#Assignment of Lease/Bill of Sale 04/15/2009DANNY L. KOLHA GE
CLERK OF THE CIRCUIT COURT
DATE: May 29, 2009
TO: Sheriff Robert P. Peryam
Monroe County Sheriffs Office
ATTN: Donna Fenech
FROM: Pamela G. Hanc ck
Deputy Clerk
At the April 15, 2009, Board of County Commissioner's meeting the Board granted
approval and authorized execution of a Consent to Assignment of Lease of County owned
property from Comcast of California/Colorado/Florida/Oregon, Inc. to Telcom Systems, LTD.
This consent to assignment allows Monroe County to continue to receive the income from the
lease.
Enclosed are five duplicate originals of the above -mentioned, executed on behalf of
Monroe County, for your handling. Please have Comcast of California/Colorado/Florida/
Oregon, Inc. sign all five originals and have the signature witnessed by two other parties. Once
signed, you may give one original to Comcast and return the other four to my attention at Stop 8
for proper dissemination to all concerned. Should you have any questions please do not hesitate
to contact this office.
Cc: File
n~cnn'Oo CC$Zy a3r~'n Offi~~ On'!u~.,1
ASSIGNMENT OF LEASE
AND
BILL OF SALE
TIllS ASSIGNMENT OF LEASE AND BILL OF SALE (this "Agreement') is
entered into this I~dt.. day of ~ ' 2009 by and between COMCAST OF
CALIFORNIA/COLORADO/FI.:ORIDA/OREGON, INC. ("ASSIGNOR"), a Florida
Corporation, having an address at 1010 Kennedy Drive, Suite 200, Key West, Florida
33040, and TELCOM SYSTEMS, LTD ("ASSIGNEE"), a Florida limited partnership,
whose address is 450 NE 1st Road, Homestead, FL 33030.
WHEREAS, ASSIGNOR and MONROE COUNTY ("Lessor"), a political
subdivision of the State of Florida, are parties under a certain Lease Agreement (the
"Lease") originally between TCI Cablevision of Florida, Inc. ("Original Lessee") and
Lessor, respecting certain real property located on US 1, Long Key, Florida, being more
particularly described therein (the "Leased Premises") (a copy of said Lease is attached
hereto as Exhibit" A"); and
WHEREAS, ASSIGNOR is the successor by merger to TCI Cablevision of
Florida, Inc.; and
WHEREAS, Original Lessee and/or ASSIGNOR have made certain
improvements to the Leased Premises, including but not limited to a tower, and other site
improvements (together, the "Improvements"); and
WHEREAS, the parties hereto desire to assign the Lease, and to convey the
Improvements, from ASSIGNOR to ASSIGNEE, effective May 1, 2009 (the "Effective
Date");
NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are acknowledged, ASSIGNEE and ASSIGNOR hereby agree as
follows:
1. Assignment and Delivery of the Leased Premises. As of the Effective
Date, Assignor assigns to Assignee, all of Assignor's right, title, and interest in the Lease.
Assignor will deliver possession of the Leased Premises to Assignee on the Effective
Date.
2. Assumption and Acceptance of the Leased Premises. Assignee assumes
and agrees to perform each and every obligation of Assignor under the Lease that arises
on or after the Effective Date. Assignee will accept the Leased Premises in its condition
as of the Effective Date and acknowledges that it shall have no claim against Lessor or
Assignor for any matters arising prior to the Effective Date.
3. Indemnification by Assignee. Assignee will indemnify Assignor against
and hold Assignor harmless from any loss, liability, and expense (including reasonable
attorneys' fees and court costs) arising out of ( a) any obligation or liability of the lessee
under the Lease, arising on or after the Effective Date; and (b) any breach by Assignee of
its agreements contained in this Agreement.
4. Bill of Sale/Transfer of Ownership of Improvements: ASSIGNOR does,
effective as of the Effective Date, hereby sell, transfer and convey to the ASSIGNEE, all
of Assignor's right, title and interest in and to the Improvements.
