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Dr. Howard Michaels - 2014 Agreement for EMS ServicesAGREEMENT FOR SERVICES (For contracts over $5,000) This AGREEMENT made this 1st day of May, 2014, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: Dr. Howard Michaels, having a principal place of business at 5875 Killarney Circle San Jose, CA 95138. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on July 1, 2014 and will continue in effect through June 30, 2016 unless terminated in accordance with the provisions of Article 7 of this Agreement. ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONSULTANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULTANT is not an employee for state or federal tax purposes. CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY'S employees, including, without limitation, disability or unemployment insurance, workers' compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONSULTANT shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT A. Specific Services CONSULTANT agrees to: Perform the services as outlined in Exhibit "A" ( "Specific Provisions ") and Exhibit `B" ( "Scope of Services "), within the time periods described in Exhibit "C" ( "Milestone Schedule "). B. Method of Performing Services CONSULTANT shall determine the method, details and means of performing the above - described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONSULTANT'S services. 4843 - 8575- 3109v2 _ 1 MDOLINGER104706083 C. Employment of Assistants CONSULTANT may, at the CONSULTANT'S own expense, employ such assistants as CONSULTANT deems necessary to perform the services required of CONSULTANT by this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONSULTANT'S assistants in the performance of those services. CONSULTANT assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding. D. Place of Work CONSULTANT shall perform the services required by this Agreement at any place or location and at such times as CONSULTANT shall determine is necessary to properly and timely perform CONSULTANT'S services. ARTICLE 4. COMPENSATION A. Consideration In consideration for the services to be performed by CONSULTANT, CITY agrees to pay CONSULTANT the amounts set forth in Exhibit "D" ( "Payment Schedule "). In no event however shall the total compensation paid to CONSULTANT exceed the amount set forth in Exhibit "D ". B. Invoices CONSULTANT shall submit invoices for all services rendered. C. Payment Payment shall be due according to the payment schedule set forth in Exhibit "D ". No payment will be made unless CONSULTANT has first provided City with a written receipt of invoice describing the work performed and any approved direct expenses (as provided for in Exhibit "A ", Section IV) incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties. D. Expenses CONSULTANT shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by 4843 - 8575- 3109v2 _2 MDOLINGER104706083 CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against CONSULTANT and all other of CONSULTANT'S costs of doing business. CITY shall not be responsible for any expenses incurred by CONSULTANT in performing services for CITY, except for those expenses constituting "direct expenses" referenced on Exhibit "A." ARTICLE 5. OBLIGATIONS OF CONSULTANT A. Tools and Instrumentalities CONSULTANT shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONSULTANT is not required to purchase or rent any tools, equipment or services from CITY. B. Workers' Compensation CONSULTANT agrees to provide workers' compensation insurance for CONSULTANT'S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys' fees, arising out of any injury, disability, or death of any of CONSULTANT'S employees. C. Indemnification of Liability, Duty to Defend 1. As to professional liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys' fees, to the extent arising or resulting directly or indirectly from any willful or negligent acts, errors or omissions of CONSULTANT or CONSULTANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. 2. As to other liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys' fees, arising or resulting directly or indirectly from any act or omission of CONSULTANT or CONSULTANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. 4843 - 8575- 3109v2 MDOLINGER104706083 -3 D. Insurance In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability Insurance on a per occurrence basis, including coverage for owned and non -owned automobiles, with a minimum combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof, and (b) Professional Liability Insurance (Errors & Omissions) with a minimum coverage of $1,000,000 per occurrence or claim, and $2,000,000 aggregate; provided however, Professional Liability Insurance written on a claims made basis must comply with the requirements set forth below. Professional Liability Insurance written on a claims made basis (including without limitation the initial policy obtained and all subsequent policies purchased as renewals or replacements) must show the retroactive date, and the retroactive date must be before the earlier of the effective date of the contract or the beginning of the contract work. Claims made Professional Liability Insurance must be maintained, and written evidence of insurance must be provided, for at least five (5) years after the completion of the contract work. If claims made coverage is canceled or non - renewed, and not replaced with another claims -made policy form with a retroactive date prior to the earlier of the effective date of the contract or the beginning of the contract work, CONSULTANT must purchase so called "extended reporting" or "tail" coverage for a minimum of five (5) years after completion of work, which must also show a retroactive date that is before the earlier of the effective date of the contract or the beginning of the contract work. As a condition precedent to CITY'S obligations under this Agreement, CONSULTANT shall furnish written evidence of such coverage (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately above via a specific endorsement) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy terms. E. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONSULTANT under this Agreement may be assigned or subcontracted by CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion. F. State and Federal Taxes As CONSULTANT is not CITY'S employee, CONSULTANT shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges and agrees that: • CITY will not withhold FICA (Social Security) from CONSULTANT'S payments; • CITY will not make state or federal unemployment insurance contributions on CONSULTANT'S behalf, • CITY will not withhold state or federal income tax from payment to CONSULTANT; 4843 - 8575- 3109v2 MDOLINGER104706083 -4- • CITY will not make disability insurance contributions on behalf of CONSULTANT; • CITY will not obtain workers' compensation insurance on behalf of CONSULTANT. ARTICLE 6. OBLIGATIONS OF CITY A. Cooperation of City CITY agrees to respond to all reasonable requests of CONSULTANT and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONSULTANT'S duties under this Agreement. B. Assignment CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONSULTANT. Such assignment shall not release CONSULTANT from any of CONSULTANT'S duties or obligations under this Agreement. ARTICLE 7. TERMINATION OF AGREEMENT A. Sale of Consultant's Business/ Death of Consultant. CONSULTANT shall notify CITY of the proposed sale of CONSULTANT's business no later than thirty (30) days prior to any such sale. CITY shall have the option of terminating this Agreement within thirty (30) days after receiving such notice of sale. Any such CITY termination pursuant to this Article 7.A shall be in writing and sent to the address for notices to CONSULTANT set forth in Exhibit A, Subsection V.H., no later than thirty (30) days after CITY' receipt of such notice of sale. If CONSULTANT is an individual, this Agreement shall be deemed automatically terminated upon death of CONSULTANT. B. Termination by City for Default of Consultant Should CONSULTANT default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY'S option, may terminate this Agreement by giving written notification to CONSULTANT. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following: 1. CONSULTANT'S failure to professionally and /or timely perform any of the services contemplated by this Agreement. 2. CONSULTANT'S breach of any of its representations, warranties or covenants contained in this Agreement. CONSULTANT shall be entitled to payment only for work completed in accordance with the terms of this Agreement through the date of the termination notice, as reasonably determined by 4843 - 8575 -31090 _ 5 MDOLINGER104706083 CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C" which have been fully, competently and timely rendered by CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONSULTANT'S default in the performance of this Agreement or material breach by CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY may have, CONSULTANT shall reimburse CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant to this Agreement. C. Termination for Failure to Make Agreed -Upon Payments Should CITY fail to pay CONSULTANT all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONSULTANT, at the CONSULTANT'S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONSULTANT to CITY. D. Transition after Termination Upon termination, CONSULTANT shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONSULTANT shall cease such work as soon as it is safe to do so. CONSULTANT shall incur no further expenses in connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done toward completion of the services required hereunder, and shall act in such a manner as to facilitate any the assumption of CONSULTANT's duties by any new consultant hired by the CITY to complete such services. ARTICLE 8. GENERAL PROVISIONS A. Amendment & Modification No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto. B. Americans with Disabilities Act of 1990 Throughout the term of this Agreement, the CONSULTANT shall comply fully with all applicable provisions of the Americans with Disabilities Act of 1990 ( "the Act ") in its current form and as it may be amended from time to time. CONSULTANT shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation reasonable attorneys' fees, that may arise out of any violations of 4843- 8575- 3109v2 MDOLINGEM04706083 -6- the Act by the CONSULTANT, its subcontractors, or the officers, employees, agents or representatives of either. C. Attorneys' Fees If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorneys' fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. D. Captions The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. E. Compliance with Laws The CONSULTANT shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Without limiting the foregoing, CONSULTANT agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any potential subcontractor. F. Conflict of Interest CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONSULTANT and that no person associated with CONSULTANT has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement. G. Entire Agreement This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. 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 are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. 4843 - 8575- 3109v2 _�_ MDOLINGER104706083 No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY. H. Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict of laws provisions of any jurisdiction. The exclusive jurisdiction and venue with respect to any and all disputes arising hereunder shall be in state and federal courts located in Santa Clara County, California. I. Notices Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit "A ", Section V.H. but each party may change the address by written notice in accordance with this paragraph. Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after mailing. J. Partial Invalidity If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. K. Time of the Essence All dates and times referred to in this Agreement are of the essence. L. Waiver CONSULTANT agrees that waiver by CITY of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Executed at Gilroy, California, on the date and year first above written. CONSULTANT: CITY: Dr. Howard Michaels, M.D. OTY O GILROY By: Na e: Howard Michaels Name: m Haglund Title: Medical Director/ Consultant Title: City Administrator 4843 - 8575- 3109v2 _ MDOLINGER104706083 _g Social Security or Taxpayer Identification Number Approved as to Form ATTE�T�.� ' c City Attorney IL � Ci rk � S l�r u�rt� F�et S 4843 - 8575- 3109u2 MDOLINGE104706083 -9- EXHIBIT "A" SPECIFIC PROVISIONS PROJECT MANAGER CONSULTANT shall provide the services indicated on the attached Exhibit "B ", Scope of Services ( "Services "). (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONSULTANT agrees to assign Dr. Howard E. Michaels, who will act in the capacity of Project Manager, and who will personally direct such Services. Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to complete the Services in accordance with the terms of this Agreement. II. NOTICE TO PROCEED /COMPLETION OF SERVICE A. NOTICE TO PROCEED CONSULTANT shall commence the Services upon delivery to CONSULTANT of a written "Notice to Proceed ", which Notice to Proceed shall be in the form of a written communication from designated City contact person(s). Notice to Proceed may be in the form of e -mail, fax or letter authorizing commencement of the Services. For purposes of this Agreement, Fire EMS Division Chief shall be the designated City contact person(s). Notice to Proceed shall be deemed to have been delivered upon actual receipt by CONSULTANT or if otherwise delivered as provided in the Section V.H. ( "Notices ") of this Exhibit "A ". B. COMPLETION OF SERVICES When CITY determines that CONSULTANT has completed all of the Services in accordance with the terms of this Agreement, CITY shall give CONSULTANT written Notice of Final Acceptance, and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request this determination of completion when, in its opinion, it has completed all of the Services as required by the terms of this Agreement and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULTANT has not completed all of such Services as required by this Agreement, CITY shall so inform CONSULTANT within this two (2) week period. III. PROGRESS SCHEDULE The schedule for performance and completion of the Services will be as set forth in the attached Exhibit "C ". IV. PAYMENT OF FEES AND DIRECT EXPENSES Payments shall be made to CONSULTANT as provided for in Article 4 of this Agreement. 4843 - 8575- 3109v2 MDOLINGEM04706083 Direct expenses are charges and fees not included in Exhibit "B ". CITY shall be obligated to pay only for those direct expenses which have been previously approved in writing by CITY. CONSULTANT shall obtain written approval from CITY prior to incurring or billing of direct expenses. Copies of pertinent financial records, including invoices, will be included with the submission of billing(s) for all direct expenses. V. OTHER PROVISIONS A. STANDARD OF WORKMANSHIP CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONSULTANT'S representations and warranties regarding its skills, qualifications and licenses. CONSULTANT shall perform such Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Any plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well- organized, technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes. B. RESPONSIBILITY OF CONSULTANT CONSULTANT shall be responsible for the professional quality, technical accuracy, and the coordination of the Services furnished by it under this Agreement. CONSULTANT shall not be responsible for the accuracy of any project or technical information provided by the CITY. The CITY'S review, acceptance or payment for any of the Services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in accordance with applicable law for all damages to CITY caused by CONSULTANT'S negligent performance of any of the services furnished under this Agreement. C. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONSULTANT for the purpose of verifying any and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT shall maintain for a minimum period of three (3) years (from the date of final payment to CONSULTANT), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY's offices within five (5) business days after CITY's request. 4843 - 8575- 3109v2 _2_ MDOLINGER104706083 D. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or other information developed or received by or for CONSULTANT and all other written and oral information developed or received by or for CONSULTANT and all other written and oral information submitted to CONSULTANT in connection with the performance of this Agreement shall be held confidential by CONSULTANT and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an entity not connected with the performance of the such Services. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONSULTANT'S disclosure thereof) shall be deemed confidential. CONSULTANT shall not use CITY'S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of CITY. E. NO PLEDGING OF CITY'S CREDIT. Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. F. OWNERSHIP OF MATERIAL. All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain and use copies thereof subject to Section V.D of this Exhibit "A ". CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with the City project for which the Services are performed. However, CONSULTANT shall not be responsible for, and City shall indemnify CONSULTANT from, damages resulting from the use of said material for work other than PROJECT, including, but not limited to, the release of this material to third parties for work other than on PROJECT. G. NO THIRD PARTY BENEFICIARY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever. 4843 - 8575- 3109v2 _3 _ MDOLINGER104706083 H. NOTICES. Notices are to be sent as follows: CITY: City of Gilroy Fire Department 7070 Chestnut St. Gilroy, CA 95020 CONSULTANT: Howard Michaels 5875 Killarney Circle San Jose, CA 95138 I. FEDERAL FUNDING REQUIREMENTS. ❑ If the box to the left of this sentence is checked, this Agreement involves federal funding and the requirements of this Section V.I. apply. ® If the box to the left of this sentence is checked, this Agreement does not involve federal funding and the requirements of this Section V.I. do not apply. 1. DBE Program CONSULTANT shall comply with the requirements of Title 49, Part 26, Code of Federal Regulations (49 CFR 26) and the City- adopted Disadvantaged Business Enterprise programs. 2. Cost Principles Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost for individual items. 3. Covenant against Contingent Fees The CONSULTANT warrants that he /she has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this Agreement, and that he /she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. 