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HomeMy WebLinkAboutPhysio-Control - 2017 Agreement" i r AGREEMENT FOR SERVICES (For contracts over $5.000 — NON - DESIGN, NON - ENGINEERING TYPE CONTRACTOR) This AGREEMENT made this 1 Ith day of September, 2017, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONTRACTOR. Physio- Control. Inc., having a principal place of business at 11811 Willows Road NE. Redmond. WA 98052. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on 8/3/2017 and will continue in effect through 8/2/2021 unless terminated in accordance with the provisions of Article 7 of this Agreement. Any lapse in insurance coverage as required by Article 5, Section D of this Agreement shall terminate this Agreement regardless of any other provision stated herein. A4 Initial ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONTRACTOR 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 CONTRACTOR or any employee or agent of CONTRACTOR. Both parties acknowledge that CONTRACTOR is not an employee for state or federal tax purposes. CONTRACTOR 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. CONTRACTOR shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONTRACTOR A. Specific Services CONTRACTOR agrees to: Perform the services as outlined in Exhibit "A ". B. Method of Performing Services CONTRACTOR 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 CONTRACTOR'S services. 4835 - 2267 -03610 -1- LAC104706083 �.i C. Employment of Assistants CONTRACTOR may, at the CONTRACTOR'S own expense, employ such assistants as CONTRACTOR deems necessary to perform the services required of CONTRACTOR by this Agreement, subject to the prohibition against assignment and - subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONTR'ACTOR'S assistants in the performance of those services. CONTRACTOR 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 CONTRACTOR shall perform the services required by this Agreement at any place or location and at such times as CONTRACTOR shall determine is necessary to ,properly and timely perform CONTRACTOR'S services. ARTICLE 4. COMPENSATION A. Consideration In consideration for the services to be performed• by CONTRACTOR, CITY agrees to pay CONTRACTOR the amounts set forth in Exhibit "A ". In no event however shall the total compensation paid to CONTRACTOR exceed $41,031.00. B. Invoices CONTRACTOR shall submit invoices for all services pursuant to Exhibit "A ". C. Payment No payment will be made unless CONTRACTOR has first provided City with a written receipt of invoice describing, the work and any approved direct expenses (as provided for in Exhibit "A ") incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONTRACTOR 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. Payment is due thirty (30) days from invoice date. D. Expenses CONTRACTOR 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 CONTRACTOR, all, fees,_ fines, licenses, bonds or taxes required of or imposed against CONTRACTOR and al_I other of CONTRACTOR'S costs of doing business. CITY shall not be responsible for any expenses incurred by CONTRACTOR in performing services for CITY, 4835- 2267 -0361 v1 LAC104706083 I L- _ except for those expenses constituting "direct expenses" referenced on Exhibit "A" and their own applicable taxes. ARTICLE 5. OBLIGATIONS OF CONTRACTOR A. Tools and Instrumentalities CONTRACTOR shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONTRACTOR is not required to purchase or rent any tools; equipment or services from CITY. B. Workers' Compensation CONTRACTOR agrees to provide workers' compensation insurance for CONTRACTOR'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 CONTRACTOR'S employees. C. Indemnification of Liability, Duty to Defend As to all liability, to the fullest extent permitted by law. CONTRACTOR 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 reasonable attorneys' fees, arising or resulting directly or indirectly from any act or omission of CONTRACTOR or CONTRACTOR'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property in the performance of the services hereunder. D. Insurance In addition to any other obligations under this Agreement. CONTRACTOR 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 the negligent acts or omission of the CONTRACTOR. As a condition precedent to CITY'S obligations under this Agreement,. CONTRACTOR shall furnish written evidence of such coverage (listing the CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy. CONTRACTOR shall provide thirty (30) days written notice of policy lapse or cancellation. or of a material change in policy terms. 