The Improvements are conveyed in their "as is", "where is" condition as of the
Effective Date. All warranties, express or implied, including warranties of title,
merchantability, and fitness for a particular purpose are hereby disclaimed.
ASSIGNEE releases ASSIGNOR from all liability with respect to the Leased
Premises and the Improvements, including but not limited to the environmental aspects
and physical condition of the Leased Premises and the Improvements, their valuation, and
suitability for Assignee's purposes. ASSIGNEE acknowledges: (i) That in accepting
ownership of the Improvements, ASSIGNEE has been given the opportunity to
investigate and study the Improvements, including, without limitation, the opportunity to
conduct its own physical and environmental inspections of the Improvements, and that
ASSIGNEE is not relying on any representation or warranty of ASSIGNOR regarding the
physical or environmental condition of the Improvements; (ii) ASSIGNEE will acquire
the Improvements, including, without limitation, the opportunity to conduct its own
physical and environmental inspections of the Improvements, and that ASSIGNEE is not
relying on any representation or warranty of ASSIGNOR regarding the physical or
environmental condition of the Improvements; (ii) ASSIGNEE will acquire the
Improvements in their "as is", "where is" condition and shall assume the risks that
adverse physical conditions may not have been revealed by its investigation, and
ASSIGN'OR specifically disclaims making any representation or warranty respecting the
Improvements physical condition, including, but not limited to, warranties of fitness,
merchantability, fitness for a particular purpose, habitability or tenantability.
ASSIGNEE hereby fully releases ASSIGNOR and its officers, directors, and
shareholders, from all claims, demands and causes of any action, known or unknown, of
whatever kind arising out of or related to the Lease, the Leased Premises, and/or the
Improvements.
5. Entire Agreement. This Agreement embodies the entire agreement of
Assignor and Assignee with respect to the subj ect matter of this Agreement, and it
supersedes any prior agreements, whether written or oral, with respect to the subject
matter of this Agreement. There are no agreements or understandings that are not set
forth in this Agreement. This Agreement may be modified only by a written instrument
duly executed by Assignor and Assignee.
6. Binding Effect. The terms and provisions of this Agreement will inure to
the benefit of, and will be binding upon, the successors, assigns, personal representatives,
heirs, devisees, and legatees of Assignor and Assignee.
7. Consent. The effectiveness of this Agreement is conditioned upon
Lessor's consent to this Agreement by April 30, 2009.
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IN WITNESS WHEREOF ASSIGNEE and ASSIGNOR hereto have executed
this Agreement on the day and date first written above in five (5) counterparts, each of
whieh shall, without proof or accounting for the other counterparts, be deemed an
original contract.
Witnesses for Corneast of
CaliforniaJColorado/FloridaJOregon, Inc.
~iftxlJr '1k~
Anatu
; ~ Jaetitl ~
QCe
~
S' a\ure tttd{{A
Print Name
Comcast of
CaliforniaJColorado/Florida/Oregon,
::. ~ ;?~
Name: 'T; ,/J ~-'- d
Title: /1/tJ/hP;} f/:' ''''7
~S/~ t/.I! 4 ~s
Witnesses for Telcorn Systems, Ltd.
Telcom Systems, Ltd
By: Telcom Systems, Ltd., Inc.
Its General Partner
By. rj:6/'rY).(dl &~A;II.I;
Name: ames E. gpisi
Title: President
· ie_1A j} () t{a ~
Signat re
April O'Mara
Print N
Sig
Print Name
~
-'
CONSENT
The undersigned Lessor consents to the foregoing ASSIGNMENT OF LEASE
AND BILL OF SALE and agrees that (1) as of the Effective Date, Assignor will be
released from all liability for the performance of any obligations under the Lease arising
from and after the Effective Date; and (2) this Consent will not be deemed a consent to
any subsequent assignment, but rather any subsequent assignment will require the
consent of the undersigned pursuant to the Lease.