4843 - 8575- 3109v2 _4_ MDOLINGER104706083 EXHIBIT "B" SCOPE OF SERVICES CONSULTANT is responsible for reviewing and providing input into the development of all operational policies and procedures that directly or indirectly impact patient care and shall provide the following services: 1. Provide medical control and oversight for the CITY'S EMS program, including but not limited to: a) Assisting the Program Manager in maintaining an EMS program consistent with state and national prevailing "standards of practice and care." b) Ensuring that the Gilroy Fire Department is providing care that is consistent with ALS and BLS scope of practice, including Enhanced Scope EMT Basics as outlined in state and county ordinances. C) Approving agency EMS policies, procedures and protocols. d) Establishing and monitoring all aspects of clinical performance. e) Evaluating operational policies and procedures to determine if they may have a negative impact on patient care and recommending the suspension of any operation or procedure that poses a risk to patients or personnel. f) Evaluating and acting on cases involving the certification/accreditation of EMS personnel including: i. Identification of employees who require guidance or further training in medically- related matters and submission of findings to the EMS Program Manager; and ii. Recommending appropriate action as to any employee function in a medical capacity within the EMS program. g) Participating in the development of hiring requirements and pre - employment screening procedures for new personnel. h) Performing ongoing evaluation of ALS and BLS program effectiveness by collecting and evaluating data, the relationship of process measurements to outcomes, resuscitation effectiveness, survival rates from cardiac arrest, and complication rates from procedures. i) Carrying out research and development in the field of pre - hospital care (e.g., medical procedures, medical techniques, medications, equipment, etc.) to help the EMS program improve its emergency service responses. j) Reporting on the clinical aspects of the quality of care being provided and identifying areas where improvement is needed k) Proposing bio- medical equipment enhancements and recommending equipment changes to ensure that the Fire Department remains "state of the art" in pre - hospital care and is compliant with County requirements. 4843 - 8575- 3109v2 MDOLINGER104706083 1) Responding to emergency incidents and /or assuming a medical command role in the Emergency Operations Center (EOC), when requested by the Fire Department. The CONSULTANT's obligations shall be limited to liaison or technical specialist, providing medical advice to the Incident Commander. 2. Provide medical control and oversight for CITY's Public Access Defibrillation program, including but not limited to: a) Assuring that Public Access Defibrillation programs managed by the City meets current American Heart Association Standards. b) Ensuring CPR and Public Access Defibrillator curriculum and instructor training program is consistent with American Heart Association Guidelines. c) Over site for Public Access Defibrillator Program as it is provided through the CITY. d) Developing methods for assuring that PAD providers report on a quality assurance /quality improvement plan as outlined by the American Heart Association. e) Collecting, storing, and analyzing, at a minimum, the following data related to the management of cardiac arrest patients, including: I. Patient data, including age, sex, whether arrest was witnessed or unwitnessed and initial cardiac rhythm; II. EMS system data, including estimated time from collapse to call for help, estimated time from collapse to initiation of CPR and ambulance response times; III. Defibrillation performance, including device operational effectiveness, time from arrival to initial defibrillation, time between defibrillation attempts, and IV. Patient outcome, including rhythm after each shock, return of pulse and /or spontaneous respiration in the field. 3. Provide medical control and oversight for CITY's Emergency Medical Dispatch System (EMDS), including but not limited to: a) Serving as liaison to Emergency Medical Dispatch Agency and County EMS b) Participate in the Development of a quality assurance /quality improvement plan. C) Perform control room observation, providing guidance regarding the application of protocols and participate in the tape review process. d) Make recommendations regarding changes to tiered response levels and protocols. e) Participate in the evaluation of EMDS program effectiveness. f) Promoting continuing dispatch education. 4. Design, evaluate, and administer a continuous quality improvement program (CQI) and a comprehensive quality assurance program (CQA). Specific to this task, CONSULTANT is responsible for determining that: a) Appropriate levels of medical training have been received in order to ensure competence of newly hired personnel. 4843 - 8575- 3109v2 _2 _ MDOLINGER104706083 b) Existing and proposed County and agency -based concurrent field and telecommunications evaluation processes are capable of identifying sub - optimal performance. C) Existing and proposed County and agency -based continuing medical education (CME) programs address agency needs for medical and operational training for both communications and field personnel. d) Existing and proposed County and agency -based retrospective review processes are capable of determining the delivery of appropriate pre - hospital medical care that is consistent with County and agency -based protocols and procedures. e) All complaints related to medical care or patient disposition receive medical investigation, evaluation, and response. f) The EMS Program Manager is advised in all matters related to the design and development of EMS quality management programs at the regional and County level. 5. Provide medical oversight of EMS curriculum development and education, including but not limited to: a) Providing recommendations regarding the adequacy of the EMS training program and in -house CME activities and content. b) Assisting with the design and implementation of the CME program in response to education and training needs. CONSULTANT will be used as an expert resource in the development of CME programs, and will ensure consistency with emerging pre - hospital "standards of practice." C) Initiating recommendations, assisting with the development of EMS Training Programs, and conducting in- service CME sessions. d) Making recommendations regarding specific training programs being considered or implemented. 