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HomeMy WebLinkAbout2000-04-24 City Council (9)City of Palo Alto City Manager’s Report 4 TO:HONORABLE CITY COUNCIL FROM:CITY MANAGER DEPARTMENT: HUMAN RESOURCES DATE: SUBJECT: APRIL 24, 2000 CMR:220:00 APPROVAL OF CONTRACT WITH COMPSYCH CORPORATION (COMPSYCH) IN THE AMOUNT OF $99,000 FOR THE CITY OF PALO ALTO’S EMPLOYEE ASSISTANCE PLAN RECOMMENDATION Staff recommends that Council: Approve and authorize the-Mayor to execute the attached contract with ComPsych Corporation (ComPsych) in the amount of $99,000 to provide Employee Assistance Plan services. The initial contract value will be $33,000 for the first year. o Authorize the City Manager or his designee to renew the contract for the second and third years, provided ComPsych is responsive to the City’s needs, and the quality of its services is acceptable during the first and subsequent years of the contract. DISCUSSION Project Description The work to be performed under this contract is for Employee Assistance Plan (EAP) services. The City has provided employees and their dependents with EAP benefits since 1982. Existing agreements with City employee bargaining units provide for maintaining benefits to assist employees in dealing with many types of problems, including personal counseling, work and family issues, stress, childcare issues, eldercare, substance abuse, etc. The EAP is designed to promote the well being and welfare of City employees and their families, and thereby support on the job productivity. The current EAP provider is Managed Health Network (MHN). MHN’s contract with the City will expire on April 30, 2000. CMR:220:00 Page 1 of 3 Selection Process Staff prepared and sent a proposal to 13 providers on February 6, 2000. The proposal period was 35 days. Five providers submitted proposals: Assist U, ComPsych Corporation (ComPsych), Concern, Managed Health Network (MHN) and United Behavioral Health. The proposals ranged from $27,324 to $59,400 annually. The providers not responding indicated that they did not submit a proposal because they felt they would not be competitive or were not interested. A selection advisory committee consisting of Human Resources staff and employee bargaining group representatives reviewed the proposals. Two firms were selected as finalists and invited to participate in oral interviews: MHN, the current provider, and ComPsych. The committee carefully reviewed each provider’s.qualifications relative to the following criteria: ¯Types of services offered ¯Quality of services offered ¯Customer service capability ¯Statistical reports ¯Communication materials ¯Internet technology ¯Costs ComPsych was selected unanimously because it demonstrated the ability to provide enhanced services for the cu,rrent EAP programs as well as several creative and innovative services. Financial and legal assistance services will be unlimited, Masters Degree level intake counselors will answer all telephone calls and will be able to offer immediate assistance for employees and dependents and an internet web site will be available to employees and families 24 hours a day to support life issues or concerns. ComPysch will also provide improved communication materials and improved statistical reports to the City. RESOURCE IMPACT Plan costs of $33,000 per-year will be guaranteed for three years. Funding for the plan is available in the current and proposed budget in the General Benefits and Insurance Service Fund. POLICY IMPLICATIONS This request does not represent a change in existing policies. ENVIRONMENTAL REVIEW CMR:220:00 Page 2 of 3 This is not a project under the California Environmental Quality Act. ATTACHMENTS Attachment A: Contract with ComPsych Corporation PREPARED BY: Leonard Zucker, Manager of Employee Benefits DEPARTMENT HEAD: JAY C S Director of Human Resources CITY MANAGER AP HARRISON Assistant City Manager CMR:220:00 Page 3 of 3 AGREEMENT THIS AGREEMENT is made and entered into this __ day of April, 2000, by and between COMPSYCH CORPORATION, an Illinois corporation ("ComPsych"), and CITY OF PALO ALTO, a chartered municipal corporation of the State of California ("Client"). RECITALS WHEREAS, ComPsych is engaged in the business of providing employee assistance programs (an "EAP") to employers; and WHEREAS, pursuant to an EAP, ComPsych provides those services described on Schedule I attached hereto (the "Services") to employees of client companies and/or their respective spouses and