Lessor hereby represents and warrants that as of the date of execution of this
Consent, Assignor, as lessee, is not in default or breach of the Lease, and no event has
occurred which with the passage of time or the giving of notice would constitute such a
breach or default.
Date 'f/; 5/0 1
APR 1 5 2009
4
By'
orge Neugent, M~or
ate: APR 1 ~ 2009
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MONROE COUNTY ATTORf\'EY
PROVED AS T F~:
, .C~
NATILEENE W. CASSE t
ASSISTANl COUNTY ATTGh.\!E Y
Date 3j ~09
EXHIBIT "A"
[Attach copy of Lease]
5
. ."
LEASE AGREEMENT
THIS AGREEMENT is made and entered Into by Monroe County, a political subdivision
of the State of Florida, whose address is 5100 College Road, Stocl< Island, Key West. FL
33040 (Lessor/County), and 'lTGI:?ea51~isIPff".'of Florida, Inc.. whose address is 1700 N.
Roosevelt Blvd., Key West, FL 33040 (Lessee/TCI).
The ceOtIDfY]!(jwrt;"a'.'f[dcf'of"fc:u'd"orf'lon~j"XeytFJorid~, which has previously been
leased by TCI and its predece~sors for use In connection with coble services provided
throughout Monroe County. '1.9~m:@j~~a'esi~'.fffof'Jnet1Coun'1Y~lease>>sclicrprbpertV'tCfTCP
~f,gr!f!bt!"'auratlon'ofItSexisting 'County franchIse:' Tt1erefore,fhe County 'arid TClagree as
..t~lIows:
, . PREMISES. The County leases to TCI the property described below:
A tract of land in a part of Government Lot 1,
Section 5, T. 65 S., R. 35 E., on Long Key, Monroe
County, Florido, and being more particularly
described by metes and bounds as follows:
Commencing at the centerline of U.S. Highway ~o.
1 and the Point of Curve of Station 24068 plus 96.1,
Florida Eest Coast Railway Right of Way and Trect
Map, bear northeasterly along the centernne of
U.S. Highway No. 1 for a distance of 330.22 feet to
a point; thence at right angles and southeasterly
for a distance of 50.0 feet to the point of beginning
of the tract of land hereinafter described, said
point of beginnIng also being on the southeasterly
right-of-way line of U.S. Highway No.1; from sold
point of beginning, continue bearing southeasterly
and ot right angles to U.S. Highway No.1 for a
distonce of 300.0 feet to a point; thence at right
angles and northeasterly for a distance of 300.0
feet to a point; thence at right angles and
northwesterly for a distance of 300.0 feet to 0 point
on the southeasterly right-of-way line of U.S.
Highway No.1: thence bear southwesterly along
the southeasterly right-of-way line of U.S. Highway
No.1 for a distance of 300.0 feet. bock to the point
of beginning.
2. TERM. Lessee shall have and hold the above described premIses for a term
commencing on March 9. 1995 and terminating on March 8.2010.
&4U~ RJI
3. RENTAL AMOUNT. lessee sholl pay lessor the sum of seven hundred fifty
dollars f$750.00) per month, payable on or before the ninth day of each month. The fee
shall be mode payable to Monroe County and paid to the Clerk at Monroe County
Courthouse, 500 Whitehead Street. Key West, FL 33040.
4. UTILITIES. Lessee shall promptly pay all gas, water, electric, cable, and any
other utifity charges which may become payable during the tenn of this lease for utilities
used by the Lessee on the prerY)ises.
5. MAINTENANCE AND REPAIRS. Lessee shall be responsible for all maintenance
and repairs on the premfses in accord with generally accepted business practices.
Lessee shall also be responsible for any of the premises damaged by the Lessee. its
officers, agents. and employees.
6. ALTERATIONS. lessee shall have the right to make any alterations In and to
the demised premises dUring the term of this lease upon first obtaining the written
consent thereto of the lessor, which consent shall not be unreasonqbly withheld.
7. RIGHT OF INGRESS AND EGRESS. Lessee shall have the right of ingress to and
egress from the premises described above.
