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HomeMy WebLinkAbout2005 CON SD County - EMT Esopogeal Device ServicesMEETING DATE 10/18/05 City of National City, California COUNCIL AGENDA STATEMENT 6 AGENDA ITEM NO. 7 ITEM TITLE A Resolution of the City Council of the City of National City Authorizing a Memorandum of Agreement Between the City of National City and the County of San Diego for Emergency Medical Technician — Esophageal Tracheal Airway Device Services PREPARED BY Donald Condon, EXPLANATION Battalion Chief (336-4550) DEPARTMENT Fire On February 6, 1981, the County Board of Supervisors designated the Department of Health Services as their local Emergency Medical Services (EMS) Agency. With that designation and the subsequent adoption of County Policy K- 12, as well as the requirements established by the Health and Safety Code Chapter 1260, Division 2.5, and Sections 1797.200 and 1797.201, the office of Emergency Medical Services was given the primary responsibility for the overall administration of emergency medical systems in the County. National City has contracted with San Diego County for Paramedic services since October 1, 1983 to provide advanced life support to the citizens of National City. To provide a higher level of emergency medical care to the citizens, visitors and personnel of the City of National City, the Fire Department has recommended that the use of the combi-tube device to facilitate airway (tracheal) management be implemented per the California Code of Regulations, Title 22, Division 9, Chapter 2. All National City Fire Department emergency response personnel have been trained and certified in the use of the cotnbi-tube device, and the Fire Department has in-house staff to provide on -going training to maintain the certifications. The attached M.O.A. has been reviewed and approved by National City City Attorney George Eiser. The implementation of the combi-tube device can begin as soon as City Council approves the M.O.A. Environmental Review Financial Statement N/A STAFF RECOMMENDATION N/A Account No. City Council by resolution authorize the execution of the M.O.A. with the County of San Diego for Emergency Medical Technician — Esophageal Tracheal Airway Device Services. BOARD / COMMISSION RECOMMENDATION N/A i C 2oog- /0 ATTACHMENTS ( Listed Below ) 1. Resolution. 2. Memorandum of Agreement. Resolution No. 0.1/505 A-200 (9/80) RESOLUTION 2005 — RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A MEMORANDUM OF AGREEMENT BETWEEN THE CITY OF NATIONAL CITY AND THE COUNTY OF SAN DIEGO FOR EMERGENCY MEDICAL TECHNICIAN — ESOPHAGEAL TRACHEAL AIRWAY DEVICE SERVICES WHEREAS, the City desires to employ a contractor to provide Emergency Medical Technician — Esophageal Tracheal Airway Device services; and WHEREAS, the City has determined that the County Of San Diego possesses certain skills, experience, education and competency to perform certain specialized services regarding the provision and management of advanced life support, and the County of San Diego is willing to perform such services. NOW, THEREFORE, BE IT RESOLVED that the City Council hereby authorizes the Mayor to execute an Memorandum of Agreement with the County of San Diego to provide Emergency Medical Technician —Esophageal Tracheal Airway Device Services. Said Memorandum of Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 18`h day of October, 2005. Nick Inzunza, Mayor ATTEST: Michael Dalla, City Clerk APPROVED AS TO FORM: George H. Eiser, III City Attorney MEMORANDUM OF AGREEMENT Parties This Memorandum of Agreement ("MOA") is made by and among THE COUNTY OF SAN DIEGO (COUNTY) and NATIONAL CITY FIRE DEPARTMENT (CONTRACTOR) for Emergency Medical Technician — Esophageal Tracheal Airway Device services. The parties to this MOA may be referred to herein collectively as the "parties" or individually as a "party." Recitals WHEREAS CONTRACTOR possesses certain skills, experience, education and competency to perform certain specialized services regarding the provision and management of advanced life support; and WHEREAS CONTRACTOR and COUNTY desire to enter into agreement to provide service for Emergency Medical Technician - Esophageal Tracheal Airway Device (EMT-ETAD); THEREFORE, in consideration of the foregoing recitals and the mutual covenants and promises set forth below, and for other good and valuable consideration, receipt of which is hereby acknowledged, the parties hereto agree as follows: 1. Administration of MOA: Each party identifies the following individual to serve as the authorized administrative representative for . that party. Any party may change its administrative representative by notifying the other party in writing of such change. Any such change will become effective upon the receipt of such notice by the other party to this MOA. Notice of the authorized representative should be sent to each party as follows: County of San Diego Carmel Angelo, Interim Director Emergency Medical Services 6255 Mission Gorge Road San Diego, CA 92120 Contractor Randall James, Battalion Chief National City Fire Department 1243 National City Boulevard National City, CA 91950-4301 2. Parties' Responsibilities 2.1. Responsibilities of COUNTY 2.1.1. To provide, under the authority of Section 1797 et seq. of the Health and Safety Code, the following services: a. Approval of the EMT-ETAD training program(s) in the County of San Diego pursuant to the California Code of Regulations, Title 22, Division 9, Chapter 2. b. Standards for accreditation of EMT-ETAD in San Diego County, as well as accreditation of those individuals meeting criteria established in San Diego County, pursuant to the California Code of Regulations, Division 9, Chapter 2. c. To contract with designated participating Base Hospitals to provide medical direction and supervision for the area defined by the local Emergency Medical Services (EMS) Agency. For the purpose of this Agreement, the area defined is the EMT-ETAD Unit, including assigned personnel, assigned by the local EMS Agency to the Base Hospital for medical control. 2.2. Responsibilities of CONTRACTOR 2.2.1. To provide EMT-ETAD Services within the boundaries of its local jurisdiction, and within adjoining area as specified by agreements with adjoining EMT-ETAD Services. 2.2.2. To participate in the EMT-ETAD Program in accordance with Title 22 of the California Code of Regulations. 2.2.3. To develop and operate EMT-ETAD Services in accordance with California Code of Regulations, Title 22, Division 9, Chapter 2. The CONTRACTOR may subcontract all or a portion of these services. However, the CONTRACTOR is responsible for ensuring that any and all subcontractors are authorized by the COUNTY to provide services in accordance with the California Code of Regulations, Title 22, Division 9, Chapter 2. 2.2.4. To maintain and operate at least one fully equipped, supplied and staffed EMT- ETAD Unit seven days a week, 24 hours a day, in accordance with the Policies, Procedures and Protocols established by the County of San Diego. 2.2.5. To assure that at least one EMT-ETAD is accredited to use ETAD at all times. For the purpose of this Agreement, EMT-ETAD are individuals accredited by the County of San Diego's Emergency Medical Services Medical Director to operate as EMT-ETAD in San Diego County, pursuant to Title 22, Division 9, Chapter 2 of the California Code of Regulations. 