dependents who, from time to time, participate in an EAP ("Participants"); and WHEREAS, Client desires to engage ComPsych, and ComPsych desires to be engaged by Client, to provide an EAP to Client (the "Client EAP") pursuant to which ComPsych shall provide the Services to Client and Participants in the Client EAP,,on the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the foregoing and the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1. Services: Throughout the Term (as defined below), ComPsych will provide to Client an EAP pursuant to which ComPsych will perform the Services for Client and Participants in the Client EAP, as indicated in Schedule I. 2. Fees: (a) Throughout the Term, Client will pay a base fee per employee per month to ComPsych as indicated in Schedule II. The first (lst) monthly fee shall be due and payable on or before the Commencement Date (as defined below). Subsequent fees shall be due and payable on or before each one (1) month anniversary of the Commencement Date throughout the Term. Fees will be fixed for a period of three (3) years. (b) In the event that any payment due ComPsych hereunder is not received by ComPsych from Client when due, a delinquency charge shall be assessed on each installment assessed in default for not less than thirty days in an amount not to exceed one and one half percent (1 V2 %) for each month the installment remains unpaid or the maximum amount allowed by law, in addition to attorney’s fees and other costs and expenses incurred by ComPsych to collect any amounts due hereunder.NBC Tower ¯ 24th Floor 455 N. Cityfront Plaza Drive ¯ Chicago, 111inois 60611-5322 telephone 312-595-4000 ¯fax" 312÷595-4029 u~bsite www.compsych.com 3. Term: The term of this Agreement shall be for a period of one (1) year (the "Initial Term") commencing on May 1, 2000 (the "Commencement Date") and ending on April 30, 2001. Following the expiration of the Initial Term, this Agreement shall automatically renew for successive two (2) year periods (each a "Renewal Term"), unless either party shall deliver to the other party written notice of non-renewal not less than sixty (60) days prior to the expiration of the Initial Term or the applicable Renewal Term. The Initial Term and any and all Renewal Terms are sometimes collectively referred to herein as the "Term". This Contract is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Contract will terminate without any penalty at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year for the services under this Agreement. This section shall take precedence in the event of a conflict with any other covenant, term, condition or provision of this Contract. 4. Responsibility and Authority: It is agreed and acknowledged that: (a) ComPsych shall have no responsibility or liability whatsoever to Client, any Participant or any other person, firm, corporation or entity for any of the following: (i) .Verification of any participant’s entitlement to group medical/health plan coverage or insurance reimbursement; (ii) Payment of any participant’s bills, debts, obligations or other liabilities of any kind relating to any treatment or confinement (except as specified in any of the Schedules attached hereto), or payment of any treatment not expressly provided for in this Agreement. (iii) Any employment related decisions made by Client, including, without limitation, hiring, terminations, and employee accommodations made pursuant to the Americans with Disabilities Act. (b) ComPsych shall have no responsibility or liability whatsoever for the accuracy, completeness, propriety, necessity or advisability of the information which is provided to ComPsych by or from third parties, including, without limitation, hospitals, alternative facilities, treatment providers and practitioners. (c) Client, in conjunction with its claims administrator, shall retain all final authority for benefit determination under any and all applicable insurance and claim administration contracts. 