIT A SCOPE OF SERVICES 42095922A -c CITY OF SANTA ANA EXHIBIT I SCOPE OF SERVICES Contractor/Consultant shall perform services as set forth below. The selected Proposer will be responsible for providing full-service planning, coordination, and execution of the monthly Downtown Santa Ana Art Walk. Deliverables must support the City's goals of promoting arts and culture, supporting local artists and businesses, and providing free, inclusive public programming. Deliverables include, but are not limited to, the following: A. Event Planninq and Coordination (Monthly) 1. Develop and maintain a detailed monthly schedule of programming, including gallery exhibitions, performances, pop-ups, and special activities. 2. Collaborate with the City to secure all required permits, insurance documentation, and approvals. 3. Coordinate outreach and participation with local galleries, arts organizations, businesses, and community stakeholders to ensure alignment and inclusion in the Art Walk schedule. 4. Maintain a comprehensive contact list of partners and ensure timely communication and promotion of their activities. B. Marketing and Promotion 1. Design and produce promotional collateral for each month's event, including but not limited to posters and printed programs. 2. Implement a robust digital marketing strategy, including email newsletters, social media campaigns, and paid or organic online promotion. 3. Coordinate with local media outlets, community calendars, and partner organizations to maximize visibility and attendance. 4. Ensure co-branding with City-approved logos and messaging guidelines. C. Artist and Vendor Management 1. Facilitate a selection process for participating artists, vendors, and performers, ensuring diversity, quality, and relevance. 2. Provide logistical coordination and layout planning for vendor booths, art installations, and performance areas. 3. Maintain clear communication with all participants, including distribution of setup instructions, event guidelines, and operational procedures. 4. Target participation metrics include.- a) Minimum 40 vendors (artisans, food, merchandise, etc.) b) At least 6 live musical performances (musicians, bands, or DJs) c) Full coordination with all existing galleries and creative businesses located within the event footprint. D. On-Site Event Execution 1. Provide full setup, operation, and breakdown of all event infrastructure, including booths, stages, lighting, signage, and sound equipment. 2. Coordinate street closures and implement safety measures, including crowd control and emergency access. 3. Manage day-of staffing and volunteers to ensure smooth event flow and positive public engagement. City of Santa Ana RFP No.25-093 Page 17 of 28 (9) CITY OF SANTA ANA 4. Outdoor activation zones may include, but are not limited to: a) 2nd Street Promenade/Artist Village b) Sycamore Street (between 2nd & 3rd Streets) c) Calle Cuatro Plaza d) French Street (between 4th & 5th Streets) e) Various community parklets, parking spaces, and public right-of-way areas. City of Santa Ana RFP No.25-093 Page 18 of 28 EXHIBIT B BUDGET #2095922A Budget MONtHLY EXPENSES Td PRODUCE ADMIN STAFF MARKETWG, GRANTWRITING.GRAPHfC DESIGN $2,200 FRENCH STREET CLOSURE $900 SYCAMORE CLOSURE �g00 VENDOR AND SITE COORDINATOR/WEBSITE ADMINISTRATOR AND PROGRAM DESIGNER $900 STAGE AND SOUND-CALLE CUATRO RLAZA $1.p00 SOCIAL MEDIA MANAGER IC�DTSANTAANAI $850 PRINT MATERIALS POSTCARDS,BANNERS AND POSTERS $455 REKNIT f FACYLITYES FEES(CITY.RARKS AND RECREATION,ABM,OC HEALTHJ $625 COMPENSATION TO BANDS AND MUSICIANS-CALLE CUATRO PLAZA $750 COMPENSATION TO ARTISTS AND OTHER TALENT $i.500 MATERIALS-KIO'S CRAFTS TABLES&ACTIVITIES.PAINT AND PAINTING MATERIALS FOR LIVE ARTISTS $350 COMPENSATION TO BANDS AND MUSICIANS-ARTISTS VILLAGE+SYCAMORE $1,250 gANCiNG 1N THE STREETS DJ AND DANCE INSTRUCTOR $600 57AGE ANQ SOUhQ-ARTISTS VILLAGE+SYCAMORE �1,200 VENDOR AND SITE CbbRDINATOR-ARTISTS VILLAGE+SYCAMORE $700 PORTABLE TOILETS $1.pp TOTAL: ($1�.580) MQNTHi.Y PRdGEEDS: CITY pF SANTA ANA SPGNSORSHIP $12.500 EAST END DTSA SPONSORSHIR{FRENCH STREET CLOSURE COStS) S9g0 VENDOR FEES $1.500 TOTAL: $14,9p0 EXHIBIT C INSURANCE REQUIREMENTS Consultant shall procure and maintain for the duration of the agreement, the following insurance coverages: MINIMUM SCOPE AND LIMIT OF INSURANCE Consultant shall maintain limits of insurance coverage in the following minimum amounts and shall be at least as broad as: • 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 $1,000,000 per occurrence and $2,000,000 aggregate. • Automobile Liability (AL): Insurance Services Office Form CA 00 01 covering Code 1 (any