4835 - 2267- 0361v1 LAM04706083 " -3_ Q '1 -4 1 E. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONTRACTOR under this Agreement may- be assigned, or subcontracted by CONTRACTOR without the prior written consent of CITY-, which CITY may withhold in its sole and absolute discretion. F. State and Federal Taxes As CONTRACTOR is not CITY'S employee, CONTRACTOR shall be responsible for paying all required state and federal taxes: "Without limiting the foregoing, CONTRACTOR acknowledges and agrees that: • CITY will not withhold FICA (Social Security) from CONTRACTOR'S payments; • CITY will not make state or, federal unemployment insurance contributions on CONTRACTOR'S behalf; • CITY will not withhold state or federal income tax from - payment to CONTRACTOR; • CITY will not make disability insurance contributions on-behalf of CONTRACTOR; • CITY will not obtain workers' compensation insurance on behalf o_ f CONTRACTOR. ARTICLE 6. OBLIGATIONS OF CITY A. Cooperation of City CITY agrees to respond to all reasonable requests of CONTRACTOR and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONTRACTOR'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 CONTRACTOR. Such assignment shall not release CONTRACTOR from any of CONTRACTOR'S duties or obligatidris:under this Agreement. ARTICLE 7. TERMINATION OF AGREEMENT - A. Termination by City for Default of CONTRACTOR 'Should CONTRACTOR 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 CONTRACTOR if CONTRACTOR fails to cure such breach within thirty (30) 4835 - 2267 -0361 v1 LAC104706083 days from the date the breach was notified to CONTRACTOR in writing. For the purposes of this section, material breach of this Agreement shall include. but not be limited to the following: CONTRACTORS breach of any of its representations, warranties or covenants contained in this Agreement. CONTRACTOR 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 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 CONTRACTOR. B. Termination for Failure to Make Agreed -Upon Payments Should CITY fail to pay CONTRACTOR 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, CONTRACTOR, at the CONTRACTOR'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 CONTRACTOR to CITY. C. Transition after Termination Upon termination. CONTRACTOR shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONTRACTOR shall cease such work as soon as it is safe to do so. CONTRACTOR shall incur no further expenses in connection with this Agreement. CONTRACTOR 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 an), the assumption of CONTRACTOR's duties by any new CONTRACTOR 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 CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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 4835 - 2267- 0361v1 5 LAC104706083 the Act by the CONTRACTOR, 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 decla yatory 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 �rior referred to for resolving questions of interpretation: E. Compliance with Laws The CONTRACTOR 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, CONTRACTOR, 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 CONTRACTOR 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 CONTRACTOR and that no person associated with CONTRACTOR 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, orall or written, 'between the parties hereto with respect to the rendering of services by CONTRACTOR 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. 4835- 2267 - 03610' _ LAC104706083 _6 r 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. 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. Waiver CONTRACTOR 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. CONTRACTOR: By: _ Name: urc;e s4oe sel Title: cv ?cc. C.,,r -Js S- p-c"[W Social Security or Taxpayer Identif cation Number q1-06q-71b 4835 - 2267 -03610 LAD04706083 -7- CITY: CITY OF GILROY By: Name: Alan Anderson Title: Fire Chief Approved as to Form k�= City Attorney 4835 - 2267 -0361 v1 LACk04706083 T i EXHIBIT "A" E Physio- Control, Inc 11811 Willows Road NE P O Box 97006 _ Redmond, WA 98073 -9706 U S A - www physio- control com - w o _= tel 800 442 1142 Sales Order fax 800 732 0956 Service Plan fax 800 772 3340 To Mary Gutierrez Quote Number 00072387 GILROY FD a y" ,Revision # RENEWAL 7070 CHESTNUT ST GILROY, CA 95020 Created Date 3/3/2017 (408) 846 -0396 Sales Consultant KurtisMoore mary gutierrez@cityofgilroy org 209 - 535 -4883 FOB Redmond, WA Terms All quotes subject to credit approval and the following terms and conditions • NET Terms NET 30 Renewal of PB17K546 Coverage Dates •8 3 2017 - 8 2 2021 - Payable,in ANNUAL installments 15% discount,on accessories and electrodes FAX 800 -772 -3340 HARD COPY PO REQUIRED Expiration Date 8/2/2017 'Product .