5. Statistical Reports: ComPsych will furnish statistical management reports to Client which reflect the Services being rendered, as described in Schedule I. 2 6. Proprietary Rights: Client shall not, during the term of this Agreement, or at any time thereafter, disclose to any person, firm, corporation or other entity any information concerning the business or affairs of ComPsych, except as may be subject to disclosure as a public document under the California Public Records Act, or as may be ordered disclosed by court order. All rights, title and interest to the work product developed or produced under this Agreement are the sole property of ComPsych. Client covenants and agrees that it shall not knowingly, either directly or indirectly, in any way during the Term and for a period of three (3) years thereafter, solicit, attempt to solicit, or hire for employment or engage any person who is or was an employee or agent of ComPsych during the Term. 7. Confidentiality: ComPsych and Client acknowledge and agree that all information obtained or prepared by ComPsych in connection with this Agreement concerning individual Participants is confidential. No such information shall be disclosed except when disclosure is required by legal mandate or by express written consent of the Participant. 8. Dissemination of Information: Client covenants and agrees that any and all communications disseminated by Client to Participants regarding the Client EAP or the Services to be rendered by ComPsych hereunder shall: (a) if written, be subject to ComPsych’s prior written approval, which approval shall not be unreasonably withheld; and (b) if oral, accurately reflect the. terms hereof and comply with such guidelines as may be established, from time to time, by ComPsych. 9. Representations and Warranties: ComPsych and Client each represent, and warrant to the other that: (a) such party is a duly organized and validly existing corporation in good standing under the laws of its state of incorporation; (b) the execution and delivery of this Agreement by such party and its performance of its obligations hereunder have been duly authorized by all appropriate and requisite corporate action; (c) this Agreement is binding upon such party and enforceable against such party in accordance with its terms, except as may be limited by applicable bankruptcy, insolvency, reorganization or similar laws. 10. Indemnification: ComPsych agrees to indemnify, defend and hold harmless Client and its Council Members, officers and employees from and against any and all loss, damage, claim or liability (including without limitation, reasonable attorney’s fees) incurred by Client which arise out of ComPsych’s negligent acts, errors or omissions, in performing under this Contract. 11. Insurance: CorfiPsych shall maintain insurance as set forth on the Certificate of Insurance attached hereto as Exhibit 1. Such insurance will contain an endorsement stating that the insurance is primary coverage (with respect to services provided by ComPsych) and will not be canceled or altered by the insurer except after filing with Client’s city clerk thirty (30) days’ prior written notice of such cancellation or alteration. The City of Palo Alto will be named as an additional insured on such insurance. 12. Workers’ Compensation: ComPsych, by executing this Contract, certifies that it is insured against liability for workers’ compensation. 13. Assignment: This contract is for the personal services of ComPsych, therefore, ComPsych will not assign, transfer, convey or otherwise dispose of this Contract, any right, title or interest in or to the same or any part thereof without the prior written consent of Client, which consent shall not be unreasonably withheld, provided, that ComPsych shall have the right to sell, transfer, convey or assign this agreement to any successor, subsidiary, parent or affiliate of ComPsych and such assignee shall acquire all of the rights, duties and obligations of ComPsych set forth herein. A consent to one assignment will not be deemed to be a consent to any subsequent assignment. Any assignment made without the approval of the City Manager will be void and, at the option of the City Manager, this Contract may be terminated. This Contract will not be assignable by operation of law. 14. Nondiscrimination: ComPsych, as a supplier of services to the City of Palo Alto, certifies that it does not discriminate in employment with regards to age, race, color, religion, sex, national origin, ancestry, disability, or sexual preference and that it is in compliance with all Federal, State and local directives and executive orders regarding nondiscrimination in employment. ComPsych agrees that each contract for services with an independent provider will contain a provision substantially as follows: "Provider will provide ComPsych with a certificate stating that Provider is currently in compliance with all Federal and State of California laws coveting nondiscrimination in employment; and that P~ovider will not discriminate in the employment of any person under this contract because of the age, race, color, national origin, ancestry, religion, disability, sexual preference or gender of such person." 