auto), with combined single limits of $1,000,000. In the event Consultant does not maintain commercial automobile liability insurance, City will accept evidence of personal automobile insurance with existing limits, which can be lower than $1,000,000. • Workers' Compensation (WIC): 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, per employee, per policy for bodily injury or disease. This requirement can be waived if Consultant has no employees. If Consultant maintains broader coverage and/or higher limits than the minimums shown above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: 1. CGL and AL policies: City of Santa Ana, its City Council, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, equipment, and personnel furnished in connection with such work or operations. 2. All required insurance policies: Insurance company(ies) agrees to waive all rights of subrogation against City, its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of any policy which arise from work performed by Consultant for City. 3. All required insurance policies: For any claims related to this contract, Consultant's insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it. 4. All required insurance policies: A severability of interest provision must apply for all the additional insureds, ensuring that Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the insurer's limits of liability. 5. Each insurance policy required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non-renewed by the carrier, or materially changed except after thirty(30) days prior written notice has been given to City. Ten (10) days prior written notice shall be provided to City for policy cancellation or non-renewal due to non-payment. 6. Certificate Holder on each Evidence of Insurance certificate shall be; City of Santa Ana, Attention: Executive Director, Community Development Agency, 20 Civic Center Plaza, M-25, Santa Ana, CA 92701. The name and location of the event should be included in the Description of Operations section of each certificate. Self-Insured Retentions Self-insured retentions must be declared to and approved by the City. City may require Consultant 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. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state of California with a current A.M. Best rating of no less than ANII, unless otherwise acceptable to City. Verification of Coverage Consultant shall furnish 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 City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive Consultant's obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Claims Made Policies If any of the required policies provide coverage on a claims-made basis: 1. The retroactive date must be shown and must be before the date of the contract or the beginning of work. 2. Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of work. 3. 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, Company must purchase "extended reporting" coverage for a minimum of three (3) years after completion of work. Subcontractors Consultant shall require and verify that all sub-contractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from sub-contractors. 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. AC�� DATE IMMIDDffYYY) CERTIFICATE OF LIABILITY INSURANCE F03I2712025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER, IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or 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 endorsements). PRODUCER CO CT NTA Keir Jones StateFarm Keir Jones arc No EXt: 5fi2433-5573 FAX Ne: 5150 E.Colorado Street a-MAIL DRESS. keir.jones.ug42@statefarm.com INSURER(S)AFFORDING COVERAGE NAIL# Long Beach CA 90814 INSURER A: State Farm General Insurance Company 25151 INSURED INSURER B THE FRIDA CINEMA INSURERC: 305 E 4TH ST STE 100 INSURER D: INSURER E: SANTA ANA CA 927014639 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADD SUB POLICY EFF POLICY EXP TYPE OF INSURANCE W POLICY NUMBER LTR INSD VD MMIDDIYYYY MMIDOIYYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 DAMAGE TO RENTED CLAIMS-MADE X OCCUR PREMI E a occurrence S 300,000 MEO EXP(Any one person) $ 10,000 A Y Y 92-E6-S488-3 12108/2024 12/08/2025 PERSONAL&ADVINJURY s 2,000,000 GENT AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE S 4,000,000 PRO- POL#CY X JECT LOC PRODUCTS-COMPIOPAGO s 4,000,000 OTHER s COMBINED SINGLE LIMIT AUTOMOBILE LIABILITY Fa accident $ ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY(Par accident) S HIRED NON-OWNED AUTOS ONLY AUTOS ONLY Per accident S $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB HCLAIMS-MADE AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY $ ANY PROPRIETORIPARTNERIEX.ECUTIVE Y I N OFFICERWEMBER EXCLUDED? N!A E.L.EACH ACCIDENT $ (Mandatory in NH) EL DISEASE-EA EMPLOYEE s If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ ❑i i 1t,,i—d by DESCRIPTION OF OPERATIONS)LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule,maybe attached if more space is required) oate:2°as,°sau ADDITIONAL INSUREDNVAIVER OF SUBROGATION: N U)lEI1's:'°:$�-°'°° CITY OF SANTA ANA, ITS CITY COUNCIL,OFFICERS, OFFICIALS,EMPLOYEES,AGENTS AND VOLUTEERS 20 CIVIC CENTER PLZ FL 4TH SANTA ANA CA 92701 4058 APPROVED By Tu Tran Nguyen at 3:10 pm, May 30,2025 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN CITY OF SANTA ANA PRCSA ACCORDANCE WITH THE POLICY PROVISIONS. ATTN:PATRICIA MARTINEZ 20 CIVIC CENTER PLAZA,M23 AUTHORIZED REPRESENTATIVE SANTA ANA CA 92701 ��Q` — This form was system-generated on 03/27/2025 OO 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 1001486 2005 15h279 205 01-19-2023 A ® DATE(MM1DDfYYYY) Ill CERTIFICATE OF LIABILITY INSURANCE 04/22/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s), PRODUCER CONTACT Paychex Insurance Agency,Inc. PAYCHEX INSURANCE AGENCY, INC. PHONENo, 877-266-6850AIC ar�"rc No 225 KENNETH DRIVE E-MAIL ROCHESTER,NY 14623ADDRESS: FlexCerts@paychex.com INSURERS AFFORDING COVERAGE NAIC# INSURERA:Technology Insurance Company 42376 INSURED INSURER B The Frida Cinema INSURER C 305 East 4th Street Ste 100 INSURER D Santa Ana,CA 92701 INSURER E INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS 1S TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUER LTR POLICY NUMBER MMIDDIYYYY MMIDOfYYYY LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES Ea occurrence $ VIED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'LAGGREGATE LIMIT APPLIES PER: GENFRALAGGREGATE $ POLICY JEG PRDT ❑ LOC PRODUCTS-COMPIOP AGO $ OTHER, $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Ea accident ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS _ HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY Per accident $ UMBRELLA LAB OCCUR EACH OCCURRENCE $ EXCESS LAB HCLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION X PER OTH- AND EMPLOYERS'LIABILITY YIN STATUTE I I FIR ANYPROPRIETORIPARTNERIEXECUTIVE E_L.EACH ACCIDENT $ 1,000,000 A OFFICERIMEMBERFXCLUDED? �Y NA Y TES4453968 07/25/2024 07/25/2025 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below I I I I I I E.L.DISEASE-POLICY LIMIT $ 1,000.000 DESCRIPTION OF OPERATIONS I LOCATIONS f VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) City of Santa Ana,its City Council,officers,officials,employees,agents,and volunteers. Waiver of Subrogation granted in favor of the certificate holder. APPROVED By Tu Tran Nguyen at 3:10 pm,May 30,2025 CERTIFICATE HOLDER CANCELLATION City of Santa Ana ATTN: Executive Director,Community Development Agency SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Center Plaza, M 25 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 20 Civic Santa Ana, 9 laz ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ,/� 1 / / /i4vj Ye ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016103) The ACORD name and logo are registered marks of ACORD Policy No. 92 EGS488 3 CMP-4860.1 Page 1 of 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY CMP-4860.1 ADDITIONAL INSURED— DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Policy Number: 92 E6S488 3 Named Insured: THE FRIDA CINEMA 305 E 4TH ST STE 100 SANTA ANA CA 92701-4639 Name And Address Of Additional Insured Person Or Organization: CITY OF SANTA ANA, ITS CITY COUNCIL, OFFICERS, OFFICIALS, EMPLOYEES, AGENTS AND VOLUTEERS 20 CIVIC CENTER PLZ FL 4TH SANTA ANA CA 92701 4058 1. SECTION II — WHO IS AN INSURED of b. If coverage provided to the additional in- SECTION 11 -- LIABILITY is amended to in- sured is required by a contract or agree- clude, as an additional insured, any person or ment, the insurance provided to the organization shown in the Schedule, but only additional insured will not be broader than with respect to liability for "bodily injury", that which you are required by the con- "property damage", or "personal and advertis- tract or agreement to provide for such ad- ing injury" caused, in whole or in part, by: ditional insured; and a. Premises And Ongoing Operations c. If the contract or agreement between you Your acts or omissions or the acts or and the additional insured is governed by omissions of those acting on your behalf: California Civil Code Section 2782 or 2782.05, the insurance provided to the (1) In connection with your premises; or additional insured is the lesser of that (2) In