6. Assist in the administration and support of the EMS program, including but not limited to: a) Providing input into the development of capital and operating budgets and participating in related public hearings, as directed. b) Providing medical input regarding allocation and deployment of EMS resources. C) Representing the Fire Department with the medical community to ensure that the practices of CITY and its personnel are satisfactorily meeting treatment and operational policies. d) Conducting orientations for Fire Department personnel relative to the elements of the EMS program. e) Assisting in making presentations to the City Council, its committees, and other government and private organizations. 4843 - 8575- 3109v2 _3 _ MDOLINGER104706083 7. Act as medical liaison between the Fire Department and Office of Emergency Services for the Weapons of Mass Destruction (WMD) program, and the Metropolitan Medical Task Force (MMTF) including: a) Providing medical oversight of HAZMAT procedures and MMTF exercises. b) Providing support for disaster planning and training. C) Providing MMTF triage support as requested by the Fire Department or the Office of Emergency Services. d) Performing ongoing evaluations of MMTF procedures, protocols, medical techniques and medications that facilitate emergency response to incidents involving weapons of mass destruction. 8. Provides for the purchase of medications necessary to provide ALS and BLS care through the Fire Department's EMS Program a) Maintains a DEA license independent of private practice for the purchase of Controlled Substances used in patient care. b) Purchases vaccines and medications as necessary to maintain the CITY'S occupational health program available on government contract. C) Provide for the purchase of medications through vendors as necessary for the EMS Program. The CONSULTANT shall be available in accordance with a work schedule approved by the EMS Program Manager, including but not limited to posted office hours. In addition, the CONSULTANT must be able to be contacted via cellular telephone, pager and e -mail. The CONSULTANT shall provide the EMS Program Manager a plan for the provision of his/her responsibilities in the event that the CONSULTANT is unavailable or unable to perform. The plan shall include a list of alternates to call in the event the CONSULTANT does not respond within 45 minutes to an emergency request or 90 minutes to a non - emergency request. For planned absences, the CONSULTANT shall arrange a specific contact from the list of alternates to provide continuous medical direction 4843 - 8575- 3109v2 _4_ MDOLINGER104706083 EXHIBIT "C" MILESTONE SCHEDULE There are no milestones. 4843 - 8575- 3109v2 _1 MDOLINGEM04706083 EXHIBIT "D" PAYMENT SCHEDULE Project Manager shall submit an invoice for services at least monthly if services are provided within a given month. The City shall review the invoice and process it for payment using the normal City accounts payable schedule. In consideration for the services performed by CONSULTANT, CITY agrees to pay CONSULTANT: Sixteen Thousand Five Hundred Dollars ($16,500) per year of this contract. 4843 - 8575- 3109v2 MDOLINGER104706083 DECLARATIONS POLICY NUMBER: r GCHSE2315 Attaching to and forming part of ALLIED HEALTH PROFESSIONAL LIABILITY INSURANCE This Insurance is effected with Certain UNDERWRITERS AT LLOYD'S OF LONDON (not incorporated). THIS IS A CLAIM&WADE PROFESSIONAL LIABILITY INSURANCE POLICY. PLEASE READ CAREFULLY. CA Surplus lines Tax & Fee Breakdown Item 1 Named Insured: HOWARD E. MICHAELS, M.D. Fee: Carrier $ 100.00 Mailing Address: 255 S. MONTGOMERY, SAN JOSE, CA 95138 3% State Tax: $ 16$.83 Item 2 Policy Period: .200% Stamping Fee: $ 11.26 Inception: 819/13 Termination: SA114 both days at 12.01 a.m, local standard time at the address shown in Item 1. above Item 3 Retroactive Date: 819105 Coverage shell apply only to those Claims reported pursuant to the berms and conditions of the Policy arising out of Professional Services desonW herein and performed subsequent to the data above, or an Accident happening after. Item 4 Limit of Liability: (a) PROFESSIONAL LIABILITY: $1,000,000 Each Claim $3,000,000 Aggregate - Includes Claims Expenses. Item 5 Deductible: $ !MO. 0 Each Clairn - includes Claims Expenses. Item 6 Premium: $ 5,531.00 The premiwn paid in respect of the entire Policy Period of b"urmrce phis taxes and fees as applicable, which shall be payable in full at inception of this Insurance as designated in item 2 of the Decimations Item 7 Notice Of Claim To: Mendes & Mount; UP 750 Seventh Avenue New York, NY 10019 -6829 Attn: James McGuire Item 8 Professional Services: Medical Director Item 9 Notice of Election: Recipient ofNotiee oflnsured's Cancellation, and Recipient ofNotice of Irsured4 intention to purchase Extended Reporting Period Coverage and premium for Extended Reporting Period Coverage: SHGINS Insurance Solutions, LLC 2948 Noioqul Avenue, #2 P. O. Box 411 Los Olives, California, 93441 USA Item 10 Service of Suit: Mendes & Mount (as above) SHGINS Insurance Solutions, LLC California Lic#OH05102 Issue date: October 29, 2013 h AuthorlSed- "^�ti Signatory: Declaration of SHGINS Insurance Solutions, LLC. Limited Binding Authority, Agreement No: B1179AO38413000 It is understood and agreed that any reference in the attached wording to "Policy" shall be deemed to read Certificate. MICHA -2 OP ID: RB CERTIFICATE OF LIABILITY INSURANCE E(MMIO 706104/2014 TE {MMtDDIYYW) 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 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 InsPro Agents & Brokers Ins. License #OB18019 4020 Moorpark Avenue, #104 San Jose, CA 95117 Inspro Agents &Brokers Ins Sery NAME: Rhonda Buck PHONE AX arc No Ext :408- 241 -0014 AIC, No : 408- 241 -0037 ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # wsURERA:Sentinel Insurance Co Ltd LIMBS INSURED Howard Michaels, M.D. 5875 Killarney Cir San Jose, CA 95138 INSURER B: COMMERCIAL GENERAL LIABILITY INSURER C: INSURER D INSURER E: EACH OCCURRENCE INSURER F : COVFRAtrFS 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 MAYHAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADOL INSD SUBR POLICY NUMBER POLICY EFF MMIDDIWY 0 C XP MMIDDIYYYY LIMBS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE a OCCUR 57SBANL5390 07/02/2014 07/02/2015 AMAGETO PREM SES (Ea occurrence) $ 300,000 MED EX.P (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY ❑ PRO JECT ❑ LOC PRODUCTS- COMP /OP AGG $ 2,000,000 OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ BODILY INJURY (Per person) $ ANY AUTO ALL OWNED SCHEDULED AUTOS NON�OWNED HIRED AUTOS AUTOS BODILY INJURY (Per accident) $ PROPERTY DAtAAGE (Per." ident $ $ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ HCLAIMS-IAADE AGGREGATE $ EXCESS LIAB DIED I I RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPPIETOR/PARTNERIF_XECUTIVE F] OFFICER/MEMBER EXCLUDED? NIA - FER OT STA T UTET I ER H E.L. EACH ACCIDENT $ E.L. DISEASE- EA EMPLOYEE $ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 701, Additional Remarks Schedule, may be attached if more space is required) City of Gilroy, it's Officers, Officials, and Employees are additional insured as required by written contract with respect to operations of the named insured per form SS00080405 attached. CERTIFICATE HOLDER CANCELLATION CITY -15 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Gilroy ACCORDANCE WITH THE POLICY PROVISIONS. Gilroy Fire Department 7070 Chestnut Street AUTHORIZED REPRESENTATIVE Gilroy, CA 95020 O 1988 -2014 ACORD CORPORATION. All rights reserved. m 0 0 M rn Ln a z C- En N O O 0 -x 90 This Spectrum Policy consists of the Declarations, Coverage Forms, Common Policy Conditions and any 53 other Forms and Endorsements issued to be a part of the Policy. This insurance is provided by the stock NL insurance company of The Hartford Insurance Group shown below. SBA INSURER: SENTINEL INSURANCE COMPANY, LIMITED ONE HARTFORD PLAZA, HARTFORD, CT 06155 COMPANY CODE: A THE Policy Number: 57 SBA NL5390 SC HARTFORD SPECTRUM POLICY DECLARATIONS ORIGINAL Named Insured and Mailing Address: HOWARD MICHAELS, M.D. (No., Street, Town, State, Zip Code) 5875 KILLARNEY CIRCLE SAN JOSE CA 95138 Policy Period: From 07/02/14 To 07/02/15 1 YEAR 12:01 a.m., Standard time at your mailing address shown above. Exception: 12 noon in New Hampshire. Name of Agent /Broker: INSPRO AGENTS & BROKERS INS SRVCS Code: 152163 Previous Policy Number: 57 SBA NL5390 Named Insured is: CORPORATION Audit Period: NON- AUDITABLE Type of Property Coverage: SPECIAL Insurance Provided: In return for the payment of the premium and subject to all of the terms of this policy, we agree with you to provide insurance as stated in this policy. TOTAL ANNUAL PREMIUM IS: $500 MP R Countersigned by! L__— Authozed Repr entative Date Form SS 00 02 12 06 Page 001 (CONTINUED ON NEXT PAGE) Process Date: 04/18/14 Policy Expiration Date: 07/02/15 TT\TGTTRF.n rnpv r- 00 rn 0 Ln 0 0 M M Ln a z Ln N 0 0 H 0 4C SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: 57 SBA NL53 9 0 Location(s), Building(s), Business of Named Insured and Schedule of Coverages for Premises as designated by Number below. Location: 001 Building: 001 PROPERTY OPTIONAL COVERAGES APPLICABLE LIMITS OF INSURANCE TO THIS LOCATION STRETCH COVERAGES FORM: SS 04 08 THIS FORM INCLUDES MANY ADDITIONAL COVERAGES AND EXTENSIONS OF COVERAGES. A SUMMARY OF THE COVERAGE LIMITS IS ATTACHED. LIMITED FUNGI, BACTERIA OR VIRUS COVERAGE: FORM SS 40 93 THIS IS THE MAXIMUM AMOUNT OF INSURANCE FOR THIS COVERAGE, SUBJECT TO ALL PROPERTY LIMITS FOUND ELSEWHERE ON THIS DECLARATION. INCLUDING BUSINESS INCOME AND EXTRA EXPENSE COVERAGE FOR: Form SS 00 02 12 06 Process Date: 04/18/14 $ 50,000 30.DAYS Page 003 (CONTINUED ON NEXT PAGE) Policy Expiration Date: 07/02/15 SPECTRUM POLICY DECLARATIONS (Continued) POLICY NUMBER: 57 SBA NL5390 BUSINESS LIABILITY LIABILITY AND MEDICAL EXPENSES MEDICAL EXPENSES -ANY ONE PERSON PERSONAL AND ADVERTISING INJURY DAMAGES TO PREMISES RENTED TO YOU ANY ONE PREMISES AGGREGATE LIMITS PRODUCTS - COMPLETED OPERATIONS FORM SS 05 09 GENERAL AGGREGATE BUSINESS LIABILITY OPTIONAL COVERAGES HIRED /NON -OWNED AUTO LIABILITY Form SS 00 02 12 06 Process Date: 04/18/14 LIMITS OF INSURANCE $1,000,000 $ 10,000 $1,000,000 $1,000,000 $2,000,000 $2,000,000 $1,000,000 Page 005 (CONTINUED ON NEXT PAGE) Policv Fxniratinn nate. 07/1 G & 0 INS SERVICES 820 PARK ROW #618 SALINAS, CA 93901 646107 17709 1 AT 0.406 PPACS01C 069 017709 Named insured HOWARD E MICHAELS 5875 KILLARNEY CIRCL JAN JOSE, CA 95138 ��II���II�I11111111" �I�II" I��I III IIIII Jill II I III I, Commercial Auto Insurance Coverage Summary This is your Declarations Page Your coverage has changed PR98RFff1UFq Policy number: 04320437 -4 Underwritten by: United Financial Casualty Company August 15, 2014 Policy Period: Sep 1, 2013 - Sep 1, 2014 Page 1 of 3 progressiveagent.com Online Service Make payments, check billing activity, print policy documents, or check the status of a claim. 1- 831 - 998 -7856 G & 0 INS SERVICES Contact your broker for personalized service. 1- 800 - 444 -4487 For customer service if your broker is unavailable or to report a claim. Your coverage began on September 1, 2013 at 12:01 a.m. This policy expires on September 1, 2014 at 12:01 a.m. 1 his coverage summary replaces your prior one. Your insurance policy and any policy endorsements contain a full explanation of your coverage. The policy limits shown for an auto may not be combined with the limits for the same coverage on another auto, unless the policy contract allows the stacking of limits. The policy contract is form 6912 (06/10). The contract is modified by forms 2852CA (09/06), 4757 (03/05), 1198 (01/04), 8610 (05/09), Z311 (11/07), Z313 (05/07), 4852CA (10/04), 4881 CA (12/04) and Z228 (01111) The named insured organization type is a sole proprietorship. Policy changes effective August 14, 2014 ............................................................................................................................................ ............................... Premium change: $0.00 .............................................................................................................................................. ............................... Changes: The mailing address information has changed. The changes shown above will not be effective prior to the time the changes were requested. Continued Form 6489 CA. (06110) Outline of coverage Liability Description Limits ............................... ............................................................... Liability To Others ............................... . ....... Bodily Injury and Property Damage Liability .................................................................................................... $1,000,000 combined single limit ............................... Uninsured /Underinsured Motorist $1,000,000 combined single limit ............................. . .......................................................... Uninsured Motorist Property Damage ...................................................................................................... ............................... . ............. Rejected ............................... Medical Payments .................................................... ............................... $5,000 each person . ................... I............................. Comprehensive Premium . See Auto Coverage Schedule ...................................................................................................... Limit of liability less deductible ............................... Collision $230 See Auto Coverage Schedule ............. ........................................................... Limit of liability less deductible . ........ I ........... I............ Rental Reimbursement Roadside Limit See Auto Coverage Schedule ...................................................................................................... ............................... Roadside Assistance . ........... $43 See Auto Coverage Schedule I....... $20 Subtotal policy premium Max $900 ................................... ............................... . California Vehicle Assessment Fee ........................ I ......................................... .. ..... . ...... . ..................... I ......................... , ....................................... Fees ............................... ...................................................................................................... Total 12 month policy premium and fees ............................... Rated driver 1. HOWARD E MICHAELS Auto coverage schedule 1. 2004 Lexus GX 470 VIN: JTJBT20X640033564 Policy number: 04320437 -5 HOWARD E MICHAELS Page 2 of 3 20 $1,499.00 ............ 1.75 .........................100.00 ... ............................... $1,600.75 Actual Cash Value (plus $2,000.00 Permanently Attached Equip) Garaging Zip Code: 95012 Radius: 200 Liability Liability LIMNIM BI Med Pay Premium $884 .................. $168 .......I....................... $33 Physical Damage Comp Deductible Comp Premium Collision Deductible Collision Premium Premium . ..... ....... ......... $500 .................... $121 I .... I......................... $500 $230 Other Coverages Rental Limit Rental Premium Roadside Limit Roadside Premium Premium ...... .... ... . .......... $30 per day . ........... $43 ... ......................... Selected I....... $20 Max $900 Premium discounts Policy .................... ......................... . .................................... I............................ 04320437 -5 Business Experience and Paid In Full Additional Insured information ........................................................................................................ ............................... 1 Additional Insured CITY OF GILROY 7351 ROSANNA ST GILROY, CA 95020 ....... ............................... . ........... ..... ........................................... ... ...... ............................ 2, Additional Insured S SANTA CLARA FIRE 15670 MONTEREY MONGAN HILL, CA 95037 Form 6489 CA (06/10) Auto Total $1,499 Continued O 0 0 0 0 s U 0 a CL 3. Additional Insured 4. ....................... Additional Insured 5. ....................... Additional Insured 6. ....................... Additional Insured Company officers President Fonn 6489 CA (06/10) Policy number: 04320437 -5 HOWARD E MICHAELS Page 3 of 3 ........................... CITY OF MILPITAS 455 E CALAVERAS MILPITAS, CA 95035 ................................................... ............................... CITY OF SAN JOSE 1661 SENTER AVE SAN JOSE, CA 95112 ................................................... ............................... CTY OF SNTA CLRA FD 777 BENTON ST SANTA CLARA, CA 95050 ..................................... ............................... ............. CITY OF MT VIEW FD 1000 VILLA ST MT VIEW, CA 94041 Secretary u� Robert Varich 1125 Saratoga Ave San Jose CA 95129 ✓ Verify the information listed in the Policy Declarations. ✓ Please call if you have any questions. ✓ Now you can pay your premium before your bill is issued - visit allstate.com or call 1-800-Allstate 19. I' III' �' I����Irl����ll�' I' III��II�IIII1� 'I�IIII "I�I'�"III�II�I� Howard & Jane Michaels 5875 Killarney Cir San Jose CA 95138 -2347 A new policy period is about to begin. Here are your renewal materials. We're pleased to once again offer you the opportunity to continue your policy for another year. Your Allstate Insurance Company Personal Umbrella policy is just one of an array of products we offer to meet a wide variety of insurance needs, and we appreciate your business. Your policy documents are inside. You'll find listed on the enclosed Policy Declarations your coverages, limits, deductibles, premiums, and any discounts you may have. As you read these materials, it would be a good idea to consider whether anything needs updating. We'd be happy to help you make sure that your insurance stays current with any changes in your life. (over) iPROP nifiiiiiiiiiiiii � -.. ...- Renewing your policy is easy. Here's what will happen and what you'll need to do before the beginning of your next policy period. • Please carefully check your Policy Declarations to make sure it accurately reflects your information and the choices you've made. Get in touch with your agent right away if there's anything you'd like to change. • Keep an eye out for your bill, which will include information on payment options. • If you're paying your premium using the Allstate Easy Pay Plan, you will not receive a bill. Instead, we'll send you a statement detailing your withdrawal schedule for the policy period. • Carefully read all enclosed materials and store these documents with your other important papers. Keep in mind that the policy documents included may change each time you receive a renewal offer — please read them to make sure you know about any important information or changes related to your insurance. We're here to help you. Feel free to call your agent at (408) 257-1234. Or take advantage of the online services at allstate.com, where you can view account information or check claim status by registering at the Allstate Customer Care Center. Remember, insurance is not only protection for today. It helps pave the way to a financially secure future. We're glad you're with us. Thomas J. Wilson President, Allstate Insurance Company 1401095304310 41082280 Allstate Insurance Company See the Important Payment and Coverage Information section for details about installment fees. ✓ Premium includes a charge for 3 automobiles Page I