15. Force Majeure: No failure, delay or default in performance of any obligation of a Party to this Agreement shall constitute an event of default or breach of the Agreement to the extent that such failure to perform, delay or default arises out of a cause, existing or future, that is beyond the control and without negligence of such Party, including, but not limited to: action or inaction of governmental, civil or military authority; fire, strike, lockout or other labor dispute; flood, war; riot; theft; earthquake and other natural disaster. 4 16. Exclusivity: During the term of this Agreement, Client warrants that ComPsych shall be the exclusive provider of the services under this Agreement to Client’s employees. 17. Relationship of the Parties: ComPsych and Client agree that ComPsych shall be an independent contractor and neither party nor their respective employees or agents shall be deemed to be an employee of the other, nor shall this Agreement be deemed to create a partnership, joint venture or other association between the parties hereto. 18. Notices: Any notice required hereunder will not be effective, unless in writing, signed by an authorized officer of the party delivering such notice, and sent by certified or registered mail to the address indicated below. Notices shall be effective only when received. ComPsych Corporation NBC Tower 455 N. Cityfront Plaza Drive 24th Floor Chicago, IL 60611-5506 Attn:Dr. Richard A. Chaifetz President and CEO City of Palo Alto 250 Hamilton Ave. P.O. Box 10250 Palo Alto, CA 94303 Attn: Employee Benefits Manager 19. Governing Law: This Agreement shall be interpreted under and governed by the laws of the State of Illinois, without regard to its conflict of laws rules. Any court proceedings shall take place in Santa Clara County, California, unless the parties agree otherwise. 20. Severability: If any provision of this Agreement or the application thereof to any party or circumstance is held to be invalid, such invalidity shall not affect the other provisions or applications of the Agreement which can be given effect without the invalid provision or application, and to this end the provisions of this Agreement are severable. 21. Schedules Attached and Incorporated into Agreement: The Schedules attached to this Agreement are incorporated herein, in their entirety, by this reference. 22. Entire Agreement: This Agreement, together with the Schedules attached hereto, shall constitute the entire Agreement by and between the parties with respect to the subject matter hereof. There are no promises, terms, conditions, or obligations other than those contained herein and, this Agreement shall supersede all prior and contemporaneous communications, representations or agreements, either verbal or written, by and between the parties hereto, all of which are merged herein. This Agreement may not be modified or rescinded except pursuant to a written instrument signed by the party against whom enforcement is sought. 5 23. Clause Headings: The clause headings appearing in this Agreement have been inserted for the purpose of convenience and ready reference. They do not purport to, and shall not be deemed to, define, limit or extend the scope or intent of the clauses to which they appertain. 24. Facsimile: Facsimile transmission of an executed copy of this Agreement or any amendments hereto shall be accepted as evidence of a party’s execution of the Agreement or amendment. 25. Changes, Additions or Deletions: Any changes, additions, or deletions to this Agreement will not be considered binding or agreed to unless the modifications have been initialed or otherwise approved in writing by the other party. 26. Recovery of Fees: The prevailing party in any action brought to enforce the provisions of this Contract may recover its reasonable costs and attorneys’ fees expended in connection with that action. 