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HomeMy WebLinkAboutINDUSTRIAL MEDICAL SUPPORT, INC. DBA AMPHIBIOUS MEDICS-SURANCE ON FILE ORK MY PROCEED JNTIL INSURANCE EXPIRES CT12Atx CITY C FORK DATE:�_B 0 1 2024 N-2024-047 p. pacSA C,) ON -CALL AGREEMENT WITH INDUSTRIAL MEDICAL SUPPORT, INC., DBA C� .uo) AA�' AMPHIBIOUS MEDICS FOR STANDBY EMERGENCY MEDICAL SERVICES AT CITY EVENTS THIS AGREEMENT is made and entered into on this 22nd day of January, 2024 by and between Industrial Medical Support, Inc., a Nevada corporation dba Amphibious Medics ("Contractor'), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. The City desires to retain a contractor having special skill and knowledge in the field of standby emergency medical services at various City events. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES a. On an on -call basis, and at the City's sole discretion, Contractor shall perform, during the term of this Agreement, all tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete standby emergency medical services as further described and set forth in Exhibit A, attached hereto and incorporated by reference. b. All Emergency Medical Technicians assigned to provide services pursuant to this Agreement shall be certified and registered with the appropriate authorities to practice pre - hospital emergency medical care in the State of California. C. Contractor shall provide all medical supplies. d. Contractor shall provide a safety plan to the City's Parks, Recreation and Community Services Department within forty-eight (48) hours of an event where Contractor's services are requested. 2. COMPENSATION a. City does not warrant any minimum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit A. The total compensation for these standby emergency Page 1 of 9 medical services provided by Contractor under this Agreement shall not exceed Twenty -Four Thousand, Eight Hundred Ninety -Four Dollars and Fifty Cents ($24,894.50). b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Contractor agree that all payments due and owing under this Agreement shall be made through Automated Clearing House (ACH) transfers. Contractor agrees to execute the City's standard ACH Vendor Payment Authorization and provide required documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Contractor's account(s) with financial institutions. c. This Agreement contemplates payment for services rendered and invoiced beginning December 22, 2023. d. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2024, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent Contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subj ect matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not Page 2 of 9 within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. a. Minimum Scope and Limit of Insurance (1) Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregatelimit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. (2) Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Contractor has no owned autos, Code 8 (hired) and 9 (non - owned), with limit no less than $1,000,000 per accident for bodily injury and property damage. (3) Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (4) Professional Liability (Errors and Omissions): insurance appropriate to the Contractor's profession, with a limit of no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate. (5) Broader Coverage: if the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. b. Other Insurance Provisions (1) Additional Insured Status: The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connectionwith such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 1185 or if notavailable, Page 3 of 9 through the addition of both CG 2010, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). (2) Primary Coverage: For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 0104 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self- insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (3) Notice of Cancellation: Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City. (4) Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to subrogation that any insurer of said Contractor may acquire against the City by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiverof subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. (5) Self -Insured Retentions: Self -insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City. (6) Acceptability of Insurers: Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best's rating of no less than A: VII, unless otherwise acceptable to the City. (7) Claims Made Policies (applicable only to professional liability): The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. ii. Insurance must be maintained and evidence of insurance must be provided far at least five (5) years after completion of the contract of work. iii. If coverage is canceled or non -renewed, and not replaced with another claims - made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase "extended reporting" coverage for a minimum of five (5) years after completion of work. (8) Verification of Coverage: Contractor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage requiredby this clause) and a copy of the Page 4 of 9 Declarations and Endorsement Page of the CGL policy listing allpolicy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies,including endorsements required by these specifications, at any time. (9) Subcontractors: Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. (10) Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of therisk, prior experience, insurer, coverage, or other special circumstances. 