the performance of your ongoing which: operations; or (1) Is allowed for the satisfaction of a de- b. Products—Completed Operations fense or indemnity obligation by Cali- "Your work" performed for that additional fornia Civil Code Section 2782 or insured and included in the products- 2782.05 for your sole liability; or completed operations hazard". (2) You are required by contract or However, Paragraph 1. above is subject to the agreement to provide for such addi- following: tional insured. a. The insurance afforded to the additional We have no duty to defend or indemnify the insured only applies to the extent permit- additional insured under this endorsement un- ted by law; til a claim or"suit" is tendered to us. ©,Copyright,State Farm Mutual Automobile Insurance Company,2013 Includes copyrighted material of Insurance Services Office, Inc.,with its permission. CONTINUED CMP-4860.1 Page 2 of 2 2. Any insurance provided to the additional in- (3)The nature and location of any injury sured shall only apply with respect to a claim or damage arising out of the "occur- made or a "suit" brought for damages for rence" or offense; which you are provided coverage. This endorsement shall not increase the ap- b• Tender the defense and indemnity of any plicable Limits Of Insurance shown in the claim or suit to us and to all other insur- Declarations. ers who may have insurance potentially available to the additional insured; and 3. With respect to the insurance afforded to the additional insured, the following is added to c. Agree to make available any other insur- SECTION II —LIMITS OF INSURANCE: ance the additional insured has for de- If coverage provided to the additional insured fense or damages for which we would is required by contract or agreement, the most provide coverage under SECTION II we will pay on behalf of the additional insured LIABILITY. will be the lesser of the amount of insurance: 5. With respect to the insurance afforded the ad- a. Required by the contract or agreement; or ditional insured, the following replaces SEC- b. Available under the applicable Limits Of TION II — LIABILITY of Paragraph 7. Other Insurance shown in the Declarations. Insurance of SECTION I AND SECTION II — COMMON POLICY CONDITIONS: This endorsement shall not increase the ap- plicable Limits Of Insurance shown in the a. This insurance is primary to and will not Declarations, seek contribution from any other insur- ance available to the additional insured, 4. With respect to the insurance afforded to the provided that the additional insured is a additional insured, the following is added to named insured under such other insur- Paragraph 3. Duties In The Event Of Occur- rence, Offense, Claim Or Suit of SECTION II ance. —GENERAL CONDITIONS: b. Regardless of any agreement between The additional insured must: you and the additional insured, this insur- ance is excess over any other insurance a. See to it that we are notified as soon as whether primary, excess, contingent or on practicable of an occurrence or an of- any other basis for which the additional in- extent possible, notice should include: fense which may result in a claim. To the sured has been added as an additional in- (1) How, when and where the `occur- sured on other policies. rence" or offense took place; There will be no refund of premium in the event (2) The names and addresses of any in- this endorsement is cancelled. jured persons and witnesses; and All other policy provisions apply. CMP-4860.1 1007042 148020 08-26-2014 0,Copyright,Stale Farm Mutual Automobile Insurance Company,2013 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy.We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2%of the California workers'compensation premium otherwise due on such remuneration. Schedule Person or Organization Job Description Any person or organization as required by written contract. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 7/25/2024 Policy No. TES4453968 Endorsement No. 2 Insured The Frida Cinema Premium$ 8,258 Insurance Company Technology Insurance Company, Inc. Countersigned by WC 04 03 06 (Ed. 04-84) Policy No. 92 E6S488 3 288A—FB2C CMP-4787 Page 1 of 1 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY CMP-4787 WAIVER OF TRANSFER OF RIGHTS OR RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM SCHEDULE Policy Number: 92 E6S488 3 Named Insured: THE FRIDA CINEMA 305 E 4TH ST STE 100 SANTA ANA CA 92701-4639 Name and Address of Person or Organization: CITY OF SANTA ANA, ITS CITY COUNCIL, OFFICERS, OFFICIALS, EMPLOYEES, AGENTS AND VOLUTEERS 20 CIVIC CENTER PLZ FL 4TH SANTA ANA CA 92701 4058 The following is added to