27. Dispute Resolution: ComPsych and Client shall attempt to resolve c6nflicts or disputes under this Contract in a fair and reasonable manner and agree that if resolution cannot be made to attempt to mediate the conflict by a professional mediator (except for payment disputes which may be submitted directly to arbitration). If mediation does not settle any dispute or action which arises under this Contract or which relates in any way to this Contract or the subject matter of this Contract, it shall be subject to arbitration under the rules governing commercial arbitration as promulgated by the American Arbitration Association and arbitrability shall be subject to the Federal Arbitration Act. Any arbitration proceeding shall take place in Santa Clara County, California unless the parties agree otherwise. IN WITNESS WtIEREOF, the parties have executed this Agreement as of the day and year first above written. COMPSY~RATIONBy: ~ Dr. Richard A. Chaifetz President and CEO By: Chief Financial Officer Tax I.D.: 36-3739783 CLIENT By: Title: (Civil Code ~ 1189) Notary Public In~and for said County and State, personally appeared , perso~ally known to me or provsd, t~ me o~’ t~e basis of sat~s£actory, e~l~nce ~o be person[s) whose name(s) ~s/are subscribed to the wi~hi~ instrument and acknowledged to me that he/she/they executed the same in his/her/~heir authorized capacity(ies), and that by his/her/their signature(s) on ~he instrument the person(s), or ~he entity upon behalf of which the person(s) acted, executed th~ instrument. WITNESS my hand and official seal. Pul .ic (Civil Code ~ 1189) 0F ~/~ , ~,__ before me, the underslgned, a . Not%ry Publxc !W and for said County and State, personally appeared ~./+~-~~__ , perso~ally known me or proved to me on t~e b~sis of satisfactory evidence person(s) whose name(s) is/are subscribed to ~he within ins~rumen~ and acknowledged to me that he/she/they executed the sa~e in his/her/their authorized capaclty(ies), and tha~ by his/her/thelr signature(s) on the instrDment the pers0n(s), or the entity upon behalf of which ~he person(s) acted, ~xecuted the instrument. WITNESS my hand and official seal. s± natu e of INo~ary -P~ic SCHEDULE I COVERED SERVICES EMPLOYEE ASSISTANCE PROGRA~I Account Management: Client will be assigned an account, manager who will serve as the contact person and provide Client with reports and feedback on the program. Program Promotion: Provide Client with customary EAP supervisor training, EAP employee orientations, literature, brochures and posters announcing and explaining the program to Client employees; as mutually agreed upon. Customized promotional materials are available at an additional cost. C) Service Access: 24 hour 800 line access to guidance counselors and 24 hour access to ComPsych’s Guidance Resource website at www.compsvch.com. Assessment, Counseling and Referral: Assess the presenting problem of each participant requesting services and provide a maximum of three (3) behavioral health counseling sessions per presenting problem (for safety employees, ComPsych will provide a maximum often (10) behavioral health counseling sessions per presenting problem) if such problem is determined by ComPsych to be resolvable within the above number of sessions (in California, any sessions which constitute "sessions" as defined under California Code of Regulations, Title 10 § 1300.43..14(b) are limited to three within any six-month period). If the participant’s presenting problem is determined not to be resolvable in the above number of sessions, the participant will be referred for alternative services after assessment. Crisis Intervention/Critical Incident Debriefing: ComPsych will provide crisis intervention and critical incident debriefing as and when determined necessa~ by ComPsych. Client will, be charged an additional fee for any clinical on-site intervention. C~ Supervisor Consultation: ComPsych professionals are available to provide technical support and policy-based advice to supervisors and managers of Client Management Report: ComPsych will prepare and provide to Client statistical management reports, without disclosure of the identity of any Participant utilizing the program services, as mutually determined. LegalConnect: Provide Client employees and their respective spouses and dependents with telephonic legal information and local referral upon request. If a local referral is requested, the employee or their family member shall be entitled to a free thirty minute consultation and thereafter a 25% reduction in the attorney’s customary rates. O FinancialConneet: Provide Client employees and their respective spouses and dependents with telephonic financial information regarding their personal finances and related issues. 