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HomeMy WebLinkAboutECHAN, BARBARACity of Santa Ana ..~._r Clerk of the Council AGREEMENT TERMINATION Call 647-6520 if ou have an ~ ~~ y y questions. ~- '- - `~1 ---=- n ~ ------------- ?~~ A Please complete this form when the attached agreement is no longer in effect. r r~. r (~ ~t~ ^• ~!6 Return form to the Clerk of the Council Office M 30 The agreement with No. ~~(~ 08 - ~ was completed on / ~.7% / C~ and final payment has been made. Department: Phone/Ext.: ~aec~~C~\I~~ ~~U~ r mE ~.. ~~:~r-.~ Revised 12-07-07 signature: EEB 01200 J Date: ~ D ~ fD/~, INSURANCE ON FILE WORK MAY PROCEED UNTIL INSURANCE EXPIRES s- - / - OS ..fJft~UiKjA!11 , CLERK OF COUNCIL ~ . DATE: PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into this ~ day of November, 2007 by and between Barbara A. Echan (hereinafter "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 (hereinafter "City"). N-2008-005 RECITALS A. The City desires to retain a Contractor having special skill and knowledge in the field of arbitration and mediation to provide professional administrative hearing services. 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 she is knowledgeable in the 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: I. SCOPE OF SERVICES Contractor will provide professional Administrative Hearing services for the City of Santa Ana Community Preservation Department and Public Works Department, as set forth Exhibit A. Said hearings may include Vehicle Abatement, Administrative Citation Appeals, and Alternative Public Nuisance Abatement. Administrative Hearing officer services may be utilized by other agencies within the City of Santa Ana. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement shall not exceed $10,000.00 during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which 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 November 1,2007 and terminate on December 31,2008, unless terminated earlier in accordance with Section 12, below. The term of this Agreement may be extended upon a writing executed by the Executive Director of the Planning and Building Agency, the Executive Director of the Public Works Agency and the City Attorney and Contractor. 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~mployee 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 subject matter ofthis 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. S. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain: a. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Contractor, if Contractor has any employees, Contractor is required to be insured against liability for worker's compensation or to undertake self~insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. b. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. c. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (Hi) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. 6. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the operations of the Contractor or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the provision of services described in Section I of this Agreement. 7. 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 2 information includes not only written infonnation, 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 infonnation 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 infonnation disclosed by the City. 8. 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 perfonnance of services specified under this Agreement. 9. 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 telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk ofthe City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copies to: Executive Director of Planning and Building) City of Santa Ana 20 Civic Center Plaza (M-20) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 973-1461 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Contractor: Barbara A. Echan 3056 Madeira Avenue Costa Mesa, California 92626 3 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, dilly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time 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. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, 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 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 nor 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 are not embodied herein. 11. 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 which are the subject to this Agreement performed by City personnel or by other contractors retained by City. 12. TERMINATION This Agreement may be terminated by either party 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 written Findings and Determination for any case in which Contractor has served as a hearing officer, and in such case such Findings and Determination 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 which fails to meet the standard of performance specified in the Recitals of this Agreement. 13. DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. 4 Contractor affinns that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, perfonnance, and enforcement of any of the clauses of this Agreement shall be detennined 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 connection with or by reason of this Agreement. 15. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, pennits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations ofthe 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 pennits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for tennination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow 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. II II II II II II II 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA ~ City Manager APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney By: fr/({ \ \r, .~ \( L If;'(.. Laut8. Sheedy ..:::? Assistant City Attorney BARBARA A. ECHAN RECOMMENDED FOR APPROVAL: c-f!nA hl'.J A A (). f1-.Aa1"-- BARBARA A. ECHAN TaxID# S47'BA -~312 ~vmo ecutive Director of the Planning & Building W 6 EXHIBIT A SCOPE OF SERVICES I. Backanound In order to provide effective and expeditious hearings to individuals cited for violation of the Santa Ana Municipal Code, the City would like to develop 8 list of Hearing Officers to conduct administrative hearings regarding alleged violations of the City's Municipal Code. In an effort to streamline the hearing process, the City proposes to establish a list of qualified hearing officers that can be assigned as needed on a rotating basis, Contractor shall conduct Administrative Hearings for the City of Santa Ana. Primarily the Contractor will hear administrative citation appeals, alternative nuisance abatement proceedings and vehicle abatement proceedings associated with action of the City's Planning & Building Agency and Public Works Agency. Contractor may be asked to provide administrative hearings for other City Agency's. The Hearing Officer will be charged with making a just determination as to whether a municipal code was violated, whether the property owner is still in violation, and will also make determinations as to whether the process for the abatement of a nuisance, including inoperative vehides, will move forward. Hearings will be held in accordance with the City of Santa Ana Municipal Code sections 1-21.8,16-119,17-105,17-108, and 17-135. 1/, Generallnfonnation It is the intent of the City to establish a list of qualified Hearing Officers. The actual number of hearing officers to be utilized will depend on the total number of qualified candidates established by the proposal process, and the number of hearings to be provided. A When appropriate, the City will provide forms and information in its possession relevant to the conduct of a fair hearing, including but not limited to Notices of Violation, Administrative Citations, and Vehide Abatement Notices. B, The Hearing Officer shall be responsible for the review of documents provided by the City prior to the hearing. C. All documents and other products used or developed during preparation for a hearing will become the property of the City. · Contractor shall preside over the City's administrative hearings. Cotnractor will be required to independently evaluate the facts of each case and make a determination as to the merits of that case based upon the information presented at the hearing and the Santa Ana Municipal Code. The Hearing Officer must be experienced and knowledgeable in administrative hearing procedures. The Hearing Officer shall be responsive and maintain excellent working relationships with property owners, residents, business representatives, and City staff. Contractor's service will include preparation of findings of facts, hearing dispositions, billing statements, and other documents as necessary. Job Requirements for Administrative Hearing Officers A. A hearing officer must be independent and impartial. In this regard, a hearing officer may not: 1. be an employee of the City of Santa Ana or any publiC agency that is involved in testifying at a hearing; be a member of any board of commission of the City of Santa Ana; 2, have a personal or professional interest that would conflict with his or her objectivity in the hearing; 7 B. All hearings will be conducted at Santa Ana City Hall, at dates and times to be determined by the City. C. A hearing officer must possess the necessary support and equipment to perform his/her duties as a hearing officer. At a minimum, the hearing officer must have and maintain in good working order (1) a telephone (monitored during business hours by a secretary, answering service or answering machine or system); (2) a facsimile machine; (3) a personal computer, with internet service, running Windows and Microsoft Office compatible software; and (4) an electronic mail address. D. A hearing officer must possess standards of neutrality and confidentiality. e, A hearing officer must organize and maintain individual case files along with detailed records of activity on each case, such as research, drafting of orders, decisions, and correspondence, F. A hearing officer must comply with all legal and contractual timelines, inCluding but not limited to: 1. rendering a final written decision, including findings of fact disposing of all issues raised by the parties in a hearing not later than the 10th day following the date on which the request for hearing was filed; 2. mailing the final written decision to the City on the date the decision is rendered; 3, returning individual case files'to the City