2.2.6. To ensure that all accredited EMT-ETAD personnel comply with the continuing education requirements. 2.2.7. To appoint an Agency EMT-ETAD Coordinator, to serve as liaison between the Agency, the County, Base Hospitals, receiving hospitals, BLS provider agencies and public safety agencies operating within the service area. 2.2.8. To take immediate corrective action where there is a failure to meet "Responsibilities of the CONTRACTOR." 2.2.9. To implement and maintain a quality improvement program that interfaces with the local EMS agency's system wide quality program, which includes base hospitals, and is approved by the local EMS agency. County of San Diego - National City Fire Department ETAD MOU Page 2 of 6 10/5/2005 2.2.10. To notify the Director of Emergency Medical Services, or his/her designee immediately whenever any condition exists which adversely affects the local jurisdiction's ability to meet the conditions of the Agreement. 2.2.11. To provide for a planned maximum response time of no more than ten minutes urban/suburban and 30 minutes rural. 2.2.12. To comply with all applicable State statutes and regulations and County standards, policies, procedures and protocols. 3. Indemnity and Insurance 3.1. Indemnity: COUNTY shall not be liable for, and CONTRACTOR shall defend and indemnify COUNTY and the employees and agents of COUNTY (collectively "County Parties"), against any and all claims, demands, liability, judgments, awards, fines, mechanics' liens or other liens, labor disputes, losses, damages, expenses, charges or costs of any kind or character, including attorneys' fees and court costs (hereinafter collectively referred to as "Claims"), related to this MOA and arising either directly or indirectly from any act, error, omission or negligence of CONTRACTOR or its contractors, licensees, agents, servants or employees, including, without limitation, Claims caused by the concurrent negligent act, error or omission, whether active or passive, of COUNTY Parties. CONTRACTOR shall have no obligation, however, to defend or indemnify County Parties from a Claim if it is determined by a court of competent jurisdiction that such Claim was caused by the sole negligence or willful misconduct of COUNTY Parties. 3.2. Insurance: Prior to execution of this MOA, CONTRACTOR must obtain at its own cost and expense, and keep in force and effect during the term of this CONTRACT, including all extensions, the insurance specified in Exhibit "A," "Insurance Requirements," attached hereto. 4. Conformance With Rules And Regulations: CONTRACTOR shall be in conformity with all applicable Federal, State, County, and local laws, rules, and regulations, current and hereinafter enacted, including facility and professional licensing and/or certification laws and keep in effect any and all licenses, permits, notices and certificates as are required. CONTRACTOR shall further comply with all laws applicable to wages and hours of employment, occupational safety, fire safety, health and sanitation. 5. Permits and Licenses: CONTRACTOR certifies that it possesses and shall continue to maintain or shall cause to be obtained and maintained, at no cost to the County, all approvals, permissions, permits, licenses, and other forms of documentation required for it and its employees to comply with all existing foreign or domestic statutes, ordinances, and regulations, or other laws, that may be applicable to performance of services hereunder. The County reserves the right to reasonably request and review all such applications, permits, and licenses prior to the commencement of any services hereunder. 6. Governing Law: This MOA shall be governed, interpreted, construed and enforced in accordance with the laws of the State of California. County of San Diego - National City Fire Department ETAD MOU Page 3 of 6 10/5/2005 7. Third Party Beneficiaries Excluded: This MOA is intended solely for the benefit of the COUNTY and CONTRACTOR. Any benefit to any third party is incidental and does not confer on any third party to this MOA any rights whatsoever regarding the performance of this MOA. Any attempt to enforce provisions of this MOA by third parties is specifically prohibited. 8. Amendments to MOA: Any party may propose amendments to this MOA by providing written notice of such amendments to the other party. This MOA may only be amended by a written amendment signed by each parry's administrative representative. 9. Severability: If any terms or provisions of this MOA or the application thereof to any person or circumstance shall, to any extent, be held invalid or unenforceable, the remainder of this MOA, or the application of such term and provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and every other term and provision of this MOA shall be valid and enforced to the maximum extent permitted by law. 10. Full Agreement: This MOA represents the full and entire agreement between the parties and supercedes any prior written or oral agreements that may have existed. 11. Scope of MOA: This MOA only applies to the program described herein and does not set forth any additional current or future obligations or agreements between the parties, except that the parties may by written amendment amend the scope of this MOA. 12. Term: This MOA shall become effective on the date all of the parties have signed this MOA and be in force until terminated. 13. Counterparts: This MOA may be executed in any number of separate counterparts, each of which shall be deemed an original but all of which when taken together shall constitute one and the same instrument. 14. Contractor Standard: CONTRACTOR shall adopt its own standards for the purpose of implementing its EMT-ETAD program in accordance with paragraph 2.2 above and monitor the EMT-ETAD service Provider's compliance with such standards. 15. Notice 15.1. Notices Pursuant To This Agreement: Any notice or notices required or permitted to be given pursuant to this Agreement may be personally served on the other party by the party giving such notice, or may be served by certified mail or registered mail, to the officials cited in Paragraph 1. 15.2. Notice of Delay: CONTRACTOR shall, within five days of the beginning of any delay in the performance of this Agreement, notify the COUNTY'S Authorized Representative, in writing, of the said delay, causes and remedial action to be taken by CONTRACTOR. 16. Amendments and Termination 16.1. Amendments: COUNTY or CONTRACTOR may request written amendment to this Agreement. Such amendments, as agreed upon in writing, by and between COUNTY and CONTRACTOR are not in force until approved by both contracting parties. County of San Diego - National City Fire Department ETAD MOU 10/5/2005 Page 4 of 6 16.2. Termination of Agreement for Cause: Upon breach of this Agreement, COUNTY shall have the right to terminate this Agreement by giving written notice to CONTRACTOR of such termination and specifying the effective date of such termination. 16.3. Termination of Agreement for Convenience: Either party may terminate this Agreement upon 45 days written notice to the other party. 17. Independent Contractor: It is agreed that CONTRACTOR shall perform as an independent contractor under this Agreement. CONTRACTOR is, for all purposes arising out of this Agreement, an independent contractor, and shall not be deemed an employee of COUNTY. It is expressly understood and agreed that CONTRACTOR shall in no event be entitled to any benefits to which COUNTY employees are entitled, including, but not limited to, overtime, any retirement benefits, workers' compensation benefits, and leave benefits. 18. Confidentiality: CONTRACTOR shall maintain the confidentiality of its records, including billings, in accordance with all applicable State and Federal laws relating to confidentiality. CONTRACTOR shall inform all its officers, employees and agents, and others providing services hereunder of said confidentiality provision. COUNTY shall maintain the confidentiality of all records related to this Agreement upon contract termination. 19. Fiscal and Performance Audits, and Inspection of Records: Authorized Federal, State or County representatives shall have the right to monitor, assess or evaluate CONTRACTOR'S performance pursuant to this Agreement. Said monitoring, assessments or evaluations to include but not be limited to audits, inspection of premises, reports, client records and interviews of staff. At any time during normal business hours and as often as COUNTY may deem necessary, CONTRACTOR shall make available to County, State, or Federal officials for examination all of its records with respect to all matters covered by this Agreement and will permit authorized County, State, or Federal officials for examination all of its records with respect to all matters covered by this Agreement and will permit authorized County, State, or Federal officials to audit, examine, copy and make excerpts or transcripts from such records, and to make audits of all invoices, materials, information regarding patients receiving services, and other data relating to all matters covered by this Agreement. 20. Compliance: As a material condition of this Agreement, the CONTRACTOR agrees that the CONTRACTOR and the CONTRACTOR'S employees, while performing service for the COUNTY, on COUNTY property, or while using COUNTY equipment: 20.1. Shall inform all employees that are performing service for the COUNTY on COUNTY equipment, of the COUNTY objective of a safe, healthful and productive work place and the prohibition of drug or alcohol use or impairment from same while performing such service for the COUNTY. 20.1.1. Shall not be in any way impaired because of being under the influence of alcohol or a drug. 20.1.2. Shall not possess an open container of alcohol or consume alcohol or possess or be under the influence of an illegal drug. 20.1.3. Shall not sell, offer, or provide alcohol or a drug to another person County of San Diego - National City Fire Department ETAD MOU Page 5 of 6 10/5/2005 20.1.4. Item 20.1.3 shall not be applicable to a CONTRACTOR or CONTRACTOR employee who, as part of the performance of normal job duties and responsibilities prescribes or administers medically prescribed drugs. 20.2. The COUNTY may terminate for default or breach this Agreement and any other Agreement the CONTRACTOR'S has with the COUNTY, if the CONTRACTOR, or CONTRACTOR employees are determined by the Contracting Officer not to be in compliance with the condition of Paragraph 20. 21. Subcontractors of Contractor: All subcontracts for EMT-ETAD services entered into by CONTRACTOR shall be in writing and the subcontractor shall be authorized by the COUNTY to deliver such services in accordance with Title 22 of the California Code of Regulations, Section 100064(b)(5). No such subcontract shall act to terminate any legal responsibility of CONTRACTOR to COUNTY to assure complete performance of all activities and functions required of CONTRACTOR under this Agreement. 22. Maintenance of Records: All administrative records under this Agreement shall be maintained by the CONTRACTOR for a minimum of five years after termination date. COUNTY at its option, may take custody of a copy of CONTRACTOR'S non -patient administrative records related to this Agreement upon contract termination. 23. AIDS Discrimination: CONTRACTOR shall ensure that services and benefits are provided without regard to the medical condition described as Acquired Immune Deficiency Syndrome, commonly known as AIDS in accordance with Chapter 12, Section 32.1201-32.1213 AIDS DISCRIMINATION — County of San Diego Code of Regulatory Ordinances. It is the public policy of the County of San Diego that it is necessary to protect and safeguard the rights and opportunities of persons with AIDS, AIDS Related Complex (ARC) or AIDS — Related Status (ARS) in respect to discrimination in housing, business establishments, testing, and County facilities and services. County of San Diego, National City Fire Department Health & Human Services Agency By: By: Jean Shepard, HHSA Director Nick Inzunza, Mayor Date: Date: County of San Diego - National City Fire Department ETAD MOU Page 6 of 6 10/5/2005 MEMORANDUM OF AGREEMENT WITH NATIONAL CITY FIRE DEPARTMENT FOR EMERGENCY MEDICAL TECHNICIAN - ESOPHAGEAL TRACHEAL AIRWAY DEVICE SERVICES EXHIBIT A - INSURANCE AND BONDING REQUIREMENTS ARTICLE 1 INSURANCE REQUIREMENTS FOR CONTRACTORS Without limiting Contractor's indemnification obligations to County, Contractor shall provide at its sole expense and maintain for the duration of this contract, or as may be further required herein, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of the work by the Contractor, his agents, representatives, employees or subcontractors. 1. Minimum Scone of Insurance Coverage shall be at least as broad as: A. Commercial General Liability, Occurrence form, Insurance Services Office form CG0001. B. Automobile Liability covering all owned, non owned, hired auto Insurance Services Office form CA0001. C. Workers' Compensation, as required by State of California and Employer's Liability Insurance. D. Professional Liability required if Contractor provides or engages any type of professional services, including but not limited to medical professionals, counseling services, or legal services. 2. Minimum Limits of Insurance Contractor shall maintain limits no less than: A. Commercial General Liability including Premises, Operations, Products and Completed Operations, Contractual Liability, and Independent Contractors Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. The General Aggregate limit shall be $2,000,000. B. Automobile Liability: $1,000,000 each accident for bodily injury and property damage. C. Employer's Liability: $1,000,000 each accident for bodily injury or disease. Coverage shall include waiver of subrogation endorsement in favor of County of San Diego. D. Professional Liability: $1,000,000 per claim with an aggregate limit of not less than $2,000,000. Any self -retained limit shall not be greater than $25,000 per occurrence/event without County's Risk Manager's approval. Coverage shall include contractual liability coverage. If policy contains one or more aggregate limits, a minimum of 50% of any such aggregate limit must remain available at all times; if over 50% of any such aggregate limit has been paid or reserved, County will require additional coverage to be purchased by Contractor to restore the required limits. This coverage shall be maintained for a minimum of two years following termination of completion of Contractor's work pursuant to the Contract. 