iodiiiiiiiiiiiiiiiiamminiiiiniiiiimiisua � —.. ._. RENEWAL Personal Umbrella Policy Declarations Summary NAMED INSURED(S) YOUR ALLSTATE AGENT IS: CONTACT YOUR AGENT AT: Howard & Jane Michaels Robert Varich (408) 257 -1234 5875 Killarney Cir 1125 Saratoga Ave San Jose CA 95138 -2347 San Jose CA 95129 POLICY NUMBER POLICY PERIOD PREMIUM PERIOD 9 14 698196 02/24 Begins on Feb. 24, 2014 Feb. 24, 2014 to Feb. 24, 2015 Ends on Feb. 24, 2015 at 12:01 a.m. Pacific Time Total Premium for the Premium Period (Your bill will be mailed separately) Excess Liability $794.00 Dwelling(s) Rented to Others $23.00 TOTAL $817.00 See the Important Payment and Coverage Information section for details about installment fees. ✓ Premium includes a charge for 3 automobiles Page I iodiiiiiiiiiiiiiiiiamminiiiiniiiiimiisua � —.. ._. Allstate Insurance Company Policy Number: 9 14 698196 02/24 Your Agent: Robert Varich (408) 257.1234 For Premium Period Beginning: Feb. 24, 2014 REQUIRED UNDERLYING INSURANCE LIMITS COVERAGE REQUIRED UNDERLYING LIMIT Residence /Farm Premises $300,000 Residence /Farm Employees $300,000 (Bodily Injury or Property Damage Liability or Single Limit Liability) $100,000 Additional Dwelling Rented to Others $300,000 (Bodily Injury or Property Damage Liability or Single Limit Liability) $300,000 Incidental Office, Private School or Studio $300,000 Bodily Injury or Property Damage Liability or Single Limit Liability (This coverage may be maintained as part of your Comprehensive Personal Liability, Homeowners Liability Insurance or similar package policy) $300,000 Automobiles Bodily Injury Liability $250,000 each person or similar package policy) $500,000 each accident Property Damage Liability $100,000 Or Single Limit Liability $500,000 For each Automobile you own, maintain or use Recreational Motor Vehicles Bodily Injury Liability $100,000 each person $300,000 each accident Property Damage Liability $100,000 Or Single Limit Liability $300,000 Watercraft Bodily Injury Liability $100,000 each person $300,000 each accident Property Damage Liability $100,000 Or Single Limit Liability $300,000 For each Watercraft 26 feet or more in length, or powered by one or more outboard motor with more than 25 total horsepower, or which has total motor power of more than 50 horsepower. For Boats not described above: Single Limit Liability $300,000 (This coverage may be maintained as part of your Comprehensive Personal Liability, Homeowners Liability Insurance or similar package policy) Information as of Page 2 January 9, 2014 CA088RB0 Allstate Insurance Company Policy Number: 9 14 698196 02/24 Your Agent: Robert Varich (408) 257 -1234 For Premium Period Beginning: Feb. 24, 2014 POLICY COVERAGES AND LIMITS OF LIABILITY COVERAGES LIMITS OF LIABILITY Excess Liability $5,000,000 each occurrence (EXCESS INSURANCE FOR LIABILITY TO THIRD PARTIES ONLY) Your Policy Documents Your Personal Umbrella policy consists of this Policy Declarations and the documents listed below. Please keep these together. Personal Umbrella Policy form AP128 - California PUP Amendatory End. form AP1310 CA Pers Umbrella Policy Amend End form AP2306 -1 Important Payment and Coverage Information Please note: This is not a request for payment. Your bill will be mailed separately. If you decide to pay your premium in installments, there will be a $3.50 installment fee charge for each payment due. If you make 6 installment payments during the policy period, and do not change your payment plan method, then the total amount of installment fees during the policy period will be $21.00. If you are on the Allstate ® Easy Pay Plan, there will be a $1.00 installment fee charge for each payment due. if you make 6 installment payments during the policy period, and remain on the Allstate ® Easy Pay Plan, then the total amount of installment fees during the policy period will be $6.00. If you change payment plan methods or make additional payments, your installment fee charge for each payment due and the total amount of installment fees during the policy period may change or even increase. Please note that the Allstate Easy Pay Plan allows you to have your insurance payments automatically deducted from your checking or savings account. IN WITNESS WHEREOF, Allstate has caused this policy to be signed by two of its officers at Northbrook, Illinois, and if required by state law, this policy shall not be binding unless countersigned on the Policy Declarations by an authorized agent of Allstate. Thomas J. Wilson President MWM � 00.(Ak Mary J. McGinn Secretary PROP IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII -�.. ._.. Allstate Insurance Company Policy Number: 914 698196 02/14 Your Agent: Robert Varich (408) 257 -1234 For Premium Period Beginning: Feb. 24, 2014 POLICY PROVISIONS: Rates, Policy Forms and Payment of Premiums: Applicable only with respect to policies issued on a continuous basis. 1. The rates and policy forms in effect for the company upon the inception date of the insurance evidenced hereby, and upon each successive anniversary date, shall apply. 2. The phrase "Policy Period" as used in the policy shall be deemed to mean that period of time while the applicable coverage of the policy is in force. 3. The named insured shall pay the required premium in advance of each successive premium period, and upon notice of interim amendments. IMPORTANT NOTICE CONCERNING THE INSURANCE YOU MUST MAINTAIN (Not a part of the Policy) Please read the following provisions of the policy carefully: (1) Required Underlying Insurance It establishes the types of insurance and the limits you must maintain. If, during the policy period, additional liability exposures exist, check the list of Required Underlying Insurance on the policy declarations and secure any needed underlying coverage and limits. In the event that you fail to maintain the Required Underlying Insurance you may be required to personally incur or expend substantial sums of money for your legal defense and for payment of damages, and with respect to which Allstate has no obligation to pay or provide reimbursement to you. (2) Retained Limits It identifies the amount of any damages an Insured must pay for any occurrence. (3) In the event that additional exposures are acquired after the issuance of this policy, please notify Allstate of the additional exposure as soon as practicable. None of the terms and conditions of the policy are modified by this Important Notice. PROP ' IIIIBIIIIIIIIIIIIIIIIIIIIIIIRIIIIIIIIIilllllilllll