Paragraph 'I O.b. of SECTION I AND SECTION II —COMMON POLICY CONDITIONS: We waive any right of recovery we may have against the person or organization shown in the Schedule because of payments we make for injury or damage arising out of: a. Your ongoing operations; or b. "Your work" done under contract with that person or organization and included in the "products completed operations hazard". This waiver applies only to the person or organization shown in the Schedule. All other policy provisions apply. CMP-4787 1006225 137715.1 11-19-2013 Q Copyright,State Farm Mutual Automobile Insurance Company,2008 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. CITY OF SANTA ANA Risk Management a division of Human Resources Managing Risk through Awareness and Action AFFIDAVIT OF EXEMPTION FOR AUTOMOBILE LIABILITY INSURANCE I, Logan Crow, Executive Director ("Representative"),attest that I am an authorized (Name and Title of Vendor Representative) representative of The Frida Cinema ("Company"), and (Consultant/Company Name) possess the authority to legally bind Company. In my capacity as Representative of Company, I represent and confirm the following, as relates to the agreement between Company and City of Santa Ana,agreement number ("Agreement")to provide non-profit program production and administration services ("Services"): (services to be provided under agreement/contract) During the course and scope of Company's agreement with the City of Santa Ana, Company employees,consultants,representatives, and agents will not use and/or drive any Company ownted/rented/leasedlborrowed vehicles to perform Services to,for,or on behalf of City of Santa Ana. If at any time it is found that Company is not adhering to any and/or all of the statements in this document and does not maintain the minimum automobile liability insurance coverage as required in the Agreement,it will be considered a'breach of Agreement rendering the Agreement null and void and Company will be fully liable for any and all damages. 04/21/2025 Signature Date Logan Crow Print Name Executive Director Title (323) 428-7411 direct/ (714) 285-9422 office /logan@thefridacinema,org Contact Information,i.e.,Telephone Number and/or Email Address Affidavit of Exemption for Automobile Liability Insurance 11.12.2024 CzUvUsboOhvzfobu22;42bn-Gfc1:-3137 DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 1202403137 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or 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). CONTACT PRODUCER Qbzdify!Jotvsbodf!Bhfodz-!Jod/ NAME: PHONE QBZDIFYJOTVSBODFBHFODZ-JOD/ 988.377.7961 (A/C,No): (A/C, No, Ext): E-MAIL 336LFOOFUIESJWF GmfyDfsutAqbzdify/dpn ADDRESS: SPDIFTUFS-OZ25734 INSURER(S) AFFORDING COVERAGENAIC # Ufdiopmphz!Jotvsbodf!Dpnqboz 53487 INSURER A : INSURED INSURER B : UifGsjebDjofnb INSURER C : 416Fbtu5uiTusffu INSURER D : Tuf211 INSURER E : TboubBob-DB:3812 INSURER F : COVERAGESCERTIFICATE NUMBER:REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ADDLSUBR INSRPOLICY EFFPOLICY EXP TYPE OF INSURANCELIMITS POLICY NUMBER LTR(MM/DD/YYYY)(MM/DD/YYYY) INSDWVD COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE$ DAMAGE TO RENTED CLAIMS-MADEOCCUR$ PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY$ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE$ PRO- POLICYLOCPRODUCTS - COMP/OP AGG$ JECT $ OTHER: COMBINED SINGLE LIMIT AUTOMOBILE LIABILITY $ (Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNEDSCHEDULED BODILY INJURY (Per accident)$ AUTOS ONLYAUTOS NON-OWNED HIREDPROPERTY DAMAGE $ (Per accident) AUTOS ONLYAUTOS ONLY $ UMBRELLA LIAB EACH OCCURRENCE$ OCCUR EXCESS LIAB CLAIMS-MADEAGGREGATE$ $ DEDRETENTION$ PEROTH- WORKERS COMPENSATION 9 STATUTEER AND EMPLOYERS' LIABILITY Y / N 2-111-111 ANYP ROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT$ B ZUFT574831:18036031361803603137 OBZ OFFICER/MEMBER EXCLUDED? 2-111-111 (Mandatory in NH) E.L. DISEASE - EA EMPLOYEE$ If yes, describe under 2-111-111 E.L. DISEASE - POLICY LIMIT$ DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) XbjwfspgTvcsphbujpohsboufejogbwpspguifdfsujgjdbufipmefs/ CzUvUsboOhvzfobu22;42bn-Gfc1:-3137 CERTIFICATE HOLDERCANCELLATION DjuzpgTboubBob SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 31DjwjdDfoufsQmb{b THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN TboubBob-DB:3813 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE © 1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03)The ACORD name and logo are registered marks of ACORD WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICYWC 04 03 06 (Ed. 04-84) (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) WC 04 03 06