3. Deductibles and Self -Insured Retentions Any deductible or self -insured retention must be declared to and approved by the County's Risk Manager. At the option of the County, either: the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects the County, the members of the Board of Supervisors of the County and the officers, agents, employees and volunteers; or the Contractor shall provide a financial guarantee satisfactory to the County guaranteeing payment of losses and related investigations, claim administration, and defense expenses. 4. Other Insurance Provisions The general liability and automobile liability policies are to contain, or be endorsed to contain the following provisions: A. Additional Insured Endorsement Any general liability policy provided by Contractor shall contain an additional insured endorsement applying coverage to the County of San Diego, the members of the Board of Supervisors of the County and the officers, agents, employees and volunteers of the County, individually and collectively. Exhibit A 1 of 3 512/02 MEMORANDUM OF AGREEMENT WITH NATIONAL CITY FIRE DEPARTMENT FOR EMERGENCY MEDICAL TECHNICIAN - ESOPHAGEAL TRACHEAL AIRWAY DEVICE SERVICES EXHIBIT A INSURANCE AND BONDING REQUIREMENTS B. Primary Insurance Endorsement For any claims related to this Contract, the Contractor's insurance coverage shall be primary insurance as respects the County, the members of the Board of Supervisors of the County and the officers, agents, employees and volunteers of the County, individually and collectively. Any insurance or self-insurance maintained by the County, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. C. Notice of Cancellation Each required insurance policy shall be endorsed to state that coverage shall not be canceled by either party, except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the County at the address shown in section of Contract entitled "Notices". D. Severability of Interest clause Coverage applies separately to each insured, except with respect to the limits of liability, and that an act or omission by one of the named insureds shall not reduce or avoid coverage to the other named insureds. GENERAL PROVISIONS 5. Qualifying Insurers All required policies of insurance shall be issued by companies which have been approved to do business in the State of California by the State Department of Insurance, and which hold a current policy holder's alphabetic and financial size category rating of not less than A-, VII according to the current Best's Key Rating guide, or a company of equal financial stability that is approved in writing by County's Risk Manager. 6. Evidence of Insurance Prior to commencement of this Contract, but in no event later than the effective date of the Contract, Contractor shall furnish the County with certificates of insurance and amendatory endorsements effecting coverage required by this clause. Contractor shall furnish certified copies of the actual required insurance policies within thirty days after commencement of Contract. Thereafter, copies of renewal policies, certificate and amendatory endorsements shall be furnished to County within thirty days of the expiration of the term of any required policy. Contractor shall permit County at all reasonable times to inspect any policies of insurance, which Contractor has not delivered to County. 7. Failure to Obtain or Maintain Insurance; County's Remedies Contractor's failure to provide insurance specified or failure to furnish certificates of insurance, amendatory endorsements and certified copies of policies, or failure to make premium payments required by such insurance, shall constitute a material breach of the Contract, and County may, at its option, terminate the Contract for any such default by Contractor. 8. No Limitation of Obligations The foregoing insurance requirements as to the types and limits of insurance coverage to be maintained by Contractor, and any approval of said insurance by the County are not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by Contractor pursuant to the Contract, including, but not limited to, the provisions concerning indemnification. 9. Review of Coverage County retains the right at any time to review the coverage, form and amount of insurance required herein and may require Contractor to obtain insurance reasonably sufficient in coverage, form and amount to provide adequate protection against the kind and extent of risk which exists at the time a change in insurance is required. 10. Self -Insurance Contractor may, with the prior written consent of County's Risk Manager, fulfill some or all of the insurance requirements contained in this Contract under a plan of self-insurance. Contractor shall only be permitted to utilize such self-insurance if in the opinion of County's Risk Manager, Contractor's (i) net worth, and (ii) reserves for payment of claims of liability against Contractor, are sufficient to adequately compensate for the lack of other insurance coverage required by this Contract. Contractor's utilization of self-insurance shall not in any way limit liabilities assumed by Contractor under the Contract. Exhibit A 2 of 3 5/2/02 MEMORANDUM OF AGREEMENT WITH NATIONAL CITY FIRE DEPARTMENT FOR EMERGENCY MEDICAL TECHNICIAN - ESOPHAGEAL TRACHEAL AIRWAY DEVICE SERVICES EXHIBIT A - INSURANCE AND BONDING REQUIREMENTS 11. Claims Made Coverage If coverage is written on a "claims made" basis, the Certificate of Insurance shall clearly so state. In addition to the coverage requirements specified above, such policy shall provide that: A. B. C. D. The policy retroactive date coincides with or precedes Contractor's commencement or work under the Contract (including subsequent policies purchased as renewals or replacements). Contractor will make every effort to maintain similar insurance during the required extended period of coverage following expiration of the Contract, including the requirement of adding all additional insureds. If insurance is terminated for any reason, Contractor shall purchase an extended reporting provision of at least two years to report claims arising in connection with the Contract. The policy allows for reporting of circumstances or incidents that might give rise to future claims. 12. Subcontractors' Insurance Contractor shall require that any and all Subcontractors hired by Contractor are insured in accordance with this Contract. If any Subcontractors coverage does not comply with the foregoing provisions, Contractor shall defend and indemnify the County from any damage, loss, cost or expense, including attorney fees, incurred by County as a result of Subcontractors failure to maintain required coverage. 