® ® . _ e LP15- OSCOMP -4 LIFEPAK 15 Service - 4 YEAR 700 6,896 00 1,03440 On -site Comprehensive Coverage I Subtotal Estimated Tax EstimatedrShipping & Handling Grand, Total List Price Total Total Contract Discounts Amount Total Discount Trade In (Discounts Tax,+ S&H Quote Number 00072387 5,861 60 41,031 =20 USD 41;031'20 USD 0,00 USD 0 00, •USD 41,031 ,20' - Pricing Summary Totals USD 48,27200 USDIO 00 USD -7,240 80 ,USD 0 00� USD 0 00, -% 1. GRAND TOTAL FOR THIS QUOTE USD 41,031.20 PHYSIO- CONTROL, INC. REQUIRES WRITTEN VERIFICATION OF e1 THIS ORDER. A PURCHASE ORDER IS REQUIRED ON ALL CUSTOMER APPROVAL (AUTHORIZED SIGNATURE; ORDERS $5,000 OR GREATER BEFORE APPLICABLE FREIGHT - „ ✓ _ _ _ c Q -.00'0 AND TAXES. THE UNDERSIGNED 15 AUTHORIZED TO ACCEPT THIS ORDER IN ACCORDANCE WITH THE TERMS AND PRICES NAME DENOTED HEREIN. 014E ell14or TIT'__ DATE Reference Number AC/15815901/126692 General Terms forall Products. Services and Subscriptions. Physio - Control, Inc. i'Physio') accepts Buyer's order expressly conditioned on Buyers assent to the terms set forth in this document. Buyers order and acceptanceof any portion of the goods, services or subscriptions shall confirm Buyer's acceptance of these terms. Unless specified otherwise herein, these terms constitute the complete agreement between the parties. Amendments to this document shall be in - writing and no prior or subsequent acceptance by Seller Of any purchase order, acknoWedgment, or other document fro m Bu y e r specifying different an dior additional terms shall be effective un les s s i gned by both p arties. Pricing. Prices do not include freight insurance, freight fonrarding fees, taxes, duties, import or export permit fees, or any other similar charge of any kind applicable to the goods and services. Sala or use taxes on domestic (USA.) deliveries vAll be invoiced In addition to the price Of tie goods and services unless Physio receives a copy of a valid exemption cerrificate prior to delivery . Discounts may not be co m biped with other s pecia I terms , discounts, a n d•'or p r omoti ons, Payment. Payment for goods and services shall be subject to approval of credit by Physio. Unless otherrAse specified by Physio in w;ritnc, tie entee payment of an invoice is due thirty (30) days after the invoice date for deliveries in tie USA,. and sight draft or acceptable ( confirmed) irrevocable letterof credit is requiredfor sales outside the USA. Min imum Order Quantity. Physic reservestherightto charge aservice fee for any order less thanS20D.00. Patent Indemnity. Physio shall indemnify Buyer and hold it harmless from and against all demands. claims, damages. losses, and expenses. arising out of or resulting, from any, action by a third party against Buyer that is based on any claim that the services infringe a. United States patent, copyright, or trademark, or violate a trade secret or any other proprietary right of any person or entity. Fhysio's indemnification obligations hereunder will be subject to ill receiving prompt written notice of the existence of any claim; (iii being able to, at its option. control the defense and settlement of such claim (provided that, without obtaining the prior written consent of Buyer. Physic will enter into no settlement involving the admission of wrongdoing): and (ill) receiving full cooperation of Buyer in the defense of any claim. Limitation of Interest. Through the purhaseof Physic products, services. orsubscriptons. Buyer does not acquire any interest in any tooling, drawings, design information. computer programming. patents or copyrighted or confidental information related to said products or services. and Buyer expressly agrees not to reverse engineer or deoompile such products or related software and information. Delays. Physic will not be liable for any loss or damage Of any kind due to its failure to perform or delays in its performance resulting from an event beyond its reasonable control, including but not limited to. acts of God. labor disputes, the requirements of any governmental authority, war, civil unrest, terrorist acts, delays in manufacture, obtaining any required license or permit. and Physic inability to obtain goods from its usual sources. Limited Warranty.. Plnysio warrants its products and services in accordance with the terms of the limited warranties located at htto: lAvv ,v.Dtwsio- control.com/Documants/. The remedies provided under such warranties shall be Buyers sole and