BOLDYN NETWORKS US LLC - Laserfiche WebLink

Docusign Envelope ID: 630D402A-480E-441F-B23E-642A498E5ED5 company waives all right of recovery by way of subrogation against CITY in connection with any damage or harm covered by such policy. 12.5 Certificates; Verification. ENCROACHER and its contractors and subcontractors shall furnish CITY with original certificates of insurance and endorsements effecting coverage for the Required Insurance. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. All certificates and endorsements must be received and approved by CITY before work pursuant to this Agreement can begin. CITY reserves the right to require complete, certified copies of all required insurance policies, at any time. 12.6 Term; Cancellation Notice. ENCROACHER shall maintain the Required Insurance for the term of this Agreement and shall replace any certificate, policy, or endorsement which will expire prior to that date. ENCROACHER shall ensure any contractors who perform work for ENCROACHER in the Public Rights -of -Way also maintain the Required Insurance. ENCROACHER shall provide CITY with thirty (30) days prior written notice of the suspension, expiration, cancellation or reduction below the minimums set forth in this Section 12 for all applicable policies. ENCROACHER shall promptly take action to prevent cancellation or suspension, reinstate cancelled coverage or obtain coverage from a different insurer qualified under Section 12.7. 12.7 Insurer Rating. Unless approved in writing by CITY, all Required Insurance shall be placed with insurers licensed to do business in the State of California and with a current A.M. Best rating of at least A-:VIIL SECTION 13 ASSIGNMENT 13.1 ENCROACHER shall not assign, sublet or transfer any interest in this Agreement nor the performance of any ENCROACHER's obligations hereunder, without the prior written consent of CITY, which shall not be unreasonably withheld, and any attempt by ENCROACHER to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect; provided, however, that ENCROACHER may assign this Agreement in whole, without the prior written consent of CITY, but with written notice to CITY within thirty (30) days after such assignment, to: (i) to any entity which ENCROACHER directly or indirectly Controls; (ii) any entity which directly or indirectly Controls ENCROACHER; (iii) any entity directly or indirectly under Common Control with ENCROACHER. For the purposes of this Section 13: (a) "Control" means (1) as to a corporation, stock ownership with the right to exercise more than fifty percent (50%) of the total combined voting power of all classes of stock, issued and outstanding, of the controlled corporation; or (2) as to partnerships and other business association forms, more than fifty percent (50%) ownership of the beneficial interest and voting control of such association; and (b) "Common Control" means two or more entities that are Controlled by the same third entity. For the purposes of this section, the leasing or granting in the ordinary course of business of indefeasible rights of use or similar rights in dark fiber, fiber optic capacity, conduit and other network elements shall not require the express consent of the CITY, so long as ENCROACHER remains solely responsible for locating, placing, installing, maintaining, relocating and removing the Network Facilities. -15- [SEC=PROTECTED]