13. Waiver of Subrogation Contractor and County release each other, and their respective authorized representatives, from any Claims (as defined in the Article entitled "Indemnity" of the Pro Forma Contract), but only to the extent that the proceeds received from any policy of insurance carried by County or Contractor, other than any self-insurance, covers any such Claim or damage. Included in any policy or policies of insurance provided by Contractor hereunder shall be a standard waiver of rights of Subrogation against County by the insurance company issuing said policy or policies. ARTICLE 2 FIDELITY COVERAGE Without limiting Contractor's indemnification obligations to County, Contractor shall provide at its sole expense and maintain for the duration of this contract, or as may be further required herein, Fidelity coverage providing Employee Dishonesty, Forgery or Alteration, Theft, Disappearance, Destruction, and Computer Fraud coverage covering Contractors employees, officials and agents for Fidelity $1,000,000 limit. Exhibit A 3 of 3 5/2/02 RESOLUTION 2005 — 222 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A MEMORANDUM OF AGREEMENT BETWEEN THE CITY OF NATIONAL CITY AND THE COUNTY OF SAN DIEGO FOR EMERGENCY MEDICAL TECHNICIAN — ESOPHAGEAL TRACHEAL AIRWAY DEVICE SERVICES WHEREAS, the City desires to employ a contractor to provide Emergency Medical Technician — Esophageal Tracheal Airway Device services; and WHEREAS, the City has determined that the County Of San Diego possesses certain skills, experience, education and competency to perform certain specialized services regarding the provision and management of advanced life support, and the County of San Diego is willing to perform such services. NOW, THEREFORE, BE IT RESOLVED that the City Council hereby authorizes the Mayor to execute an Memorandum of Agreement with the County of San Diego to provide Emergency Medical Technician —Esophageal Tracheal Airway Device Services. Said Memorandum of Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 18th day of October, 2005. Nick Inzunza, Mayor ATTEST: M hael Della, ity ty Clerk APPROVED AS TO FORM: George H. Eiser, III City Attorney Passed and adopted by the Council of the City of National City, California, on October 18, 2005, by the following vote, to -wit: Ayes: Councilmembers Inzunza, Morrison, Natividad, Parra, Zarate. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: NICK INZUNZA Mayor of the City of Nati anal City, California City CI-rk of the City o,j ational City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2005-222 of the City of National City, California, passed and adopted by the Council of said City on October 18, 2005. City Clerk of the City of National City, California By: Deputy City of National City Office of the City Clerk 1243 National City Boulevard, National City, CA 91950-4397 Michael R. Della, CMC - City Clerk (619) 336-4228 Fax: (619) 336-4229 December 12, 2005 Carmel Angelo Interim Director Emergency Medical Services 6255 Mission Gorge Road San Diego, CA 92120 Dear Carmel, On October 18, 2005, Resolution No. 2005-222 was passed and adopted by the City Council of the City of National City, authorizing a Memorandum of Agreement between the City of National City and the County of San Diego for Emergency Medical Technician — Esophageal Tracheal Airway Device Services. Enclosed you will find a certified copy of the above Resolution and one copy of the original contract. Michael R. Dalla City Clerk MRD/Iw Enclosure File No. C2005-10 ® Recycled Paper MEMORANDUM OF AGREEMENT Parties This Memorandum of Agreement ("MOA") is made by and among THE COUNTY OF SAN DIEGO (COUNTY) and NATIONAL CITY FIRE DEPARTMENT (CONTRACTOR) for Emergency Medical Technician — Esophageal Tracheal Airway Device services. The parties to this MOA may be referred to herein collectively as the "parties" or individually as a "party." Recitals WHEREAS CONTRACTOR possesses certain skills, experience, education and competency to perform certain specialized services regarding the provision and management of advanced life support; and WHEREAS CONTRACTOR and COUNTY desire to enter into agreement to provide service for Emergency Medical Technician - Esophageal Tracheal Airway Device (EMT-ETAD); THEREFORE, in consideration of the foregoing recitals and the mutual covenants and promises set forth below, and for other good and valuable consideration, receipt of which is hereby acknowledged, the parties hereto agree as follows: 1. Administration of MOA: Each party identifies the following individual to serve as the authorized administrative representative for that party. Any party may change its administrative representative by notifying the other party in writing of such change. Any such change will become effective upon the receipt of such notice by the other party to this MOA. Notice of the authorized representative should be sent to each party as follows: County of San Diego Carmel Angelo, Interim Director Emergency Medical Services 6255 Mission Gorge Road San Diego, CA 92120 Contractor Randall James, Battalion Chief National City Fire Department 1243 National City Boulevard National City, CA 91950-4301 2. Parties' Responsibilities 2.1. Responsibilities of COUNTY 2.1.1. To provide, under the authority of Section 1797 et seq. of the Health and Safety Code, the following services: a. Approval of the EMT-ETAD training program(s) in the County of San Diego pursuant to the California Code of Regulations, Title 22, Division 9, Chapter 2. b. Standards for accreditation of EMT-ETAD in San Diego County, as well as accreditation of those individuals meeting criteria established in San Diego County, pursuant to the California Code of Regulations, Division 9, Chapter 2. c. To contract with designated participating Base Hospitals to provide medical direction and supervision for the area defined by the local Emergency Medical Services (EMS) Agency. For the purpose of this Agreement, the area defined is the EMT-ETAD Unit, including assigned personnel, assigned by the local EMS Agency to the Base Hospital for medical control. 2.2. Responsibilities of CONTRACTOR 2.2.1. To provide EMT-ETAD Services within the boundaries of its local jurisdiction, and within adjoining area as specified by agreements with adjoining EMT-ETAD Services. 2.2.2. To participate in the EMT-ETAD Program in accordance with Title 22 of the California Code of Regulations. 2.2.3. To develop and operate EMT-ETAD Services in accordance with California Code of Regulations, Title 22, Division 9, Chapter 2. The CONTRACTOR may subcontract all or a portion of these services. However, the CONTRACTOR is responsible for ensuring that any and all subcontractors are authorized by the COUNTY to provide services in accordance with the California Code of Regulations, Title 22, Division 9, Chapter 2. 2.2.4. To maintain and operate at least one fully equipped, supplied and staffed EMT- ETAD Unit seven days a week, 24 hours a day, in accordance with the Policies, Procedures and Protocols established by the County of San Diego. 2.2.5. To assure that at least one EMT-ETAD is accredited to use ETAD at all times. For the purpose of this Agreement, EMT-ETAD are individuals accredited by the County of San Diego's Emergency Medical Services Medical Director to operate as EMT-ETAD in San Diego County, pursuant to Title 22, Division 9, Chapter 2 of the California Code of Regulations. 2.2.6. To ensure that all accredited EMT-ETAD personnel comply with the continuing education requirements. 2.2.7. To appoint an Agency EMT-ETAD Coordinator, to serve as liaison between the Agency, the County, Base Hospitals, receiving hospitals, BLS provider agencies and public safety agencies operating within the service area. 2.2.8. To take immediate corrective action where there is a failure to meet "Responsibilities of the CONTRACTOR." 