exclusive remedies. Physic, makes no other warranties, express or implied, including, without limitation. NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. AND IN NO EVENT SHALL PHYSIO BE LIABLE FOR INCIDENTAL, CONSEQUENTIAL, SPECIAL OR OTHER DAMAGES. Compliance with Confidentiality Laws. Both parties acknowledge their respective obligations to maintain the security and confidentiality of individually identifiable health information and agree to comply with applicable federal and state health information confidentiality laws. Compliance with Law. The parties agree to comply wrath any and all laws, rules, regulations, licensing requirements or standards that are now or hereafter promulgated by any local, state, and federal govemmental authority�sgency or accreditinnladministrstive body that governs orappliesto their respective duties and obligations hereunder. Regulatory Requirement for Access to Infoenation. In the event 42 USC § 139Sx(v;K1 i(I i is applicade, Physio shall make available to the Secretary of the United States Department of Health and Human Services, the Comptroller General of the United States General Accounting Office, or any of their duly authorized representatives. a copy of these terms, such books, documents and records as are necessary to ce rtify th a nature and extent o f the costs of th a products a n d s ery ices provided by Physic. No Debarment. Physic represents and warrants that it and its directors, officers, and employees (i) are not excluded, debarred, or otherwise ineligible to participate in the Federal health care programs as defined in 42 USG § 1320a- 71o(f); (ii) have not been convicted of a criminal offense related to the provision of healthcare items or services: and (iii) are not under investigation which may result in Physic being excluded from participation in such programs. Choice of Law. The rights and obligatons of Physio and Buyer related to the purchase and sale of products and services described in this document shall be governed by the lawis of the state where Buyer is located. All costs and expenses incurred by the prevailing party related to enforcement of its rights under this document, including reasonable attorney's fees, shall be reimbursed by the other party. Ouote Number: 000 238-1 Additional Terms for Purchase and sale of Service Plana, In- addition to the Gener al Terms abo,e -the following terms-apply to all Physlo Service Plans Service Plana Physio shall provide sertrces according to the applicable Service Plan purchased by Elyer and cleScrlbecl at htio JA-­,p hvsio -control r m ;5erviceProoramc a px for tine Idlgth of the subscription purchased and for the de-ces specified as covered by the Service Plan ('Covered Equipment*) - Pricing. If the number or configuration of Covered Equipment changes _during the. Serice Plan subscription pricing shall bepro_ rated accordingly For Preventative Maintenance, Inspection Only, Coniprehensl�e„ end Repair &Inspect Service Plans, Buyer is responslble to pay for preventative ineinfenanc- and Inspections that have been parforuhed since the fast anniversary of the subscription start date and such services s ha II not be pro -rated Device Inspection Before Acceptance All devices that are not covered under �J, Jy510.5 Limped 'Alsmanty or a current Service Plan must be Inspected and repaired trf necessary) to meet specifications at tlien- current list prices prior to being covered under a Service Plan Unavailability ot_Covered Equgament If Covered Equipment is not made available at a scheduled service visit, Buyer is responsible to reschedule with the Phy sio Service Technician, or shlp -in the Equipment to a Physlo service depot Physio reserves the right to-charge Buyer a surcharge for a return visit Surcharges will be based on then- current Physio list price of desired services, lass 10% for labor and IS% for parts, plus applicable travel costs The return visit surcharge hull be In addition to the subscription puce of the Service Plan To avoid the s_urchang e, E_ uyer may ship devices to a Physio service depot 6u; er shall be responsible for round -trip freight fors hip. In s erwl ce Unscheduled or Uncovered Services. If Etc ;er requests services to be performed on Covered Equipment Winch are not covered by a Service Ran, or are outsideof designated Services fregtrency or hours, Rlyslo- Control will charge Egger for such services at C m 10% off Physio- Control's standard rates (Including overte, if appropriate) end, applicable travel charges Repair parts required for such repairsvnllbe made availablest 1S %offlhe then - current list puce " Loaners. If Covered