7. INDEMNIFICATION Contractor agrees to defend, and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. S. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement. Page 5 of 9 P1 9 DIKI7.7 M Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 10. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, Page 6 of 9 and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. 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 is not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services that are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work that fails to meet the standard ofperfortnance specified in the Recitals of this Agreement. 16. WAIVER No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in Page 7 of 9 connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Cleric of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 Executive Director of Parks, Recreation and Community Services City of Santa Ana 20 Civic Center Plaza (M-23) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 571-4211 To Contractor: Industrial Medical Support, Inc., dba Amphibious Medics Attn: Sharma Ickler, Assistant Manager 3320 E. Airport Way Long Beach, CA 90806 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty-four (24) hours after the time Page 8 of 9 set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 20. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: ��fl` .t,�: APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By:'Bri- ndon Salvatierra Deputy City Attorney RECOMMENDED FOR APPROVAL: S,Fr� Hawk Scott (Jan 30, 202408:3t PST) Hawk Scott Executive Director, Parks, Recreation and Community Service CITY OF SANTA ANA dam• homas R. Hatch Interim City Manager CONTRACTOR: Sharma lckler Assistant Manager Page 9 of 9 EXHIBIT A Industrial Medical Support, Inc. PROJECT PROPOSAL Prepared exclusively for City of Santa Ana 11/20/2023 Proposal for Service Overview This proposal is submitted by Industrial Medical Services, Inc to the City of Sana Ana for services to provide onsite medics to provide basic first aid support during their 2024 events. It is our objective to partner with City of Santa Ana to address their specific needs to ensure a successful and safe event. Company Profile Industrial Medical Support, Inc. is a nationwide, multi -discipline emergency, occupational health, and wellness services firm. Our scope of practice is basic first aid. Industrial Medical Support, Inc. Service Description and Pricing Medic Services EMT(s) will be available with specialized training, responsibility, and authority for safety compliance and enforcement responsibility during the event to address injuries should they arise. Our scope of practice is basic first aid. COST: $67 per hour per medic *8-hour minimum per medic **OT after 8 hours $77 per hour per medic ***Double OT after 12 hours $87 per hour per medic BLS Kit Each of our EMTs arrives on site with a fully stocked BLS jump bag to be able to administer basic first aid if the need arises. Bag fee is all inclusive, no single item charged and is charged per medic per day, bag does stay with EMT when they leave at the completions of the event. COST: $50 per medic per day Payment Payment due upon receipt of invoice after conclusion of each event Hoang, Julie From: City of Santa Ana <certificate-request@ctrax.jdidata.com> Sent: Wednesday, January 31, 2024 8:29 AM To: Hoang, Julie; Leon, Monique; Garcia, Stephanie Subject: Internal Notice of Compliance NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREE�NENT TO THE CLERK OF THE COUNCIL Contractor Industrial Medical Support, Inc. Name: Project Tet 2024 Vendor 2 Number: Project Tet 2024 Vendor 2 Name: The Certificate of Insurance (COI) submitted indicates that the coverages comply with the insurance requirements. The compliant coverage(s) are: TYPE OF INSURANCE POLICY EXPIRATIONNUMBER DATE COI DATE FILE NAME AUTOMOBILE LIABILITY HN033337 03/15/2024 03/22/2023 SantaAna.24.03.15 GLPL COI.pdf GENERAL LIABILITY HN033337 03/15/2024 03/22/2023 SantaAna.24.03.15 GLPL COI.pdf PROFESSIONAL LIABILITY HN033337 03/15/2024 03/22/2023 SantaAna.24.03.15 GLPL COI.pdf WORKERS COMPENSATION AND WC07100125024 01/01/2025 12/27/2023 SantaAna.25.01.01 EMPLOYERS' LIABILITY WC COI.pdf No further action is required at this time. Thank you, City of Santa Ana Risk Management Division in partnership with CTrax Plus Services Team Ejhjubmmz!tjhofe! Bohjf! cz!Bohjf!Bdfwfep! Ebuf;!3135/16/31! Bdfwfep 23;11;44!.18(11( Issuing Company: National Fire & Marine Insurance Company Omaha, Nebraska Endorsement No.: 10 Forming