2.2.9. To implement and maintain a quality improvement program that interfaces with the local EMS agency's system wide quality program, which includes base hospitals, and is approved by the local EMS agency. County of San Diego - National City Fire Department ETAD MOU Page 2 of 6 10/7/2005 2.2.10. To notify the Director of Emergency Medical Services, or his/her designee immediately whenever any condition exists which adversely affects the local jurisdiction's ability to meet the conditions of the Agreement. 2.2.11. To provide for a planned maximum response time of no more than ten minutes urban/suburban and 30 minutes rural. 2.2.12. To comply with all applicable State statutes and regulations and County standards, policies, procedures and protocols. 3. Indemnity and Insurance 3.1. Indemnity: COUNTY shall not be liable for, and CONTRACTOR shall defend and indemnify COUNTY and the employees and agents of COUNTY (collectively "County Parties"), against any and all claims, demands, liability, judgments, awards, fines, mechanics' liens or other liens, labor disputes, losses, damages, expenses, charges or costs of any kind or character, including attorneys' fees and court costs (hereinafter collectively referred to as "Claims"), related to this MOA and arising either directly or indirectly from any act, error, omission or negligence of CONTRACTOR or its contractors, licensees, agents, servants or employees, including, without limitation, Claims caused by the concurrent negligent act, error or omission, whether active or passive, of COUNTY Parties. CONTRACTOR shall have no obligation, however, to defend or indemnify County Parties from a Claim if it is determined by a court of competent jurisdiction that such Claim was caused by the sole negligence or willful misconduct of COUNTY Parties. 3.2. Insurance: Prior to execution of this MOA, CONTRACTOR must obtain at its own cost and expense, and keep in force and effect during the term of this CONTRACT, including all extensions, the insurance specified in Exhibit "A," "Insurance Requirements," attached hereto. 4. Conformance With Rules And Regulations: CONTRACTOR shall be in conformity with all applicable Federal, State, County, and local laws, rules, and regulations, current and hereinafter enacted, including facility and professional licensing and/or certification laws and keep in effect any and all licenses, permits, notices and certificates as are required. CONTRACTOR shall further comply with all laws applicable to wages and hours of employment, occupational safety, fire safety, health and sanitation. 5. Permits and Licenses: CONTRACTOR certifies that it possesses and shall continue to maintain or shall cause to be obtained and maintained, at no cost to the County, all approvals, permissions, permits, licenses, and other forms of documentation required for it and its employees to comply with all existing foreign or domestic statutes, ordinances, and regulations, or other laws, that may be applicable to performance of services hereunder. The County reserves the right to reasonably request and review all such applications, permits, and licenses prior to the commencement of any services hereunder. 6. Governing Law: This MOA shall be governed, interpreted, construed and enforced in accordance with the laws of the State of California. County of San Diego - National City Fire Department ETAD MOU Page 3 of 6 10/7/2005 7. Third Party Beneficiaries Excluded: This MOA is intended solely for the benefit of the COUNTY and CONTRACTOR. Any benefit to any third party is incidental and does not confer on any third party to this MOA any rights whatsoever regarding the performance of this MOA. Any attempt to enforce provisions of this MOA by third parties is specifically prohibited. 8. Amendments to MOA: Any party may propose amendments to this MOA by providing written notice of such amendments to the other party. This MOA may only be amended by a written amendment signed by each party's administrative representative. 9. Severability: If any terms or provisions of this MOA or the application thereof to any person or circumstance shall, to any extent, be held invalid or unenforceable, the remainder of this MOA, or the application of such term and provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and every other term and provision of this MOA shall be valid and enforced to the maximum extent permitted by law. 10. Full Agreement: This MOA represents the full and entire agreement between the parties and supercedes any prior written or oral agreements that may have existed. 11. Scope of MOA: This MOA only applies to the program described herein and does not set forth any additional current or future obligations or agreements between the parties, except that the parties may by written amendment amend the scope of this MOA. 12. Term: This MOA shall become effective on the date all of the parties have signed this MOA and be in force until terminated. 13. Counterparts: This MOA may be executed in any number of separate counterparts, each of which shall be deemed an original but all of which when taken together shall constitute one and the same instrument. 14. Contractor Standard: CONTRACTOR shall adopt its own standards for the purpose of implementing its EMT-ETAD program in accordance with paragraph 2.2 above and monitor the EMT-ETAD service Provider's compliance with such standards. 15. Notice 15.1. Notices Pursuant To This Agreement: Any notice or notices required or permitted to be given pursuant to this Agreement may be personally served on the other party by the party giving such notice, or may be served by certified mail or registered mail, to the officials cited in Paragraph 1. 15.2. Notice of Delay: CONTRACTOR shall, within five days of the beginning of any delay in the performance of this Agreement, notify the COUNTY'S Authorized Representative, in writing, of the said delay, causes and remedial action to be taken by CONTRACTOR. 16. Amendments and Termination 16.1. Amendments: COUNTY or CONTRACTOR may request written amendment to this Agreement. Such amendments, as agreed upon in writing, by and between COUNTY and CONTRACTOR are not in force until approved by both contracting parties. County of San Diego - National City Fire Department ETAD MOU Page 4 of 6 10/7/2005 16.2. Termination of Agreement for Cause: Upon breach of this Agreement, COUNTY shall have the right to terminate this Agreement by giving written notice to CONTRACTOR of such termination and specifying the effective date of such termination. 16.3. Termination of Agreement for Convenience: Either party may terminate this Agreement upon 45 days written notice to the other party. 17. Independent Contractor: It is agreed that CONTRACTOR shall perform as an independent contractor under this Agreement. CONTRACTOR is, for all purposes arising out of this Agreement, an independent contractor, and shall not be deemed an employee of COUNTY. It is expressly understood and agreed that CONTRACTOR shall in no event be entitled to any benefits to which COUNTY employees are entitled, including, but not limited to, overtime, any retirement benefits, workers' compensation benefits, and leave benefits. 