within 30 days of rendering a final decision. The files which must be organized and maintained by the hearing officer are the property of the City of Santa Ana and must be maintained in accordance with the Agency's record retention schedule. It is therefore imperative that the files are returned to the Agency within 30 days of the date of the issuance of the final decision, 4. Upon notification that the agency has received a request for a document pursuant to the public information act, the relevant document must be provided to the City immediately. G, The hearing officer shall prepare and submit to either the Planning & Building Agency and/or the Public Works Agency by the fifth of each month a standard invoice detailing the activities and expenses by case. An invoice template will be provided, Payment for services and reimbursement of expenses by the City to a hearing officer are further conditioned upon: 1, The reasonableness of the amount of time spent by the hearing officer on the case(s) for which the hearing officer is seeking payment/reimbursement; 2, The hearing officer's timely submission of reasonable and acceptable documentation supporting all expenses being claimed by the hearing officer; and 3. The hearing officer's prompt return to the City of all file materials relating to closed cases. 4. Contractor's services will be billed to the nearest quarter hour. I. Providing hearing officer services to other clients is not barred so long as the hearing officer does not decline the request for hearing services more than two consecutive times; specifically, the hearing officer must: 1. maintain the ability to respond to requests for hearings and prehearing motions within 24 hours; 2. meet all applicable time lines; and 3. demonstrate that such outside practice does not conflict with contractual work with the City of Santa Ana, J, Comply with the decision format requirements set by the City pursuant to the rules governing a hearing officer's decision as per SAMC 1-21,8,16-119,17-105,17-108, and 17-135. The decisions of the hearing officer must indude formal findings of fact, and meet in all respects the minimum requirements applicable to the decisions of executive agencies conducting contested cases. K. There is no guarantee as to the number of cases that will be assigned to a hearing officer. The City anticipates that it will establish a list of qualified hearing officers and assign hearings all on a given date based on a rotation of the names on the list. 8 . . COMPENSATION City agrees to pay and Contractor agrees to accept as total compensation for all services and costs, a rate of $100.00 per hour, to the nearest quarter hour, for all hearing officer services provided to City. Said services include review of the materials provided by City, holding of the hearing and providing findings and determination. 'Mth the exception of City validating parking receipts for the time that hearing officer is performing services for City, City will not pay costs associated with providing the hearings including travel time to and from the hearing site. 9 01/01/1999 04:59 7145415512 COASTAL MEDIATIOt~ PAGE 02 ~ .PRCFBSSDW. LIABILITY JNSUR.AICB ..... to tilt NAl'llWAL AS:!llCIATQ ~ SAlAR.JHD ~ PURCHA$DiI) ~ END ~ 912160 PREVIOUS# INITIAL AU1H.# CP05CT7770 Nm:a.d Anursd: ILAR&\RA BCHAN I:IIA WASTAL M8DL\.l1tNsmtVlCBS Cautal M.cIiatian Senru. 3OS6 Madeira A~ C~bt. Mea CA 92626 I!\IJIEH:B Of INStlRANl:::S .ntlftd wI:h c.rtaiII ~ATLLOYI,l'S,~ PARTIC1PATI~ 1IBRBCJtI: HIOI5 MJSCEl.LANBOUS B&O ProC..mw. Liability lmun.Dce LIMITS OF LIABn.ITY: .Eacll claim: ~~. Diaudible Retroactive Date: Sl,lD),<IXlOO $l.lD),(Q)JJ() Sl.anoo IIIeh claim NONE PREMIUM Ollclu<liag ..o:IIllIn;mts): $683.00 Purchaai.Dg Choap tax: foe CA @ 35i Dl"9 TOTAL UDYD'S PREMIUM ODl:lndiDt T~: S7(1149 Speaa.l Cooditiou: See Attacbed Schedule c4 Penna and. EndcnmantlI Not.ict of CJaim Ie Swvio. d. Su.it: Lord, ~ ~ Brook 130 South LaS&1l6 Street Chicago n... 60603 WOI'ding - MJ.....tt.'htOUJ PrdNlimal Lia.bility ATR PERIOD OF INSURANCB: From....y 1. '1tI1T 12:01 a.m. to War :J. D1112:Ol LID. In ~ r1l tilt additieM1 pmniulll paUj IlIIIl. in ~ ~ UIe I.......... .. tbe ~ att'lldled hIreCo, t1lo abow ~ membIc ;. 11II ANuM l.lMtr 1be ~ r1l1~ '"-' to tbt ~ AaoddJlIIl rL smri.c1 Pmf..um1l ~. Omljl. fa or ~q IlIinoI. by Undenni.. at lJoyd's:, Lmdm (mt inawpcnted) tor the ~ tL ~ and IlmitJ tIlliabOfty IPICIfItd atwM. All Qtb..- --. awtitiml&, IDllIllduricn of.r. ~.. ~ This 0IrtifM& nut u.. ~ 0IrtIficat. II a tne ClCIp)' rL ... adpal daGIImIet ~ All otMr tmu,. ~ limita ud ...,h....... remain 1'_"'Dpd. Attu:bIId to aDd tormiag pert at Cer1:if'ute No.: Nt 9lJX) - 06 UNlERWRlTERS AT LLOYD"S, LONDON 0I.t.d: April 24, 'NJ7 ~ Bq~1J't Marbta,!no. db. ~ Marbta ~ ./'tpDq, IDe. { By ~7:P~ f'1lM."i41 (po(}) ~ ~ l'ILB CDII"J" AMENDATORY ENDORSEMENT NO.: 91260 ASSURED: BARBARA ECHAN DBA COASTAL MEDIATION SERVICES EFFECTIVE: January 1,2008 to May 1,2008 30 DAY NOTICE OF CANCELLATION ENDORSEMENT In consideration of the additional premium paid as shown above, it is hereby understood and agreed that if Underwriters cancel this insurance for any reason other than non-payment of premium, Underwriters shall provide a 3O-day written notice of cancellation to the following: City of Santa Ana 20 Civic Center Plaza Santa Ana CA 92702-1988 All other terms, conditions, limits and exclusions remain unchanged. Attached to and forming part of Certificate No.: NI 9000 - 06 Dated: January 14,2008 UNDERWRITERS AT LLOYD'S, LONDON AUTHORIZATION NO.: CP0607770 Complete Efiity Markets, Inc. dba Complete uity Markets Insurance Agency, Inc, (CASL#OD4407 BY~7Y~ AIF 2119 (fX5/07) Lib(el99)**(38)23 revised 7/04 8/04 Endorsement #6 ~lVI. E.L.M. INSURANc:E BROKERS! INC 1990 EAST GRAND AVE, SUITE 210 I EL SEGUNDO, CA 90245 -i.l b1 . l! r( N -,;J.OD f? - OD5 TEL (310) 322-1301 FAX (310) 322-1302 CA L1C # 0028706 .. 