Consignment Agreement - Insurance Requirements
The parties expressly agree that the following insurance policy(ies)requirements are specifically incorporated by reference into and made a part of: (i)Section 6.6 of the Terms and Conditions of Sale – Consignment (“Consignment Terms”), which is incorporated into and made a part of that certain Consignment Term Sheet (“Term Sheet”) executed by Customer and Anixter; and (ii) any other agreement executed by Anixter Inc., Anixter Canada Inc., or any its subsidiaries and affiliates, that specifically references these insurance requirements (collectively, “Agreement”). Any capitalized terms used herein and not defined shall have the meeting set forth in the Consignment Terms, the Term Sheet or the Agreement, as applicable.
1. Customer/Consignee shall procure and maintain the following insurance policy(ies) requirements during the term of the applicable Term Sheet or the Agreement. In addition, Customer/Consignee shall bear fully the entire risk for any losses of, or damage to the Consigned Material including, if applicable under an SOW, Assets/Equipment while in Customer/Consignee’s possession. Customer/Consignee, at its expense, shall insure the Consigned Material for the benefit of Anixter/Consignor against all risks of loss, including flood and earthquake coverage, in an amount to cover the Consigned Material stored and maintained at Customer/Consignee’s location(s) in accordance with the Term Sheet or Agreement, as applicable. Additionally, if applicable under the SOW, Customer/Consignee shall be responsible for damage to the Assets/Equipment as a result of their negligence or willful misconduct. Prior to Anixter/Consignor commencing any work under the Term Sheet or Agreement, as applicable, Customer/Consignee shall provide certificates of insurance for the Consigned Material certifying the following coverage:
a) Property Insurance:
Customer/Consignee shall maintain All Risk property insurance coverage, including flood and earthquake coverage, for Anixter/Consignor property that is in their care, custody or control.
Anixter Inc. or Anixter Canada Inc. (as applicable)shall be named a loss payee on such policy pertaining to the Consignment Material stored and maintained at Customer/Consignee’s location(s) in accordance with the Term Sheet or Agreement, as applicable, to the extent of Anixter/Consignor insurable interest.
b) Commercial General Liability:
Customer/Consignee shall have and maintain Commercial General Liability Insurance, including Products/Completed Operations coverage, subject to the following minimum limits: $1,000,000 per occurrence and $1,000,000 in the aggregate for bodily injury and property damage. Such policy will be written on an occurrence basis.
c) Workers’ Compensation Insurance:
Customer/Consignee shall have and maintain Workers’ Compensation Insurance in accordance with the statutory limits. In addition, Employer’s Liability Insurance with a minimum limit of at least $1,000,000 for each accident or employee disease shall be maintained.
d) Excess Liability Insurance:
Coverage limits of at least $1,000,000 shall be maintained and coverage shall follow form of the underlying liability insurance policies.
2. Anixter Inc. or Anixter Canada Inc. (as applicable), its subsidiaries, divisions, employees and affiliates shall be named as additional insured on the above liability insurance policies, but any additional insured coverage shall be limited to the extent of the indemnities and liabilities contractually assumed by Customer/Consignee under the Term Sheet or Agreement, as applicable. The above insurance policies shall be primary and Anixter/Consignor’s insurance shall be excess and noncontributory. Said certificates shall contain a waiver of subrogation in favor of Anixter/Consignor. The limits of liability can be satisfied with a combination of the primary policy and an Excess/Umbrella Policy. The insurance obligations in this agreement are minimum requirements and do not, in any way, limit or relieve Customer/Consignee of any liability.
3. The required insurance policies must be written by a Customer/Consignee licensed to do business in the state or jurisdiction where the Consigned Material shall be stored and the insurance carrier should have an A.M. Best rating of A-VIII or better. Anixter/Consignor shall be listed as applicable as a certificate holder as follows:
2301 Patriot Boulevard
Glenview, IL 60026-8020 USA
Attn: Fran Nemeth
Anixter Canada Inc.
200 Foster Crescent,
Mississauga, Ontario L5R 3Y5 Canada
Attn: Fran Nemeth
The Customer/Consignee shall not cause any insurance to be cancelled or permit any insurance to lapse. Customer/Consignee shall be responsible for providing Anixter/Consignor with a written thirty (30) day notification should any of the above described policies be cancelled or be materially altered before the expiration date thereof. Neither Anixter/Consignor’s failure to obtain, nor Anixter/Consignor’s receipt of, or failure to object to a non-complying insurance certificate or endorsement, or any other insurance documentation or information provided by Customer/Consignee, its insurance broker(s) and/or insurer(s), shall be construed as a waiver of any of the required insurance provisions. If the use of Assets/Equipment are included in the SOW, Customer/Consignee will indemnify and hold Anixter/Consignor harmless against any damages and claims (including reasonable attorneys’ fees) (a) for personal injury or property damage arising under or in connection with the Term Sheet or Agreement, as
applicable, and (b) arising out of the use by Customer/Consignee, its agents or employees of the Assets/Equipment or any part thereof in a manner not authorized under the Term Sheet or Agreement, as applicable.
Effective as of September 1st, 2016