18. Confidentiality: CONTRACTOR shall maintain the confidentiality of its records, including billings, in accordance with all applicable State and Federal laws relating to confidentiality. CONTRACTOR shall inform all its officers, employees and agents, and others providing services hereunder of said confidentiality provision. COUNTY shall maintain the confidentiality of all records related to this Agreement upon contract termination. 19. Fiscal and Performance Audits, and Inspection of Records: Authorized Federal, State or County representatives shall have the right to monitor, assess or evaluate CONTRACTOR'S performance pursuant to this Agreement. Said monitoring, assessments or evaluations to include but not be limited to audits, inspection of premises, reports, client records and interviews of staff. At any time during normal business hours and as often as COUNTY may deem necessary, CONTRACTOR shall make available to County, State, or Federal officials for examination all of its records with respect to all matters covered by this Agreement and will permit authorized County, State, or Federal officials for examination all of its records with respect to all matters covered by this Agreement and will permit authorized County, State, or Federal officials to audit, examine, copy and make excerpts or transcripts from such records, and to make audits of all invoices, materials, information regarding patients receiving services, and other data relating to all matters covered by this Agreement. 20. Compliance: As a material condition of this Agreement, the CONTRACTOR agrees that the CONTRACTOR and the CONTRACTOR'S employees, while performing service for the COUNTY, on COUNTY property, or while using COUNTY equipment: 20.1. Shall inform all employees that are performing service for the COUNTY on COUNTY equipment, of the COUNTY objective of a safe, healthful and productive work place and the prohibition of drug or alcohol use or impairment from same while performing such service for the COUNTY. 20.1.1. Shall not be in any way impaired because of being under the influence of alcohol or a drug. 20.1.2. Shall not possess an open container of alcohol or consume alcohol or possess or be under the influence of an illegal drug. 20.1.3. Shall not sell, offer, or provide alcohol or a drug to another person County of San Diego - National City Fire Department ETAD MOU Page 5 of 6 10/7/2005 20.1.4. Item 20.1.3 shall not be applicable to a CONTRACTOR or CONTRACTOR employee who, as part of the performance of normal job duties and responsibilities prescribes or administers medically prescribed drugs. 20.2. The COUNTY may terminate for default or breach this Agreement and any other Agreement the CONTRACTOR'S has with the COUNTY, if the CONTRACTOR, or CONTRACTOR employees are determined by the Contracting Officer not to be in compliance with the condition of Paragraph 20. 21. Subcontractors of Contractor: All subcontracts for EMT-ETAD services entered into by CONTRACTOR shall be in writing and the subcontractor shall be authorized by the COUNTY to deliver such services in accordance with Title 22 of the California Code of Regulations, Section 100064(b)(5). No such subcontract shall act to terminate any legal responsibility of CONTRACTOR to COUNTY to assure complete performance of all activities and functions required of CONTRACTOR under this Agreement. 22. Maintenance of Records: All administrative records under this Agreement shall be maintained by the CONTRACTOR for a minimum of five years after termination date. COUNTY at its option, may take custody of a copy of CONTRACTOR'S non -patient administrative records related to this Agreement upon contract termination. 23. AIDS Discrimination: CONTRACTOR shall ensure that services and benefits are provided without regard to the medical condition described as Acquired Immune Deficiency Syndrome, commonly known as AIDS in accordance with Chapter 12, Section 32.1201-32.1213 AIDS DISCRIMINATION — County of San Diego Code of Regulatory Ordinances. It is the public policy of the County of San Diego that it is necessary to protect and safeguard the rights and opportunities of persons with AIDS, AIDS Related Complex (ARC) or AIDS — Related Status (ARS) in respect to discrimination in housing, business establishments, testing, and County facilities and services. County of San Diego, Health & Human Services Agency By: can Shepard, HI -I A rector Nick Inzunza, Mayor Date: October 18. 2005 Date: National City Fire Department County of San Diego - National City Fire Department ETAD MOU Page 6 of 6 10/7/2005 MEMORANDUM OF AGREEMENT WITH NATIONAL CITY FIRE DEPARTMENT FOR EMERGENCY MEDICAL TECHNICIAN - ESOPHAGEAL TRACHEAL AIRWAY DEVICE SERVICES EXHIBIT A - INSURANCE AND BONDING REQUIREMENTS ARTICLE 1 INSURANCE REQUIREMENTS FOR CONTRACTORS Without limiting Contractor's indemnification obligations to County, Contractor shall provide at its sole expense and maintain for the duration of this contract, or as may be further required herein, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of the work by the Contractor, his agents, representatives, employees or subcontractors. 1. Minimum Scope of Insurance Coverage shall be at least as broad as: A. Commercial General Liability, Occurrence form, Insurance Services Office form CG0001. B. Automobile Liability covering all owned, non owned, hired auto Insurance Services Office form CA0001. C. Workers' Compensation, as required by State of California and Employer's Liability Insurance. D. Professional Liability required if Contractor provides or engages any type of professional services, including but not limited to medical professionals, counseling services, or legal services. 2. Minimum Limits of Insurance Contractor shall maintain limits no less than: A. Commercial General Liability including Premises, Operations, Products and Completed Operations, Contractual Liability, and Independent Contractors Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. The General Aggregate limit shall be $2,000,000. B. Automobile Liability: $1,000,000 each accident for bodily injury and property damage. C. Employer's Liability: $1,000,000 each accident for bodily injury or disease. Coverage shall include waiver of subrogation endorsement in favor of County of San Diego. D. Professional Liability: $1,000,000 per claim with an aggregate limit of not less than $2,000,000. Any self -retained limit shall not be greater than $25,000 per occurrence/event without County's Risk Manager's approval. Coverage shall include contractual liability coverage. If policy contains one or more aggregate limits, a minimum of 50% of any such aggregate limit must remain available at all times; if over 50% of any such aggregate limit has been paid or reserved, County will require additional coverage to be purchased by Contractor to restore the required limits. This coverage shall be maintained for a minimum of two years following termination of completion of Contractor's work pursuant to the Contract. 3. Deductibles and Self -Insured Retentions Any deductible or self -insured retention must be declared to and approved by the County's Risk Manager. At the option of the County, either: the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects the County, the members of the Board of Supervisors of the County and the officers, agents, employees and volunteers; or the Contractor shall provide a financial guarantee satisfactory to the County guaranteeing payment of losses and related investigations, claim administration, and defense expenses. 