5/8/08 BINDER # 36701,01 Page 1 of2 INSURED: Barbara Echan 3056 Madena Ave Costa Mesa, CA 92626 AGENT: E.L.M. Insurance Brokers Inc 1990 E Grand Ave suite 210 EI Segundo, CA 90245 Binder is effective from 12:01 AM 05/01/08 to 12:01 AM 07/27/08 unless cancelled or replaced by the Policy. Policy is effective from 12:01 AM 05/01/08 to 12:01 AM 05/01/09. This is to certify that, in accordance with your instructions, we have bound coverage as follows: COMPANY: Certain Underwriters at Lloyds, London POLICY NO: 0509-00122403A AM BEST: A, XV COVERAGE: Miscellaneous Professional Liability COVERED Alternative Dispute Resolution services for others for a fee. SERVICES: RETRO DATE: 5/1/07 LIMITS: $1,000,000 per claim limit $1,000,000 aggregate limit DEDUCTIBLE: $5,000 per claim CONDITIONS: Defense expenses are INSIDE policy limits. Deductibles apply to loss and claim expense. SUBJECT TO: Carrier's receipt of premium .. ~-~) ~t....l j .'~. -., :"" . ~o -bG1----- -" ., - . ....- . -., ,- "" ,. ' "" , '.'~ FORMS: BRP MPL policy form Nuclear Incident Exclusion Service of Suit Clause (U.S.A.) Several Liability Notice War and Civil War Exclusion War and Terrorism Exclusion Endorsement Radioactive Contamination Exclusion Clause Liability Direct Notice of Cancellation - ADR Asbestos Exclusion Extended Reporting Period Endorsement 100% - 125% Bilateral PAYMENT TERMS: If you have not been previously provided with a copy of the policy form and endorsements, specimens are enclosed or will be provided at your request. Please read them carefully. Option 1 - Payment in full: PLUS any quoted and fees are due upon receipt of our invoice. Save postage and overnight charges! PAY BY FAX with ELM - see attached form. Option 2 - Financing: 25% down PLUS any quoted and fees are due upon receipt of our invoice. You can use your own finance company (copy of the finance agreement is required at binding), or we can provide you with an excellent financing quote with same-day draft authority through IBEX Financial Services. Please advise if you are interested. The following must be received if you use your own finance company: 1. A signed copy of your finance agreement listing ELM Insurance Brokers, Inc. as the Wholesaler - .. .._:.Jt1VI. E.L.M. INSURANCEBRO~ERS, IN<:: 1990 EAST GRAND AVE, SUITE 210 I EL SEGUNDO, CA 90245 TEL (310) 322-1301 FAX (310) 322-1302 CA L1C # OD26706 5/8/08 BINDER # 36701.01 Page 2 of 2 Payment terms cont.. NO LATER than 5 days after receiving our invoice. 2. Financed premium - NO LATER than 20 days after policy inception. Your finance company must be instructed to release funds within this time to avoid possible cancellation due to non-payment. NON.ADMITTE The Company offering this indication is non-admitted in the state of California. The Insured MUST D NOTICE: receive written instructions from your agency to sign the attached SLA D-1 BEFORE coverage becomes effective. If not, your agency will be responsible for any applicable minimum earned premium should the Insured exercise their right to pro-rata cancellation DISCLAIMER: In order to complete the underwriting process, we must receive the additional information requested under the "Subject to" section above. The Carrier listed is not required to bind coverage prior to their receipt, review, and underwriting approval of the requested additional information. This indication is strictly conditioned upon no material change in risk occurring between the date of this letter and the inception date of the proposed policy (including any claim or notice or circumstances that may reasonably be expected to give rise to a claim under any policy of which the policy being proposed by this letter is a renewal or replacement). In the event of such change of risk, the Insurer may in its sole discretion, whether or not this offer has already been accepted by the Policyholder, modify andlor withdraw this offer. Please note that this indication contains only a general description of coverages provided. For a detailed description of the terms of this indication, you must refer to the policy itself and any endorsements indicated. PREMIUM: $ 497.00 14.91 State Tax . 0.62 CA Stamp Fee $ 512.53 Total Premium is Minimum and Deposit for policy period. No flat cancellations. 25% minimum retained premium in the event of cancellation. This Binder is subject to all terms and conditions of the policy to be issued. The Binder shall be terminated and voided by delivery of a policy to either the Insured, his agent or representative. The coverage will remain in effect for the term indicated unless cancelled by the Insured, or the Company, via written notice. 41~' Frederick J. Fisher