Part of Policy No.: HN033337 Issued to: Industrial Medical Support, Inc Effective Date of Endorsement: 03/15/2024 at 12:01 a.m. at the address of the First Named Insured stated herein. BLANKET ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY ENDORSEMENT (GENERAL LIABILITY) Only with respect to coverage provided under this endorsement and under the General Liability Coverage Part, and in consideration of the payment of the additional premium due, if any, and in reliance upon the representations of all insureds, the company and the insureds agree to amend the policy as follows: The definition of additional insured in the Definitions section of the Common Policy Provisions and Conditions is deleted and replaced with the following: Additional insured means any person or organization with which the insured has entered into a written contract or agreement prior to the event or offense agreeing: 1.to add the person or organization as an additional insured; or 2.to hold harmless or indemnify such person or organization. However, such person or organization is not an additional insured with respect to events or offenses arising from, or in connection with, any acts or omissions alleged to have been committed by that additional insured. The following subparagraph is added to the Other Insurance condition of the Conditions section of the Common Policy Provisions and Conditions: Only if required by written contract or agreement with the insured, coverage for any additional insured shall be primary and non-contributory as respects any other insurance policy issued to such additional insured. The following subparagraph is added to all Insuring Clauses of the General Liability Coverage Part policy: The duty to defend and pay losses or claims expense on behalf of any insured shall extend to any additional insured meeting the terms and conditions of this policy, but only with respect to any loss or claims expense payable as the result of the vicarious liability for the acts or omissions of an insured otherwise covered under this Coverage Part. However, the coverage provided to an additional insured shall not be broader than that which an insured is required by written contract or agreement to provide to that additional insured and is subject to all other conditions, definitions, exclusions and terms applicable to the insured. Additionally, coverage shall not apply to structural alterations, new construction or demolition operations performed by or on behalf of an additional insured. 1507-PGX-00-0121 Page 1 of 2 © 2021 MedPro Group. All rights reserved. The following provision is added to the Limits of Liability section of the General Liability Coverage Part: ADDITIONAL INSUREDS Additional insureds share the Limits of Liability of the insured for which the additional insured is alleged to be vicariously liable for the acts or omissions of the insured otherwise covered under this Coverage Part. All other terms and conditions of the policy remain unchanged. 1507-PGX-00-0121 Page 2 of 2 © 2021 MedPro Group. All rights reserved. Issuing Company: National Fire & Marine Insurance Company Omaha, Nebraska Endorsement No.: 11 Forming Part of Policy No.: HN033337 Issued to: Industrial Medical Support, Inc Effective Date of Endorsement: 03/15/2024 at 12:01 a.m. at the address of the First Named Insured stated herein. BLANKET WAIVER OF SUBROGATION ENDORSEMENT (GENERAL LIABILITY) In consideration of the payment of the additional premium due, if any, and in reliance upon the representations of all insureds, the company and the insureds agree to amend the policy as follows: Only with respect to coverage provided under the General Liability Coverage Part, the following condition is added to the Conditions section of the Common Policy Provisions and Conditions: WAIVER OF SUBROGATION The company shall waive any right of recovery the company may have against a person or organization to the extent that the insured has agreed in writing prior to the date of loss to waive the i rights of recovery against that person or organization. All other terms and conditions of the policy remain unchanged. 1512-PGX-00-1215 Page 1 of 1 © 2015 MedPro Group. All rights reserved. Issuing Company: National Fire & Marine Insurance Company Omaha, Nebraska Forming Part of Policy No.: HN033337 Issued to: Industrial Medical Support, Inc Policy Period: From 03/15/2024 to 03/15/2025 at 12:01 a.m. at the address of the First Named Insured stated herein. SCHEDULE OF FORMS AND ENDORSEMENTS Forms and Endorsements attached to this Policy: ENDORSEMENT FORM NAME FORM NUMBER NUMBER Healthcare Liability Policy Declarations 0001-PXX-00-0121 Schedule of Forms and Endorsements 0002-PXX-00-1215 Schedule of Named Insureds - Professional Liability 0006-PPX-00-1215 Schedule of Named Insureds - General Liability 0007-PGX-00-0717 Schedule of Named Insureds - Cyber Liability and Breach Response 0008-PCX-00-0121 Schedule of Trade, Fictitious and/or Business Names 0009-PXX-00-1215 Healthcare Liability Policy Common Policy Provisions and Conditions 0010-PXX-00-0121 Healthcare Liability Policy - Professional Liability Coverage Part 0011-PPF-00-0121 Healthcare Liability Policy - General Liability Coverage Part 0012-PGX-00-0121 Healthcare Liability Policy - Cyber Liability and Breach Response Coverage Part 0013-PCX-00-0121 Schedule of Additional Insureds Endorsement 1120-PXX-00-0121 1 Schedule of Additional Insureds - Primary and Non-Contributory with Notice of 1123-PXX-00-0121 2 Cancellation Endorsement Schedule of Waiver of Subrogation Endorsement 1128-PXX-00-1215 3 Amended Definition of Employee Endorsement 1136-PXX-00-0121 4 Policy Aggregate Limit Endorsement (Professional Liability & General Liability) 1173-PXX-00-0121 5 1303-PPX-00-0121 6 Disciplinary, Licensing and Credentialing Actions Endorsement (Professional Liability) 1318-PPF-00-0121 7 Intentional Acts Exclusion with Sublimits for Innocent Insureds Endorsement (Professional Liability) Blanket Per Location Limits of Liability Endorsement (Professional Liability) 1357-PPX-00-0121 8 Employee Benefits Liability Endorsement (General Liability) (Claims-Made and 1504-PGX-00-0121 9 Reported Coverage) 1507-PGX-00-0121 10 Blanket Additional Insured - Primary and Non-Contributory Endorsement (General Liability) Blanket Waiver of Subrogation Endorsement (General Liability) 1512-PGX-00-1215 11 Cap on Losses from Certified Acts of Terrorism Endorsement (General Liability) 1536-PGX-00-0520 12 0002-PXX-00-1215 Page 1 of 2 © 2015 MedPro Group. All rights reserved. SCHEDULE OF FORMS AND ENDORSEMENTS Forms and Endorsements attached to this Policy: ENDORSEMENT FORM NAME FORM NUMBER NUMBER 1545-PGX-00-0121 13 Blanket Hired and Non-Owned Auto Liability Limited Coverage with Sublimits Endorsement (General Liability) Blanket Per Location Limits of Liability Endorsement (General Liability) 1557-PGX-00-0121 14 1563-PGX-00-0121 15 Evacuation, Disinfection and Public Relations Expenses Endorsement (General Liability) 0002-PXX-00-1215 Page 2 of 2 © 2015 MedPro Group. All rights reserved. Issuing Company: National Fire & Marine Insurance Company Omaha, Nebraska Endorsement No.: 5 Forming Part of Policy No.: EN033337 Issued to: Industrial Medical Support, Inc Effective Date of Endorsement: 03/15/2024 at 12:01 a.m. at the address of the First Named Insured stated herein. BLANKET ADDITIONAL INSURED PRIMARY AND NON-CONTRIBUTORY ENDORSEMENT (GENERAL LIABILITY) Only with respect to coverage provided under this endorsement and under the General Liability Coverage Part, and in consideration of the payment of the additional premium due, if any, and in reliance upon the representations of all insureds, the company and the insureds agree to amend the policy as follows: The definition of additional insured in the Definitions section of the Common Policy Provisions and Conditions is deleted and replaced with the following: Additional insured means any person or organization with which the insured has entered into a written contract or agreement prior to the event or offense agreeing: 1.to add the person or organization as an additional insured; or 2.to hold harmless or indemnify such person or organization. However, such person or organization is not an additional insured with respect to events or offenses arising from, or in connection with, any acts or omissions alleged to have been committed by that additional insured. The following subparagraph is added to the Other Insurance condition of the Conditions section of the Common Policy Provisions and Conditions: Only if required by written contract or agreement with the insured, coverage for any additional insured shall be primary and non-contributory as respects any other insurance policy issued to such additional insured. The following subparagraph is added to all Insuring Clauses of the General Liability Coverage Part policy: The duty to defend and pay losses or claims expense on behalf of any insured shall extend to any additional insured meeting the terms and conditions of this policy, but only with respect to any loss or claims expense payable as the result of the vicarious liability for the acts or omissions of an insured otherwise covered under this Coverage Part. However, the coverage provided to an additional insured shall not be broader than that which an insured is required by written contract or agreement to provide to that additional insured and is subject to all other conditions, definitions, exclusions and terms applicable to the insured. Additionally, coverage shall not apply to structural alterations, new construction or demolition operations performed by or on behalf of an additional insured. The following provision is added to the Limits of Liability section of the General Liability Coverage Part: ADDITIONAL INSUREDS 3507-TGX-00-0121 Page 1 of 2 © 2021 MedPro Group. All rights reserved. Additional insureds share the Limits of Liability of the insured for which the additional insured is alleged to be vicariously liable for the acts or omissions of the insured otherwise covered under this Coverage Part. All other terms and conditions of the policy remain unchanged. 3507-TGX-00-0121Page 2 of 2 © 2021 MedPro Group. All rights reserved.