4. Other Insurance Provisions The general Liability and automobile liability policies are to contain, or be endorsed to contain the following provisions: A. Additional Insured Endorsement Any general liability policy provided by Contractor shall contain an additional insured endorsement applying coverage to the County of San Diego, the members of the Board of Supervisors of the County and the officers, agents, employees and volunteers of the County, individually and collectively. Exhibit A 1 of 3 5/2/02 MEMORANDUM OF AGREEMENT WITH NATIONAL CITY FIRE DEPARTMENT FOR EMERGENCY MEDICAL TECHNICIAN - ESOPHAGEAL TRACHEAL AIRWAY DEVICE SERVICES EXHIBIT A - INSURANCE AND BONDING REQUIREMENTS B. Primary Insurance Endorsement For any claims related to this Contract, the Contractor's insurance coverage shall be primary insurance as respects the County, the members of the Board of Supervisors of the County and the officers, agents, employees and volunteers of the County, individually and collectively. Any insurance or self-insurance maintained by the County, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. C. Notice of Cancellation Each required insurance policy shall be endorsed to state that coverage shall not be canceled by either party, except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the County at the address shown in section of Contract entitled "Notices". D. Severability of Interest clause Coverage applies separately to each insured, except with respect to the limits of liability, and that an act or omission by one of the named insureds shall not reduce or avoid coverage to the other named insureds. GENERAL PROVISIONS 5. Qualifying Insurers All required policies of insurance shall be issued by companies which have been approved to do business in the State of California by the State Department of Insurance, and which hold a current policy holder's alphabetic and financial size category rating of not less than A-, VII according to the current Best's Key Rating guide, or a company of equal financial stability that is approved in writing by County's Risk Manager. 6. Evidence of Insurance Prior to commencement of this Contract, but in no event later than the effective date of the Contract, Contractor shall furnish the County with certificates of insurance and amendatory endorsements effecting coverage required by this clause. Contractor shall furnish certified copies of the actual required insurance policies within thirty days after commencement of Contract. Thereafter, copies of renewal policies, certificate and amendatory endorsements shall be furnished to County within thirty days of the expiration of the term of any required policy. Contractor shall permit County at all reasonable times to inspect any policies of insurance, which Contractor has not delivered to County. 7. Failure to Obtain or Maintain Insurance; County's Remedies Contractor's failure to provide insurance specified or failure to furnish certificates of insurance, amendatory endorsements and certified copies of policies, or failure to make premium payments required by such insurance, shall constitute a material breach of the Contract, and County may, at its option, terminate the Contract for any such default by Contractor. 8. No Limitation of Obligations The foregoing insurance requirements as to the types and limits of insurance coverage to be maintained by Contractor, and any approval of said insurance by the County are not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by Contractor pursuant to the Contract, including, but not limited to, the provisions concerning indemnification. 9. Review of Coverage County retains the right at any time to review the coverage, form and amount of insurance required herein and may require Contractor to obtain insurance reasonably sufficient in coverage, form and amount to provide adequate protection against the kind and extent of risk which exists at the time a change in insurance is required. 10. Self -Insurance Contractor may, with the prior written consent of County's Risk Manager, fulfill some or all of the insurance requirements contained in this Contract under a plan of self-insurance. Contractor shall only be permitted to utilize such self-insurance if in the opinion of County's Risk Manager, Contractor's (i) net worth, and (ii) reserves for payment of claims of liability against Contractor, are sufficient to adequately compensate for the lack of other insurance coverage required by this Contract. Contractor's utilization of self-insurance shall not in any way limit liabilities assumed by Contractor under the Contract. Exhibit A 2 of 3 5/2/02 • MEMORANDUM OF AGREEMENT WITH NATIONAL CITY FIRE DEPARTMENT FOR EMERGENCY MEDICAL TECHNICIAN - ESOPHAGEAL TRACHEAL AIRWAY DEVICE SERVICES EXHIBIT A - INSURANCE AND BONDING REQUIREMENTS 11. Claims Made Coverage If coverage is written on a "claims made" basis, the Certificate of Insurance shall clearly so state. In addition to the coverage requirements specified above, such policy shall provide that: A. B. C. D. The policy retroactive date coincides with or precedes Contractor's commencement or work under the Contract (including subsequent policies purchased as renewals or replacements). Contractor will make every effort to maintain similar insurance during the required extended period of coverage following expiration of the Contract, including the requirement of adding all additional insureds. If insurance is terminated for any reason, Contractor shall purchase an extended reporting provision of at least two years to report claims arising in connection with the Contract. The policy allows for reporting of circumstances or incidents that might give rise to future claims. 12. Subcontractors' Insurance Contractor shall require that any and all Subcontractors hired by Contractor are insured in accordance with this Contract. If any Subcontractors coverage does not comply with the foregoing provisions, Contractor shall defend and indemnify the County from any damage, loss, cost or expense, including attorney fees, incurred by County as a result of Subcontractors failure to maintain required coverage. 13. Waiver of Subrogation Contractor and County release each other, and their respective authorized representatives, from any Claims (as defined in the Article entitled "Indemnity" of the Pro Forma Contract), but only to the extent that the proceeds received from any policy of insurance carried by County or Contractor, other than any self-insurance, covers any such Claim or damage. Included in any policy or policies of insurance provided by Contractor hereunder shall be a standard waiver of rights of Subrogation against County by the insurance company issuing said policy or policies. ARTICLE 2 FIDELITY COVERAGE Without limiting Contractor's indemnification obligations to County, Contractor shall provide at its sole expense and maintain for the duration of this contract, or as may be further required herein, Fidelity coverage providing Employee Dishonesty, Forgery or Alteration, Theft, Disappearance, Destruction, and Computer Fraud coverage covering Contractors employees, officials and agents for Fidelity $1,000,000 limit. Exhibit A 3 of 3 5/2/02