7 FamilySource: Provide Client employees and their respective spouses and dependents with child and!or elder care resources in the community where the Participant has a caregiving need. ComPsych will identify a resource which ComPsych believes will be appropriate to the request of the Participant. ComPsych does not control and is not responsible for the quality of services rendered by resources or does ComPsych review or monitor their activities. A referral by ComPsych to a resource isnot a recommendation, approval or representation by ComPsych regarding the standards, quality, competence or adequacy of such resource or its agents and employees or its facilities. The decision as to whether or not to utilize a resource identified by ComPsych shall rest solely with the Participant who has the sole and independent obligation to decide whether or not to contract with or otherwise retain or employ such resource. ComPsych does not assume any liability with regard to the services performed by any resource. ServiceConnect Plus: Provide Client Co. employees and their family members with information, referrals and appointment/arrangements (if appropriate) in the following areas: 1. Home ¯Home Repair and Renovation ¯Appliance Repair ¯House/Apartment Sitting ¯Buyer/Seller Brokers ¯Real Estate Lawyers ¯Mortgage 2. Cars ¯Buying, Selling Leasing ¯New, Used Cars ¯Dealers ¯Car Repair ¯Car Insurance 3. Pet Care ¯Pet Sitting ¯Pet Insurance 4. Relocation/Moving 5. Apartment Shopping 6. Computer Shopping 7. Government Services 8. Restaurants 9. Flowers/Gifts 10. Lawncare/Gardening 11. Special/Local Events SCHEDULE Ii SCHEDULE OF FEES Employee Assistance Program $2.70 per employee per month Client warrants as of the effective date that it has approximately 1004 employees f~r an approximate yearly program cost of $32,529.60 paid on a monthly basis in equal installments of $2,710.80. Client agrees to provide ComPsych with quarterly updated employee counts. Travel , expenses are billed separately and are due fifteen (15) days after receipt of invoice by Client. ComPsych agrees that travel and related expenses will not exceed $10,000.00 per year unless pre- approved by Client’s City Council. Client’s EAP includes, at no additional charge, all initial telephone consultation following a critical incident. However, any clinical on-site intervention will be billed at a rate of $190.00 per hour of services plus all travel and related expenses. 9 PO BOX 5710 Bay Shore NY 117060503 (516) 666-1588 .Compsych Behavioral Health Corp.& Compsych Mgmt. Corp. 455 Cityfront Plaza Dr. Chicago IL 60611 ONLY AND CONFERS NO RIGHT8 UPON THG CIERTIFK’-ATEHOLDER, !’HIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE (;;:OVERAGE A,F, FORDED BY THE POLICIES BELOW, .... COMPANIES AFFORDING COVERAGE ..... ¢OMPANYA FRONTIER TNSURA.NCE COMPANY COMPANYB COMPANY .rills IS TO ~RTIFY THAT THE POLIOIES oF INSURANCE LISTED BELOW HAVE BEEN 18SUED TO THE INOURED NAMED ABOVE FOR THE POLIOY PERIOD INDICATED, No’rWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY’ DONTRAC’r OR O.rHER DOOUMENT WITH RESPECT TO WHIOH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANOE AFFORDED BY THE POLICIES D’=SORlSED HEREIN I$ SUB,.IE~T TO ALL THE .TERMS, EXDLUSlONS AND C,.ONDITIONS OF SUCH POLICI.ES, UMITE SHOWN MAY HAVE,, ,BEEN REDUOED BY PAID CLAIMS, WP£ OF INBURANCE A GENERAl. UABIUTY ~~MMERCtII~ QI;;NERAL IJA~ILITY OLAIM9 MN3E L~J OCCUR ER’S & CONTRACTOR’S PROT AU_._.~MO BILE UARILITY ANY AUTO ALL OWNED AUTOS ECHEDULED AUTOB HIRE~ AUT~ NON-OWNED AU’rO~ : ~A~_.RACI LIAB.ILIW ANY AUTO A EX~:E|I IJABILIWmUMBREU.A FORM , / OTHER THAN UMBI~I, ELLA FORM WORK’ERE OOMPENBATION AND EMPLOYERS’ MAIMLITY A THE PROPRIETOR/[~ INO,. :PARTNEI~OUTIVE OFF!CER8 ARE:I I EX~L OTHER PROFESSIONAL LIABILITY ~U~ NUMBER IR/O G200028126 U200000279 04 R/O 020001146 0 oz/ol/oo / / / / Ol/Oi/OO / / o~/oz/oo p ouG"Y EXPIRATION DATE (MM/DD/YY) o1/o1/oz / / / / o1/o1/o1 / / UMLI’I GENERAL AQQ;:~EGAT~ PERIL & ADV INJU~ FIRE D~E ~ g~ fl~) ~MBINED BING~ UMIT ~ODILY INJU~(~r ~o~) ’ BODILY INJU~I per a~d~ PROPERI"Y DAMAGE AUTO ONLY- ~A ACCIDENT OTHER THAN AUTO ONLY’, F..AOH ACCIDENT AQQREGATE EAOH ~URRENCE I STATUTORY LIMITS EACH ACCOUNT DISF_.~,E - POUGY UMIT D,I~A,gE - EACH EMPU3YIEE I EACH OCC. AGGREGATE =3,000r000’ =i,000,000 ~i,000,000 =1,qp0t000 = 50,000 i , 5r000 =,, e3,000,~ 000 | El DESCRIPTION OF ~FG~TION~gATION|NEHiC~ES~PSClAL ITEM8 THE CErTIFiCATE HOLDER ZS ADDED AS ADD~TZONAL INSURED BUT ONLY AS RESPECTS TO THE OPERATIONS PERFORMED BY THE NAMED INSURED. 2,000,000 4,000,000 IHOULD ANY op YHI ABOVE DEBCfllBBD POU~E~ De ~CE~ED BEFO~ ~! CITY OF PALO ~TO ~PIRATION DATE THEREOF, THE ISSUING COMPANY Wl~ ENDeaR TO MAIL 2 5 0 H~ILTO~ AVE,~ DA~ WRl~ NOTICE TO THE CERTIFICA~ HO~BR N~ED TO THE LEFT, PO ~OX 10 2 5 0 BUT FAILURE TO MAIL 8UCH NONCE 6HA~ !UPOli NO OBUOATION OR UABILI~ PALE ALTO CA 94302 ’OF A~Y, KIND UPON No FIC 0001106 Property/Casualty Reinsurance Endorsement Effective O1/O1/00, for losses occurring as respects occurrence policies and claims made as respects claims made policies, on or. after this date,, this-endorsement.forms a part of policy.No, o200001146-03 ........ issued by Frontier Insurance Company (hereinafter referred to as the "Company") to the Insured Named below: Named Insured: ~s~ZCl~ ~v~ORAL ~L~-] ~Kt:,. Named Insurcd’sAddress: .455 c p A Dt~ clq-r ,~O, t511 Policy Coverages and Limits: ~ [;or value received, Clarendon National Insurance Company (hereinafter referred to as "Clarendon") as reinsurer of the Company agre=s that in the event of the insolvency of the Company, Clarendon will immediately become liable for 100% of any loss payable by the Company under the policy, not to exceed policy limits, to which this endorsement is attached, and Clarendon will make payment thereof directly to the Named Insured shown above in the event of first-party coverages, or directly to the claknant or claimants to whom the Named Insured is legally liable, in the event of third-party coverages, subject always to the other terms of the policy. As a condition precedent to payment hereunder, Clarendon shall be subrogated to all the rights of the Named Insured to the extent of such payment. ¯ The Company and Clarendon covenant that the provisions of this endorsement take precedence over any other reinsuran~ agreement, contract or arrangement between them to the extent Clarendon shall not be subject to duplicate liability because of any payment or payments made under the terms hereof. Clarendon reserves the right to cancel this reinsurance endorzement upon 30 days prior notice in writing to the Company and the Named Insured. .Clarendon National Insurance Cornpan~, Charles Bolton CPCU - "(signature) Vi..~_~_~ President, Underwritin[, (Official Tide) _F.ronti_~r Insurane~_Com0an¥ Theodore J..Rupl~ (signature) P ~_rg..~ent (Official Titae) THIS ENDORSEMENT DOES NOT INSURE LOSSES OCCURRING OR CLAIMS MADE PRIOR TO THE EFFECTIVE DATE HEREOF. FIC.R 1 (12/99) AGENT No nC 0001111 Property/Casualty Reinsurance Endorsement EffectiveO]. / 03/O~ for losses occurring as respects occurrence policies and claims made as respects claims made policies, on or after this date, this endorsement forms a pan of policy No, G2,00028].2,~ Ol issued by Frontier Insurance Company (hereinafter referred to as the "Company") to the Insured Named below: Named Insured: Named Insured’s Address: 455 Policy Coverages and Limits: .~r. LI~-rr.I¢~ 1/~ For value received, Clarendon National Insurance Company (hereinafter referred to as "Clarendon") as reinsurer of the Company agrees that in the event of the insolvency of the Company, Clarendon will immediately become liable for 100% of any loss payable by the Company under the policy, not to exceed policy limits, to which this endorsement is attached, and Clarendon will make payment thereof directly to the Named Insured shown above in the event of first-party coverages, or directly to the claimant or claimants to whom the Named Insured is legally liable, in the event of third-party coverages, subject always to the other terms of the policy. As a condition precedent to payment hereunder, Clarendon shall be subrogated to ali the rights of the Named Insured to the extent of such paymenL The Company and Clarendon covenant that the provisions of this endorsement take precedence over any other reinsurance agreement, contract or arrangement between them to the extent Clarendon shall not be subject to duphcate liability because of any payment or payments made under the terms hereof. Clarendon reserves the right to cancel this reinsurane~ endorsement upon 30 days prior notice in writing to the Company and the Named Insured. Claren,don National Insurance,Company Charles Bol.tpn, CPCU Frpntier..Insuranc,e Company . _Theodor.e..$. Rupley (signature) Vice Presi .dent. Underwriting (Offici!l Title) (signature) President (Official Tide) THIS ENDORSEMENT DOES NOT INSURE LOSSES OCCURRING OR CLAIMS MADE PRIOR TO TKE EFFECTIVE DATE HEREOF. FIC-R I (12199) INSURED