8. HOLD HARMLESS AND INDEMNIFICATION. Lessee covenants and agrees to
indeml}lfy and hold harmless Monroe County Board of Commissioners from any and 011
claims for bodily injury (including death), personal injury, end property damage
(including property owned by Monroe County) and any other losses, damages, and
expenses (including attomey's fees) which arise out of, in connection with, or by reason
of the Lessee utilizing the property governed by this lease agreement. The extent of
liability is in no way limited to, reduced, or lessened by the insurance requirements
contained elsewhere within this agreement.
9. INSURANCE. The Lessee shall obtain, at its own expense. insurance as specified
below" The Lessee shall maintain the required Insurance throughout the entire term of this
2
lease agreement. Failure to comply with this provision may result in the immediate
termination of the lease agreement and the retum of all property owned by the County.
The Lessee shall provide to the County as satisfactory evidence of the required
insurance. a Certificate of Insurance. All insurance poncies must specify that they are
not subject to cancellation, non-renewal, material change. or reduction in coverage
unless a minimum of thirty (30) days prior notification is given to the County by the insurer.
The acceptance and/or apprc:;>val of the Lessee's Insurance sholl not be construed as
relieving the Lessee from any liability or obligation assumed under this contract or
imposed by law.
The Lessee shall maintain General Liability Insurance throughout the life of the
contract and include, as a minimum:
· Premises Operations
... Products and Completed OperatIons
... Blanket Contractual LiabRity
III Personal Injury Liability
II< Expanded Definition of Property Damage
'" Fire Legal Liabllfty (with llmits equal to the
fair market value of the leased property)
The minimum limits acceptable shall be $300.000 Combined Single Limit (CSl) If spilt
limits are provided, the minimum limits acceptable shall be $100,000 per person, $300,000
per occurrence, and $50.000 property damage.
An Occurrence Form policy is preferred. If coverage is provided on a Claims Mode
policy, its provisions should include coverage for claims filed on or after the effective
date of this contract. In addition. the period for which claims may be reported should
extend for a minimum of twelve (12) months follOWing. the termination of the lease
agreement.
The Monroe County Boord of County Commissioners will be included os II Additional
Insuredtl on all policies issued to satisfy the above requirements.
3
Any deviations from these General Insurance Requirements must be requested in
writing on the County prepared form entitled II Request for Waiver of Insurance
Requirements" and approved by Monroe County Risk Management,.
10. INJURY OR DAMAGE TO PROPERTY ON PREMISES. Lessee shall be responsible
for 011 property of any kind that may be on the premises during the term of this lease,
and, except for any negligence of the lessor, the Lessor shall not be liable to the Lessee
or any other person for any injury, loss or damage to property or to any person on the
premises. In the event that the demised premises or a major part thereof are destroyed
by storm or other casualty, the Lessor may, at its option, forthwith restore the demised
premises at its own cost and expense. Rental thereon will cease until the completion of
such restoration. If the demised premises cannot, after such casualty. be restored within
ninety (90) days. Lessee may terminate the lease, upon giving written notice to Lessor.
11. EXPtRA TION OF TERM. At the expiration of the term of this lease. the Lessee
shall peaceably yield up to the lessor the demised premises in good and tenantable
repair. It is understood and agreed that the lessee shall have the right to remove from
the premises 011 personal property of the Lessee and all fixtures, machinerY. equipment.
appurtenances. and appliances placed or installed on the premises by lessee. provided
tha1 the Lessee restores the premises to as good 0 stete of repair as they were prior to the
removal. lessee shall be SOlely responsible for any hazardovs materials on the premise~.
12. SUBLEASE At'JD ASSlGNMEhlT. The Lessee shall nol su!:>ie1 or assign aJ: or any pari
of the demised premises without prior written consent of the Lessor. provided. however.
that lessee may assign the lease to an affiliate of Lessee without such consent upon
giving notice to lessor of the assignment.