Equipment must be removed from service to complete repairs, Physro will provide Buyer vrith a loaner device, if one Is available Buyer assumes complete responsibility for the loaner and shall return the loaner to Physio In the same condition as receK ed, nor oral .near and tear exempted, upon the earlier of the return ofth erenhoted Covered Equipin errt or Rbys),gs request Conce_Ila`lon Buyer may cancel a Ser ice Plan upon s-ty (fie) de;s' vwntten notice to Physio In the &went of such cancellation, Beyer shall be responsible for tie poiton of the designated price .which corresponds to the portion of tine Service Plan subscription prior to the effective date of termination and the list-price cost of any preventative msintenance, inspections, or repairs rendered after the last enrr_iversary date of the s ubscrlption start date No Soncttation During the Service Plan subscription and for orie (1) year following Its expiration Buyer agrees to not to active, and intentionally solicit anyone who is employed by Physio to provide services s uch as those described In the Service Plan Quote Nurnber. 00072387 14C-� ® � CERTIFICATE OF LIABILITY INSURANCE DAT 01252017 -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 _RE_PRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. _ IMPORTANT: If the certificate holder is an ADDITIONAL INSURED; the- policy(ies) must have_ ADDITIONAL INSURED provisions -or be endorsed: If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A'statement on this certificate does not confer rights to the certificate holderin fieu_of such endorsement(s). PRODUCER - Aon Risk Services centrali, Inc_. Grand Rapids MI'Office CONTACT NAME (616) 456 -5366 FAx (616) 456 -7451 (AIC No E :t) VC No - E -MAIL - ADDRESS 50 Louis street NW Suite 200 INSURER(S) AFFORDING COVERAGE NAIC # Grand Rapids MI 49503 USA INSURED INSURER A. Old Republic insurance Company _124147 X strvker Corporation & Subsidiaries INSURE RB - 2825 AirvleWiBOulevard Kal amaZ00 MI 49002 USA INSURER C INSURER D -- - - - - - - - - - - - - INSURER E CLAIMS -MADE X❑ OCCUR INSURER F _ COVERAGES CERTIFICATE NUMBER: 570065353867 REVISION (NUMBER: d c 0) 9 m 0 —THIS IS TO- CERTIFY THAT THE POLICIES OF INSURANCE LISTED,BE LOW, HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EXPIRATION ,DATE-THEREOF, NOTICE WILL BE D_E__L_NE_R_ED_ IN ACCORDANCE WITH THE CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, POLICY PROVISIONS EXCLUSIONS AND CONDITIONS OF SUCRPOLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS Limits shovm are as requested AUTHORIZED REPRESENTATIVE INSR LTR - _ 'TYPE OF INSURANCE INSD WVD POLICY NUMBER MM/DDIYYYY MMIDD _LIMITS _ X OOMMERCIAL GENERAL LIABILITY - MWZY - EACH OCCUR_ RENCE $5,000,000 CLAIMS -MADE X❑ OCCUR _ __$500-' 000 - - - PREMISES Ea oc`wvenrs - MED EXP_ Any one person)_ Excluded PERSONAL&'ADV INJURY $1;000,000 N GENT AGGREGATE LIMIT APPLIES PER GENERAL - AGGREGATE - $5,000,006 X POLICY ❑ T - LOC PRODUCTS - COMPIOP AGG $5,000,000 _ OTHER A AUTOMOBILE LIABILITY MWTB 309916 0.2/01/ 2.01702%01'/2018 COMBINED SINGLE LIMIT Ea "a'nden $1,000,000 N BODILY INJURY ( Per person) ANY AUTO Z BODILY INJURY (Per accident)_ OWNED SCHEDULED — AUTOS ONLY AUTOS PROPERTY DAMAGE - - -- kIREDAUTOS NON -OWNED - Pereeudem ONLY AUTOS ONLY — - - - -- X Phys -Dmge -_Self Ins ' d UMBRELLA LIAB - OCCUR EACH OCCURRENCE - V AGGREGATE EXCESS LIAB CLAIMS -MADE D_ED RETENTION A WORKERS COMPENSATION AND MWC 309915 00 02/01 2017 02/0172018 X PER STATUTE OTH- - - - - - EMPLOYERVI UIBWTY YIN AOS EL EACH ACCIDENT - �_ $1, 000 , 00,0 A ANY PROPRIETOR / PARTNER I EXECUTIVE OFFICERIMEMBEREXCLUDED4 � NIA MWXS 309917 02/01/2017 02/01/2018 EL DISEASE -EA EMPLOYEE _ $1,000,000 (Mandatory In NH), "� Excess we - MI Ues, desultie under SCRIPTION OF OPERATIONS below - EL DISEASE - POLICY LIMIT $1,000,000 a _ DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached U more space is rogwmd) Physio- Control, inc. and its affiliated companies are named under the referenced policy(s). - Governmental Entity (Form G- 56015 -B) City of Gilroy, its officers, officials and employees are included as additional insured (form CG_2026 0413), where required by written contract, in accordance with the policy provisions of the commercial - general liability policy. CERTIFICATE HOLDER 61988 -2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION ,DATE-THEREOF, NOTICE WILL BE D_E__L_NE_R_ED_ IN ACCORDANCE WITH THE POLICY PROVISIONS City of Gilroy AUTHORIZED REPRESENTATIVE Attn: Jennifer Baker - - 7351 Rosanna-St. Gilroy CA 95020 USA /e% Alf- p «% W.V ' QL 61988 -2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD