HomeMy WebLinkAboutC19-008 Natalie BullardDocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 AGREEMENT FOR SERVICES BETWEEN EAGLE COUNTY, COLORADO AND THE PET VET, LLC NATALIE BULLARD, DVM THIS AGREEMENT ("Agreement") is effective as of 1/11/2019 by and between The Pet Vet, LLC, operated by Natalie Bullard, DVM (hereinafter "Contractor") and Eagle County, Colorado, a body corporate and politic (hereinafter "County"). RECITALS WHEREAS, the County desires to provide veterinary services to its small pet population (the "Project") at the Eagle County Animal Shelter located at 1400 Fairgrounds Road, Eagle, Colorado (the "Property"); and WHEREAS, Contractor is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the Services as defined below in paragraph 1 hereof; and WHEREAS, this Agreement shall govern the relationship between Contractor and County in connection with the Services. AGREEMENT NOW, THEREFORE, in consideration of the foregoing and the following promises Contractor and County agree as follows: 1. Services or Work. Contractor agrees to diligently provide all services, labor, and personnel necessary to perform and complete the services or work described in Exhibit A ("Services" or "Work") which is attached hereto and incorporated herein by reference. The Services shall be performed in accordance with the provisions and conditions of this Agreement. a. Contractor agrees to furnish the Services beginning no later than January 1, 2019 and in accordance with the schedule established in Exhibit A. If no completion date is specified in Exhibit A, then Contractor agrees to furnish the Services in a timely and expeditious manner consistent with the applicable standard of care. By signing below Contractor represents that it has the expertise and personnel necessary to properly and timely perform the Services. b. In the event of any conflict or inconsistency between the terms and conditions set forth in Exhibit A and the terms and conditions set forth in this Agreement, the terms and conditions set forth in this Agreement shall prevail. 2. County's Representative. The Animal Services Department's designee shall be Contractor's contact with respect to this Agreement and performance of the Services. 3. Term of the Agreement. This Agreement shall commence upon the date first written above, and subject to the provisions of paragraph 11 hereof, shall continue in full force and effect through the 31 day of December 2019. 4. Extension or Modification. This Agreement may be extended for up to three additional one year terms upon written agreement of the parties. Any amendments or modifications shall be in writing signed by both parties. DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services in accordance with County's internal policies. Accordingly, no course of conduct or dealings between the parties, nor verbal change orders, express or implied acceptance of alterations or additions to the Services, and no claim that County has been unjustly enriched by any additional services, whether or not there is in fact any such unjust enrichment, shall be the basis of any increase in the compensation payable hereunder. In the event that written authorization and acknowledgment by County for such additional services is not timely executed and issued in strict accordance with this Agreement, Contractor's rights with respect to such additional services shall be deemed waived and such failure shall result in non-payment for such additional services or work performed. 5. Compensation. County shall compensate Contractor for the performance of the Services in a sum computed and payable as set forth in Exhibit A. The performance of the Services under this Agreement shall not exceed $45,000. Contractor shall not be entitled to bill at overtime and/or double time rates for work done outside of normal business hours unless specifically authorized in writing by County. a. Payment will be made for Services satisfactorily performed within thirty (30) days of receipt of a proper and accurate invoice from Contractor. All invoices shall include detail regarding the hours spent, tasks performed, who performed each task and such other detail as County may request. b. If, at any time during the term or after termination or expiration of this Agreement, County reasonably determines that any payment made by County to Contractor was improper because the Services for which payment was made were not performed as set forth in this Agreement, then upon written notice of such determination and request for reimbursement from County, Contractor shall forthwith return such payment(s) to County. Upon termination or expiration of this Agreement, unexpended funds advanced by County, if any, shall forthwith be returned to County. County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. d. Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after December 31 of any year, without an appropriation therefor by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). 6. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the performance of any of the Services or additional services without County's prior written consent, which may be withheld in County's sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to the subject Project during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the Project. Contractor shall require each subcontractor, as approved by County and to the extent of the Services to be performed by the subcontractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward County. County shall have the right (but not the obligation) to enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor shall be responsible for the acts and omissions of its agents, employees and subcontractors. 2 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 7. Insurance. Contractor agrees to provide and maintain at Contractor's sole cost and expense, the following insurance coverage with limits of liability not less than those stated below: a. Types of Insurance. Workers' Compensation insurance as required by law. ii. Auto coverage with limits of liability not less than $1,000,000 each accident combined bodily injury and property damage liability insurance, including coverage for owned, hired, and non -owned vehicles. iii. Commercial General Liability coverage to include premises and operations, personal/advertising injury, products/completed operations, broad form property damage with limits of liability not less than $1,000,000 per occurrence and $1,000,000 aggregate limits. b. Other Requirements. i. The automobile and commercial general liability coverage shall be endorsed to include Eagle County, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers as additional insureds. A certificate of insurance consistent with the foregoing requirements is attached hereto as Exhibit B. ii. Contractor's certificates of insurance shall include subcontractors, if any as additional insureds under its policies or Contractor shall furnish to County separate certificates and endorsements for each subcontractor. iii. The insurance provisions of this Agreement shall survive expiration or termination hereof. iv. The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Agreement, the monetary limitations or rights, immunities and protections provided by the Colorado Governmental Immunity Act, as from time to time amended, or otherwise available to County, its affiliated entities, successors or assigns, its elected officials, employees, agents and volunteers. V. Contractor is not entitled to workers' compensation benefits except as provided by the Contractor, nor to unemployment insurance benefits unless unemployment compensation coverage is provided by Contractor or some other entity. The Contractor is obligated to pay all federal and state income tax on any moneys paid pursuant to this Agreement. 8. Indemnification. The Contractor shall indemnify and hold harmless County, and any of its officers, agents and employees against any losses, claims, damages or liabilities for which County may become subject to insofar as any such losses, claims, damages or liabilities arise out of, directly or indirectly, this Agreement, or are based upon any performance or nonperformance by Contractor or any of its subcontractors hereunder; and Contractor shall reimburse County for reasonable attorney fees and costs, legal and other expenses incurred by County in connection with investigating or defending any such loss, claim, damage, liability or action. This indemnification shall not apply to claims by third parties against the County to the extent that County is liable to such third party for such 3 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 claims without regard to the involvement of the Contractor. This paragraph shall survive expiration or termination hereof. 9. Ownership of Documents. All documents (including electronic files) and materials obtained during, purchased or prepared in the performance of the Services shall remain the property of the County and are to be delivered to County before final payment is made to Contractor or upon earlier termination of this Agreement. 10. Notice. Any notice required by this Agreement shall be deemed properly delivered when (i) personally delivered, or (ii) when mailed in the United States mail, first class postage prepaid, or (iii) when delivered by FedEx or other comparable courier service, charges prepaid, to the parties at their respective addresses listed below, or (iv) when sent via facsimile so long as the sending party can provide facsimile machine or other confirmation showing the date, time and receiving facsimile number for the transmission, or (v) when transmitted via e-mail with confirmation of receipt. Either party may change its address for purposes of this paragraph by giving five (5) days prior written notice of such change to the other party. COUNTY: Eagle County, Colorado Attention: Abby Musfeldt 500 Broadway Post Office Box 850 Eagle, CO 81631 Telephone: 970-328-8611 E -Mail: abby.musfeldt@eaglecounty.us With a copy to: Eagle County Attorney 500 Broadway Post Office Box 850 Eagle, Co 81631 Telephone: 970-328-8685 Facsimile: 970-328-8699 E -Mail: atty@eaglecounty.us CONTRACTOR: The Pet Vet, LLC Natalie Bullard, DVM coloradodvm (a,zmail. com 970.331.4817 133 Fourth Street, Eagle, CO 81631 11. Termination. County and Contractor may terminate this Agreement, in whole or in part, at any time and for any reason, with or without cause, and without penalty therefor with thirty (30) calendar days' prior written notice to the Contractor. Upon termination of this Agreement, Contractor shall immediately provide County with all documents as defined in paragraph 9 hereof, in such format as County shall direct and shall return all County owned materials and documents. County shall pay Contractor for Services satisfactorily performed to the date of termination. 4 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 12. Venue, Jurisdiction and Applicable Law. Any and all claims, disputes or controversies related to this Agreement, or breach thereof, shall be litigated in the District Court for Eagle County, Colorado, which shall be the sole and exclusive forum for such litigation. This Agreement shall be construed and interpreted under and shall be governed by the laws of the State of Colorado. 13. Execution by Counterparts; Electronic Signatures. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. The parties approve the use of electronic signatures for execution of this Agreement. Only the following two forms of electronic signatures shall be permitted to bind the parties to this Agreement: (i) Electronic or facsimile delivery of a fully executed copy of the signature page; (ii) the image of the signature of an authorized signer inserted onto PDF format documents. All documents must be properly notarized, if applicable. All use of electronic signatures shall be governed by the Uniform Electronic Transactions Act, C.R.S. 24-71.3-101 to 121. 14. Other Contract Requirements and Contractor Representations. a. Contractor has familiarized itself with the nature and extent of the Services to be provided hereunder and the Property, and with all local conditions, federal, state and local laws, ordinances, rules and regulations that in any manner affect cost, progress, or performance of the Services. b. Contractor will make, or cause to be made, examinations, investigations, and tests as he deems necessary for the performance of the Services. C. To the extent possible, Contractor has correlated the results of such observations, examinations, investigations, tests, reports, and data with the terms and conditions of this Agreement. d. To the extent possible, Contractor has given County written notice of all conflicts, errors, or discrepancies. e. Contractor shall be responsible for the completeness and accuracy of the Services and shall correct, at its sole expense, all significant errors and omissions in performance of the Services. The fact that the County has accepted or approved the Services shall not relieve Contractor of any of its responsibilities. Contractor shall perform the Services in a skillful, professional and competent manner and in accordance with the standard of care, skill and diligence applicable to contractors performing similar services. Contractor represents and warrants that it has the expertise and personnel necessary to properly perform the Services and shall comply with the highest standards of customer service to the public. Contractor shall provide appropriate supervision to its employees to ensure the Services are performed in accordance with this Agreement. This paragraph shall survive termination of this Agreement. f. Contractor agrees to work in an expeditious manner, within the sound exercise of its judgment and professional standards, in the performance of this Agreement. Time is of the essence with respect to this Agreement. g. This Agreement constitutes an agreement for performance of the Services by Contractor as an independent contractor and not as an employee of County. Nothing contained in this Agreement shall be deemed to create a relationship of employer-employee, master -servant, partnership, joint venture or any other relationship between County and Contractor except that of independent contractor. Contractor shall have no authority to bind County. 5 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 h. Contractor represents and warrants that at all times in the performance of the Services, Contractor shall comply with any and all applicable laws, codes, rules and regulations. i. This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all other agreements or understanding between the parties with respect thereto. j. Contractor shall not assign any portion of this Agreement without the prior written consent of the County. Any attempt to assign this Agreement without such consent shall be void. k. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted assigns and successors in interest. Enforcement of this Agreement and all rights and obligations hereunder are reserved solely for the parties, and not to any third party. 1. No failure or delay by either party in the exercise of any right hereunder shall constitute a waiver thereof. No waiver of any breach shall be deemed a waiver of any preceding or succeeding breach. in. The invalidity, illegality or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. n. The signatories to this Agreement aver to their knowledge no employee of the County has any personal or beneficial interest whatsoever in the Services or Property described in this Agreement. The Contractor has no beneficial interest, direct or indirect, that would conflict in any manner or degree with the performance of the Services and Contractor shall not employ any person having such known interests. o. The Contractor, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (i) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (ii) to the extent applicable shall comply with C.R.S. 24-76.5-103 prior to the effective date of this Agreement. 15. Prohibitions on Government Contracts. As used in this Section 15, the term undocumented individual will refer to those individuals from foreign countries not legally within the United States as set forth in C.R.S. 8-17.5-101, et. seq. If Contractor has any employees or subcontractors, Contractor shall comply with C.R.S. 8-17.5-101, et. seq., and this Agreement. By execution of this Agreement, Contractor certifies that it does not knowingly employ or contract with an undocumented individual who will perform under this Agreement and that Contractor will participate in the E -verify Program or other Department of Labor and Employment program ("Department Program") in order to confirm the eligibility of all employees who are newly hired for employment to perform Services under this Agreement. a. Contractor shall not: Knowingly employ or contract with an undocumented individual to perform Services under this Agreement; or ii. Enter into a subcontract that fails to certify to Contractor that the subcontractor shall not knowingly employ or contract with an undocumented individual to perform work under the public contract for services. b. Contractor has confirmed the employment eligibility of all employees who are newly hired for employment to perform Services under this Agreement through participation in the E -Verify Program or Department 6 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 Program, as administered by the United States Department of Homeland Security. Information on applying for the E -verify program can be found at: https://www.uscis.gov/e-verify C. Contractor shall not use either the E -verify program or other Department Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed. d. If Contractor obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an undocumented individual, Contractor shall be required to: i. Notify the subcontractor and County within three (3) days that Contractor has actual knowledge that the subcontractor is employing or contracting with an undocumented individual; and ii. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to subparagraph (i) of the paragraph (d) the subcontractor does not stop employing or contracting with the undocumented individual; except that Contractor shall not terminate the contract with the subcontractor if during such three (3) days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an undocumented individual. e. Contractor shall comply with any reasonable request by the Department of Labor and Employment made in the course of an investigation that the department is undertaking pursuant to its authority established in C.R.S. 8-17.5-102(5). f. If Contractor violates these prohibitions, County may terminate the Agreement for breach of contract. If the Agreement is so terminated specifically for breach of this provision of this Agreement, Contractor shall be liable for actual and consequential damages to County as required by law. g. County will notify the Colorado Secretary of State if Contractor violates this provision of this Agreement and County terminates the Agreement for such breach. [REST OF PAGE INTENTIONALL Y LEFT BLANK] 7 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first set forth above. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its COUNTY MANAGER DocuSigned by: By: Aff S�t,Va J ok44Qoawty Manager CONTRACTOR: D�olcuSigned,¢b.,y:: By: Nal A.�dL V4A 2186AOE8616845C... Print Name: Natalie Bullard Title: Owner, DVM 8 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 EXHIBIT A SCOPE OF SERVICES, SCHEDULE, FEES Purpose: Eagle County Animal Services (ECAS) provides care and shelter to animals in need while maintaining a safe community and promotes responsible pet ownership through outreach, education and enforcement. ECAS seeks to contract with a veterinarian to provide basic medical exams, vaccinations, and spay/neuter of animals in ECAS's care for a sum of $45,000. The county will cover an additional $500 for veterinary insurance and $1,000 for continuing education. ECAS will provide necessary equipment, supplies and tools for use by Contractor, at its facility located at 1400 Fairgrounds Road in Eagle, Colorado. Sheltered animals include those surrendered by owners, found as strays, seized, returned, and transferred from rescue organizations or other shelters inside and outside of Eagle County. The shelter's philosophy is to maintain a shelter population at fifty percent of capacity, allowing for the ability of staff to respond and handle any emergencies that may arise. Eagle County recognizes that the landscape of Eagle County's animal population has changed over time as stray, seized, and returned animals have been on the decline. Transferring animals into our shelter has become an important component of the shelter program, however, it must be balanced to ensure staffing and veterinary needs are not exacerbated. Eagle County is committed to transferring animals when there is capacity, and animals will come either spayed or neutered, requiring health checks primarily. Scope of Services: Responsibility of the veterinary include: 1. Provision of copy of current vet license. 2. Provision of copy of $1,000,000/$3,000,000 liability and malpractice insurance policy, up to $500.00 of which will be covered by Eagle County. 3. Provision of weekly on-site visits to perform surgery and assess animal health and shelter condition on Wednesdays beginning at 9:15 A.M. These visits include a variety of actions, such as: a. Sterilization procedures (spay and neuter); b. Anesthetic dental cleaning, simple and surgical extractions; and c. Health exams for all sheltered animals. 4. In addition to the weekly on-site visits, provision of Trap -Neuter -Return (TNR) surgeries, which will be arranged in advance and animals will be presented for surgery in traps and will be returned to traps for recovery and return to location of origin. 5. Be provided with a weekly written report from shelter staff detailing animal health, medications administered, health or behavior concerns. This will prepare the veterinarian for his or her weekly visit. 6. Provision of phone, email and text support for shelter and field services managers. 7. Provision of CO veterinary license: a. for, and provide oversight for supply ordering; and b. for, and provide oversight and professional recommendations for the discount shelter feeding program. 8. Provision of ongoing training and education to shelter and field services staff as requested during weekly on-site visits. 9. Provision of input to shelter and field services policies, procedures and protocols as requested. 10. Attendance to one Animal Services Advisory Committee meeting per year to update Committee members on veterinary services at the shelter. 9 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 11. Attendance at conference which provides instruction pertaining specifically to shelter medicine. Contractor shall share said information with shelter staff upon completion of continuing education credits. $1000 continuing education allowance will be provided. 10 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 EXHIBIT B INSURANCE CERTIFICATE 11 Eagle County General Services Final 5/14 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 AVMA I P L I T° Veterinary Professional Liability Protecting you through it all Insurance Policy Certificate of Insurance This policy provides occurrence coverage. Please review the policy carefully. ITEM 1: Insured by the stock company below and hereinafter called the Company Zurich American Insurance Company ITEM 2: Named Certificate Holder, member number, rating code and address I Master Policy Number: Natalie Ann Bullard, DVM PO Box 3085 Eagle, CO 81631-3085 EOL 5241302 -14 �J ZURICH U-VPL-103-A-CW (07/04) Certificate Number: VETPR0077305 FOR INFORMATION OR TO FILE A CLAIM PLEASE CALL (800) 228-7548 ITEM 3: Policy Period From: 01/01/2019 To: 01/01/2020 12:01 am Standard time at the address of the Named Certificate Holder as stated herein ITEM 4: Limits of Liability Member Name Member No. Rating Code Each claim $ 1,000,000 Natalie Bullard 217614 [IV] Small Animal Exclusive Aggregate $ 3,000,000 ITEM 5: Premium and coverage summary Primary Professional Liability Veterinary License Defense TOTAL DUE: ITEM 6: Forms Attached at Issuance: $248.00 U-VPL-100-A CW (07/04); U-VPL-103-A CW (07/04); U -GU -1191-A CW (03/15); $123.00 U-VPL-126-A CO (09/04); U-VPL-102-B CW (06/11); U -GU -319-F (01/09); U -GU- I I94 -A CW (08/15) $371.00 ITEM 7: Schedule of Plan Numbers and location(s) for Professional Extension Endorsement (Animal Bailee) / Embryo and Semen Storage (if purchased): For additional locations, please see the attached page Location Number/Address ITEM 8: Veterinary Professional Liability Regulatory Action License Defense Coverage endorsement (if purchased): Limit: $ 100,000 Authorized Signature IQ �- 14j� Neil R. Hughes, President HUB International Midwest Limited Extension Plan Embryo Plan This Certificate of Insurance is issued off the Master Policy held by the American Veterinary Medical Association (AVMA) Professional Liability Insurance Trust. By acceptance of this policy the Named Certificate Holder agrees that the statements in the certificate and the application and any attachments hereto are the Named Certificate Holder's agreements and representations and that this policy embodies all agreements existing between the Named Certificate holder & the Company or any of its representatives relating to this insurance. Notice to the Company: Zurich American Insurance Company P.O. Box 968041 Schaumburg, IL 60196-8041 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 SANCTIONS EXCLUSION ENDORSEMENT THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY ZURICH The following exclusion is added to the policy to which it is attached and supersedes any existing sanctions language in the policy, whether included in an Exclusion Section or otherwise: SANCTIONS EXCLUSION Notwithstanding any other terms under this policy, we shall not provide coverage nor will we make any payments or provide any service or benefit to any insured, beneficiary, or third party who may have any rights under this policy to the extent that such cover, payment, service, benefit, or any business or activity of the insured would violate any applicable trade or economic sanctions law or regulation. The term policy may be comprised of common policy terms and conditions, the declarations, notices, schedule, coverage parts, insuring agreement, application, enrollment form, and endorsements or riders, if any, for each coverage provided. Policy may also be referred to as contract or agreement. We may be referred to as insurer, underwriter, we, us, and our, or as otherwise defined in the policy, and shall mean the company providing the coverage. Insured may be referred to as policyholder, named insured, covered person, additional insured or claimant, or as otherwise defined in the policy, and shall mean the party, person or entity having defined rights under the policy. These definitions may be found in various parts of the policy and any applicable riders or endorsements. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED U -GU -1191-A CW (03/15) Page 1 of 1 DocuSign Envelope ID: 0803AE69-4488-46F9-9CAD-57AC9FOFB849 Endorsement # Colorado Amendatory Endorsement ZURICH Master Policy No. Certificate No. Eff. Date of Cert. Exp. Date of Cert. Eff. Date of End. Add'1 Prem. Return Prem. EOL 5241302 -14 VETPR0077305 01/01/2019 01/01/2020 $371.00 $0.00 Named Certificate Holder and Mailing Address: Producer: HUB International Midwest Limited Natalie Ann Bullard, DVM 55 East Jackson Boulevard PO Box 3085 Chicago, IL 60604-4187 Eagle, CO 81631-3085 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Veterinary Professional Liability Insurance Policy It is agreed that Section IV — CONDITIONS, Paragraph D is deleted in its entirety and replaced with the following: 1. CANCELLATION a. This policy may be canceled by the Named Certificate Holder by surrender of the policy to the Company or by mailing written notice to the Company stating when such cancellation shall take effect. If canceled by the Named Certificate Holder, the Company shall retain the customary short -rate proportion of the premium. In no event may the requested date of cancellation be greater than ten (10) days prior to the date the request is received by the Company. b. This policy may be canceled by the Company by mailing written notice by certified mail or first class mail to the Named Certificate Holder at the address shown in the Certificate of Insurance. Such cancellation shall be no fewer than forty-five (45) days from the date the notice is mailed unless the policy is canceled because the Named Certificate Holder has failed to pay a premium. In that event, such cancellation shall take effect no fewer than ten (10) days from the date the notice is mailed. The Company may cancel this policy for the following reasons: (1) Nonpayment of premium; (2) A false statement knowingly made on the application for insurance; or (3) A substantial change in the exposure or risk from what was indicated on the application and underwritten as of the effective date of the policy unless the Named Certificate Holder has notified the Company of the change and the Company accepts such change. If the policy is canceled by the Company, the earned premium shall be computed pro -rata. Premium adjustment may be made at the time cancellation is effected or as soon as practicable thereafter but not more than forty-five (45) days after the effective date of cancellation by the Company or after the date of entitlement established by notification of cancellation or as otherwise established. Failure to pay any premium adjustment at, on, or around the time of the effective date of cancellation shall not alter the effectiveness of cancellation. 2. NONRENEWAL a. If the Company elects not to renew this policy, the Company will mail by certified mail or first class mail to the Named Certificate Holder at the address shown in the Certificate of Insurance, and mail to the producer of record, if any, written notice of nonrenewal at least forty-five (45) days prior to the expiration of this policy. b. If notice is mailed, proof of mailing will be sufficient proof of notice. c. If either one of the following occurs, the Company is not required to provide written notice of nonrenewal: (1) the Company or another Company within the same insurance group has offered to issue a renewal policy; or the Named Certificate Holder has obtained replacement coverage or agreed in writing to do so. U-VPL-126-A CO (09 / 04) Page 1 of 2 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 3. CONDITIONAL RENEWAL a. If the Company elects to renew this policy and the rcncwal is subjcct to any of the following: (1) Increase in premium; (2) Reduction in Limit of Liability; or (3) Reduction in coverage; the Company shall mail by certified mail or first class mail written notice of the change(s) to the Named Certificate Holder, at the address shown in the Certificate of Insurance and the producer of record, if any, at least forty-five (45) days before the anniversary or expiration date of the policy. b. If renewal is subject to any condition described in a(1) through a(4) above, and the Company fails to provide notice forty-five (45) days before the anniversary or expiration date of this policy, the following procedures apply: (1) the present policy will remain in effect until the earlier of the following: (a) Forty-five (45) days after the date of mailing or delivery of the notice; or (b) The effective date of replacement coverage obtained by the Named Certificate Holder. (2) If the Named Certificate Holder elects not to renew, any earned premium for the period of extension of the terminated policy will be calculated pro rata at the lower of the following rates: (a) The rates applicable to the terminated policy; or (b) The rates presently in effect. c. If the Named Certificate Holder accepts the renewal, the premium increase, if any, and other changes are effective the day following this policy's anniversary or expiration date. All other terms, conditions and exclusions of this policy remain unchanged. Signed by: /U�/ �/4j/u�,2, - Authorized Representative 10/17/2018 Date U-VPL-126-A CO (09 / 04) Page 2 of 2 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 Fraud Warnings Disclosure ZURICH* TO BE ATTACHED TO AND FORM PART OF THE APPLICATION. IF FRAUD WARNINGS ARE INCLUDED IN THE APPLICATION TO WHICH THIS IS ATTACHED, THIS DISCLOSURE REPLACES THOSE WARNINGS. Any person who knowingly and with intent to defraud any insurance company or another person files an application for insurance or statement of claim containing any materially false information, or conceals for the purpose of misleading information concerning any fact material thereto, commits a fraudulent insurance act, which is a crime and subjects the person to criminal and civil penalties. (Not applicable in AL, AR, CO, DC, FL, KS, KY, LA, MD, ME, NJ, NM, NY, OH, OK, OR, PA, PR, RI, TN, TX, VA, VT, WA, and WV.) In Arkansas, Louisiana, Rhode Island, or West Virginia: Any person who knowingly presents a false or fraudulent claim for payment of a loss or benefit or knowingly presents false information in an application for insurance is guilty of a crime and may be subject to fines and confinement in prison. In Alabama: Any person who knowingly presents a false or fraudulent claim for payment of a loss or benefit or who knowingly presents false information in an application for insurance is guilty of a crime and may be subject to restitution, fines or confinement in prison, or any combination thereof. In Colorado: It is unlawful to knowingly provide false, incomplete, or misleading facts or information to an insurance company for the purpose of defrauding or attempting to defraud the company. Penalties may include imprisonment, fines, denial of insurance and civil damages. Any insurance company or agent of an insurance company who knowingly provides false, incomplete, or misleading facts or information to a policyholder or claimant for the purpose of defrauding or attempting to defraud the policyholder or claimant with regard to a settlement or award payable from insurance proceeds shall be reported to the Colorado division of insurance within the department of regulatory agencies. In District of Columbia: Warning: It is a crime to provide false or misleading information to an insurer for the purpose of defrauding the insurer or any other person. Penalties include imprisonment and/or fines. In addition, an insurer may deny insurance benefits if false information materially related to a claim was provided by the applicant. In Florida: Any person who knowingly and with intent to injure, defraud, or deceive any insurer files a statement of claim or an application containing any false, incomplete, or misleading information is guilty of a felony of the third degree. In Kansas: Any person who, knowingly and with intent to defraud, presents, causes to be presented or prepares with knowledge or belief that it will be presented to an insurer, purported insurer, or to or by a broker or any agent thereof, any written statement as part of, or in support of, an application for the issuance of, or the rating of an insurance policy for personal or commercial insurance, or a claim for payment or other benefit pursuant to an insurance policy for commercial or personal insurance which such person knows to contain materially false information concerning any fact material thereto; or conceals, for the purpose of misleading, information concerning any fact material thereto, commits a fraudulent insurance act and may be subject to criminal and/or civil fines or penalties. In Kentucky: Any person who knowingly and with intent to defraud any insurance company or other person files an application for insurance containing any materially false information or conceals, for the purpose of misleading, information concerning any fact material thereto commits a fraudulent insurance act, which is a crime. In Maine, Tennessee, Virginia, or Washington: It is a crime to knowingly provide false, incomplete or misleading information to an insurance company for the purpose of defrauding the company. Penalties may include imprisonment, fines or a denial of insurance benefits. U -GU -1147-A (01/14) Page 1 of 2 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 In Maryland: Any person who knowingly or willfully presents a false or fraudulent claim for payment of a loss or benefit or who knowingly or willfully presents false information in an application for insurance is guilty of a crime and may be subject to fines and confinement in prison. In New Jersey: Any person who includes any false or misleading information on an application for an insurance policy is subject to criminal and civil penalties. In New Mexico: ANY PERSON WHO KNOWINGLY PRESENTS A FALSE OR FRAUDULENT CLAIM FOR PAYMENT OF A LOSS OR BENEFIT OR KNOWINGLY PRESENTS FALSE INFORMATION IN AN APPLICATION FOR INSURANCE IS GUILTY OF A CRIME AND MAY BE SUBJECT TO CIVIL FINES AND CRIMINAL PENALTIES. In New York: Any person who knowingly and with intent to defraud any insurance company or other person files an application for insurance or statement of claim containing any materially false information, or conceals for the purpose of misleading, information concerning any fact material thereto, commits a fraudulent insurance act, which is a crime and shall also be subject to a civil penalty not to exceed five thousand dollars and the stated value of the claim for each such violation. In Ohio: Any person who, with intent to defraud or knowing that he is facilitating a fraud against an insurer, submits an application or files a claim containing a false or deceptive statement is guilty of insurance fraud. In Oklahoma: WARNING: Any person who knowingly, and with intent to injure, defraud or deceive any insurer, makes any claim for the proceeds of an insurance policy containing any false, incomplete or misleading information is guilty of a felony. In Oregon: Any person who knowingly and with intent to defraud any insurer or other person files an application for insurance or statement of claim containing any materially false information upon which an insurer relies, if such information was either material to the risk assumed by the insurer or the misinformation was provided fraudulently, may commit a fraudulent insurance act, which may be a crime and may subject the person to criminal and civil penalties. In Pennsylvania: Any person who knowingly and with intent to defraud any insurance company or other person files an application for insurance or statement of claim containing any materially false information or conceals for the purpose of misleading, information concerning any fact material thereto commits a fraudulent insurance act, which is a crime and subjects such person to criminal and civil penalties. In Puerto Rico: Any person who has committed fraud, as defined in the law, shall incur a felony, and if convicted, shall be sanctioned for each violation by a penalty of a fine of not less than five thousand dollars ($5,000), nor more than ten thousand dollars ($10,000), or a penalty of imprisonment for a fixed term of three (3) years, or both penalties. If there were aggravating circumstances, the fixed penalty thus established may be increased up to a maximum of five (5) years; if extenuating circumstances are present, it may be reduced to a minimum of two (2) years. In addition to the penalties provided in this chapter, any person who, as a result of the fraud thus committed is benefited in any way to obtain insurance, or in the payment of a loss pursuant to an insurance contract, shall be imposed the payment of restitution of the amount of money resulting from the fraud. Every violation shall have a prescription term of (5) five years. In Texas: Any person who knowingly presents a false or fraudulent claim for the payment of a loss is guilty of a crime and may be subject to fines and confinement in state prison. In Vermont: Any person who knowingly presents a false statement in an application for insurance may be guilty of a criminal offense and subject to penalties under state law. The undersigned, on behalf of all Insureds, acknowledges that discovery of any fraud, intentional concealment, or misrepresentation of any material fact may render this policy, if issued, voidable at inception or otherwise cancelled. Applicant Applicant Name and Title: Natalie Ann Bullard, DVM Date: 01/01/2019 Applicant Signature: U -GU -1147-A (01/14) Page 2 of 2 DocuSign Envelope ID: 0803AE69-44B8-46F9-9CAD-57AC9FOFB849 ZURICH Important Notice to Policyholders The address for the headquarters of Zurich North America will change after August 1, 2016 due to a relocation of our office in the same city. The new address is: Customer Inquiry Center Zurich North America 1299 Zurich Way Schaumburg, IL 60196 1-800-382-2150 For specific questions regarding your policy, please contact your agent or broker. For other questions, you may contact the Customer Inquiry Center of Zurich North America. Any references to post office boxes previously provided remain unchanged. U -GU -1194-A CW (08/15) Page 1 of 1