13. SUCCESSORS AND ASSIGNS BOUND BY COVENANTS.
All the covenants.
stipulations and agreements herein shall extend to and bind the legal representatives.
successors and assigns of the respective parties hereto.
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14. WAIVER.
The waiver by the Lessor of any breach of this lease by the Lessee
shall not be construed as a waiver of any subsequent breach of any duty or covenant
Imposed by this lease.
15. EARLY TERMINATION.
The County shall have the right. upon giving thirty (3D)
calendar days written notice to the Lessee of its intent to terminate this Agreement due to
a breech of any of the Lessee's covenants under this Agreement. unless the Lessee sholl
correct the default or breac~ within that thirty (30) day period. Either party may
terminate this lease without cause upon giving ninety (90J days written notice to the
other party.
16. RIGHT OF INSPECTION.
The County may enter upon the premises now or
hereafter leased to Lessee at any reasonable time for any purpose necessary, incidental
to. or connected with the performance of Its obligations hereunder. or in the exercise of
its governmental functions.
17. NOTICE.
Notices to the parties shall be sent by certified mail. postage
prepaid. and addressed to the following:
FOR COUNTY:
Mayor and Chairman of the
Board of County Commissioners
Monroe County Courthouse
P.O. Box 1680
Key West. FL 33040
18. TAXES AND ASSESSMENTS.
FOR LESSEE:
TCI Cablevision of
Florida, Inc.
General Manager
1700 N. Roosevelt Blvd.
Key West. Fl 33040
COPY TO:
Tel Southeast, Inc.
Legal Deportment
2204 lakeshore Drive
Suite 325
Birmingham, AL 35209
Lessee shall pay all taxes and assessments which
may be lawfully levied by a dUly constituted taxIng body with respect to the demised
premises.
19. SURRENDER OF POSSESSION. Upon the expiration or other termination of this
lease or any renewal thereof. lessee's right to use the premises. facilities. rights. licenses,
services and priVileges herein leased shall cease and Lessee shall forthwith upon such
expiration or termination surrender same in good repair.
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20. DISCRIMINATION. The Lessee, In exercising any of the rights or privileges
herein granted to Lessee, shall not discriminate or permIt discrfmination against any
person or groups of persons on the grounds of race, color, sex, age, national origin, or
any other basis prohibited by law.
21. RENEWAL The Lessee is hereby granted the option to renew this lease If Lessee
obtains a franchise renewal uP9n renegotiated terms and conditions. If Lessee desires to
renew this lease under the provisions of this article. if shall give lessor written notice
thereof not less than ninety (90) days prior to the expiration of the term. Upon receipt of
notice of Lessee I s intent to renew, County shall commence negotiations with Lessee.
Both parties shall negotiate new terms and conditions in good faith. This renewal option
shall not be available if the County does not grant a new franchise to lessee.
22. AS IS. The Lessee accepts the property in lias-is" condition and County shall
not be obligated to repair, maintain, or renovate same.
23. GOVERNING LAWNENUE. This lease shall be govemed and construed in
accordance with the laws of the State of Florida. The venue on any action in this lease
shall be laid in Monroe County, Florida, and any action to determine the rights or
obligations of the parties shall be brought in the Sixteenth Judicial Circuit Court.
24. NO REPRESENTATION. County makes no representation, warranty,
guarantee, or averment of any kind whatsoever concemlng the physical condition of
the premises at the commencement of this term, and It is agreed that County will not be
responsible for any loss, damage, or cost which may be incurred by Lessee by reason of
any such physical condition.
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. I
· -;, 1 ' .0 \.. J
{TCI/Long Key Lease}
the day end year first above written.
IN WITNESS WHEREOF, the parties hereto have caused this lease to be executed as of
( SEAL)
ATTEST: DANNY L. KOLHAGE, CLERK
By:
(SEAL)
ATTEST:
By. ~/$~
Arthur Q. Dobel
A.ss~stant Secretary
aa/contracts/tcilong.
BOARD OF COUNTY COMMISSIONERS
OF MONROE COUNTY, FLORIDA
~,.~
B .,.'-; .;7./\
Mayor/~nafrman
TCI CABLEVISION OF FLORIDA, INC.
By:~{:'t/ib~~;"
Title: Exeo Itlv- Vice President
7
ACORD„, CERTIFICATE OF LIABILITY INSURANCE IDATE(MM/DD/YYYY)s/la/loos
PRODUCER (305)247-5121 FAX: (305)248-8543 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
T.R. Jones & Company HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
1780 N Krome Avenue ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Homestead FL 33030 INSURERS AFFORDING COVERAGE NAIC#
INSURED INSURERA:American Empire Surplus
Teloom Systems, Ltd. INSURER a:Hartford Underwriters Ins 30104
450 NE 1st Road INSURERC:Firemans Fund
' INSURERD:BusinessFirst Ins Co . 11697
Homestead FL 33030-6134 INSURERE:
COVERAGES
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.
AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR ADD'L POLICY EFFECTIVE POUCY EXPIRATION UMtTS
LTR)NSRQ TYPE OF INSURANCE POUCY NUMBER DATE(MMIDDIYY) ,DATE(MMIDDJYY)
GENERAL UABIUTY EACH OCCURRENCE $ 1,000,000
X COMMERCIAL GENERAL LIABILITY DAMAGE TO(RENTED $ 100,000
PREMISES occurrence)
A CLAIMS MADE a OCCUR 8CG45012 7/6/2008 7/6/2009 MED EXP(Any one person) S 5,000
PERSONAL&ADVINJURY $ 1,000,000
GENERAL AGGREGATE $ 2,000,000
—
GEM_AGGRE�GA�TE 1 I I LIMIT APPLIES PRODUCTS-COMPIOP AGG $ Included
X 1 POLICY I 17P& LOC
AUTOMOBILE UABILITY COMBINED SINGLE LIMIT $ 300,000
(Ea accident)
X ANY AUTO
B ALL OWNED AUTOS 21 UEC L804B6 10/9/2008 10/9/2009 BODILY INJURY S
— (Per person)
SCHEDULED AUTOS
HIRED AUTOS BODILY INJURY $
`— NON-OWNED AUTOS (Per accident)
— . . ' PROPERTY DAMAGE S
(Per accident)
GARAGE LIABIUTY AUTO ONLY•EA ACCIDENT S
ANY AUTO C.----.- .._ - I ' ' I OTHER THAN PA ACC S
AUTO ONLY: AGG $
EXCESSIUMBRELLAUABIUTY EACH OCCURRENCE S 2,000,000
jJOCCUR 0 CLAIMS MADE AGGREGATE S 2,000,000
S
C DEDUCTIBLE - SSE00081070997 7/6/2008 `7/6/2009 $
RETENTION S y�gTq�(� 7H S
D WORKERS COMPENSATION AND X,TORY IIMITS I IOER
EMPLOYERS'LIABILITY E.L.EACH ACCIDENT $ 500,000
ANY PROPRIETORIPARTNER,EXECUTIVE
OFFICER/MEMBEREXCLUDED? 521-00747 7/8/2008 7/8/2009 E.L.DISEASE-EA EMPLOYEES 500,000
Byes.describe under SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT S 500,000
_ .
OTHER
DESCRIPTION OF OPERATIONSILOCATIONSNEHICLESJEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
Cartifoate Bolder is Additional Insured with reapeata to: Spa 5 Tap 65 Rng 35e, Part Of Gov't Lot 1„ Long Key,
Florida
CERTIFICATE HOLDER CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
Monroe County BOCC EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL
Maria Slavik 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,BUT
1100 Simonton Street FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR UABILITY OF ANY KIND UPON THE
Room 268
Key West, FL 33040 INSURER ITS AGENTS OR REPRESENTATIVES.
AUTI{ORREDREPRESENTATIVE
L. Alan Lund (AOR) JG
ACORD 25(2001108) 0 ACORD CORPORATION 1988
Oonn1M7
I IJRA9S rmne%mi.