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HomeMy WebLinkAboutGAILEY ASSOCIATES, INC. - 2007-05-0114'T7 CONTRACTS SUBMITTAL T1 2007 JUL 10 PH 12: 15 CITY CLERK'S OFFICE T H U 1"41 T j 1-i To: JOAN FLYNN, City Clerk Name of Contractor: Gailey Associates Purpose of Contract: For Example: Audit Services or Water Quality Testing Huntington Lake —Huntington Central Park Private Investigative Services Amount of Contract: $30,000.00 Copy of contract distributed to: The original insurance certificate/waiver distributed Initiating Dept.❑ to Risk Management F1 Finance Dept. ❑ ORIGINAL bonds sent to Treasurer F1 Date: -7 ZI Nalne/Lxtension City Attorney's Office --� /62-0 0 G:AttyMisc/Contract Forms/City Clerk Transmittal PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND GAILEY ASSOCIATES, INC. FOR PRIVATE INVESTIGATIVE SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY, and GAILEY ASSOCIATES, INC., a California corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide private investigative services; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates William H. Gailey who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 07-1084/10404 1 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on May 1, 2007 (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than May 1, 2010 from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the date of final execution, CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed Thirty Thousand Dollars ($30,000.00). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 07-1084/10404 2 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. 07-1084/10404 3 The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above - mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of CITY. A claims -made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney 07-1084/10404 4 evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 07-1084/10404 5 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 07-1084/10404 6 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach Gailey Associates, Inc. ATTN: Scott Field, Asst. City Attorney ATTN: William Gailey 2000 Main Street P.O. Box 91988 Huntington Beach, CA 92648 Long Beach, CA 90755 17. CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of 07-1084/10404 7 matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 07-1084/10404 8 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY' S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 07-1084/10404 9 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 07-1084/10404 10 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on the date written below. CONSULTANT, GAIL SSOCIATES, INC. By: �iy�YU ` , `lOCV Pl prmtname ITS: (circle one) Chairma r,siden ice President AND By: x print nanle ITS: (circ o cretary/Chief Financial Officer/Asst. Secretary Treas Signed on A-5 , j� 07-1084/10404 11 CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California �- City Atto ey � A► 01 0—(Pursuant To HBMC §3. 03.100) APPROVED AS TO FORM: . -City Attorney Signed on 77 I q 0 1 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) The City requires the services of a private investigator to investigate lawsuits, interview witnesses, check / research records, take photographs and perform undercover surveillance. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: 1. Investigate lawsuits, interview witnesses, check / research records, provide photographic evidence and perform undercover surveillance, as necessary. 2. Provide City with timely reports of investigative findings C. CITY'S DUTIES AND RESPONSIBILITIES: 1. Supply investigator with information needed to conduct requested investigation, including files, records, statements and other documents. 9 D. WORK PROGRAM/PROJECT SCHEDULE: All investigative assignments are expected to be completed in a timely manner. If unforeseen delays occur, investigator will promptly notify CITY of the reason for said delays and the anticipated date the results of the assignment would be provided to CITY. EXHIBIT A EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: B. Travel Per Hour General Investigation $65.00 Video Surveillance $55.00 Secretarial $22.50 Video Cassette $20.00 Mileage $00.45 M 2. Automobile expenses are limited to the IRS standard business mileage rate of $00.48.5 per mile. C. Billing All billing shall be done monthly in one -tenth -hour (0.10) increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. Minimum billing charges are unacceptable. CONSULTANT shall only charge for actual time spent. For example, minimum of 0.2 hours for phone calls or 0.4 hours for letters is unreasonable unless that is an accurate measure of time spent. 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the case or matter. 3. Telephone, cellular phone and postage charges are billable at actual cost. A copy of all service bills/costs should accompany the billing for each single item that exceeds Seventy - Five Dollars ($75.00). The fee for the sending or receiving of facsimiles shall not exceed Twenty-five Cents ($0.25) per page. CITY will not pay a fee or charge for telephone calls or facsimiles to CITY. Photocopier costs should be no more than the actual cost of duplication, or Ten Cents ($0.10) per page, whichever is less. WAN CITY will not pay for word processing charges. This includes per page or hourly charges. Exhibit B 6. The CITY expects that all attorneys will have a library, be it in book or electronic form. Consequently, the CITY will not pay for electronic legal research, such as LexisNexis or Westlaw. 7. CITY will not pay for billing or discussion of bills. If CITY has questions about billing or needs additional information on bills, that is not a chargeable event; CONSULTANT should respond without charging CITY for the time required. 8. CITY appreciates when CONSULTANT has researched an issue previously and uses that research on the present case. CITY has retained CONSULTANT because of its past experience. CONSULTANT shall not charge CITY for work it has done and billed another client for in the past. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 10. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non -approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 11. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. 2 Exhibit B A. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND GAILEY ASSOCIATES, INC. FOR PRIVATE INVESTIGATIVE SERVICES Table of Contents Scopeof Services.....................................................................................................1 CityStaff Assistance................................................................................................2 Term; Time of Performance.....................................................................................2 Compensation..........................................................................................................2 ExtraWork...............................................................................................................2 Methodof Payment..................................................................................................3 Disposition of Plans, Estimates and Other Documents...........................................3 HoldHarmless.........................................................................................................3 Professional Liability Insurance.............................................................................4 Certificate of Insurance............................................................................................5 IndependentContractor............................................................................................6 Termination of Agreement.......................................................................................6 Assignment and Delegation......................................................................................6 Copyrights/Patents...................................................................................................7 City Employees and Officials..................................................................................7 Notices.........................................................................................7 Consent....................................................................................................................8 Modification............................................................................................................. 8 SectionHeadings.....................................................................................................8 Interpretation of this Agreement..............................................................................8 DuplicateOriginal....................................................................................................9 Immigration...............................................................................................................9 Legal Services Subcontracting Prohibited................................................................9 Attorney's Fees..........................................................................................................10 Survival.....................................................................................................................10 GoverningLaw.........................................................................................................10 Signatories.................................................................................................................10 Entirety......................................................................................................................10 CITY OF HUNTINGTON BEACH Professional Service Contracts Purchasing Certification 1. Date: 5/24/2007 E VF 2. Department: City Attorney MAY 3 ® 2007 3. Requested by: Scott Field City of Huntinc�tWI Le+dF-W 4. Name of consultant: Gailey Associates, inc. City Attorneys Office 5. Attach the written statement of the specification, conditions and other requirements for the requested services that was provided to solicited consultants in your answer to 11 of this form. See answer to #14 below 6. Amount of the contract: $30,000 7. Are sufficient funds available to fund this contract?' ® Yes ❑ No 8. Is this contract generally described on the list of professional service contracts approved by the City Council'? ® Yes ❑ No 9. Company number and object code where funds are budgeted: 10015�01.69375 10. Is this contract less than $50,000? ® Yes ❑ No 11. Does this contract fall within $50,000 and $100,000? ❑ Yes ® No 12. Is this contract over $100,000? ❑ Yes ® No (Note: Contracts requiring City Council Approval need to be signed by the Mayor and City Clerk. Make sure the appropriate signature page is attached to contract.) 13. Were formal written proposals requested from at least three available qualified consultants? ❑ Yes ® No 14. Attach list of consultants from whom proposals were requested (including a contact telephone number) Not required pursuant to HBMC §3.03.080. 15. Attach proposed scope of work. 16. Attach proposed payment schedule. ; 12 R. w- J 7W J a W!, ma, bepartmbntHeVSign �1 1. If the answer to this question is "No," the contract will require approval from the City Council. City of Huntington Beach Available Funds By Business Unit As of May 31, 2007 R55BUDGET HB0016 Business Unit / Fund Name 1 Adopted Revised Expended Encumbered Available p p Account ID and Description Budget Budget YTD YTD Funds ATY City Attorney 00100 General Fund 10015101 City Attorney-Admin 69300 Professional Services 69345 Auditing Prof Svcs 69370 Legal Prof Svcs 69375 Attorney Fees Prof Svcs 69380 Litigation Cost Prof Svcs 69370 Legal Prof Svcs 69300 Professional Services 69450 Other Contract Services 69505 Other Cont Svcs 69520 Advertising Cont Svcs 69450 Other Contract Services 70000 Rental Expense 70200 Equipment Rental 70000 Rental Expense 78000 Expense Allowances 78200 Auto Allowance 78000 Expense Allowances 79000 Other Expenses 79100 Contingency 79250 Mileage Reim Extradition 79100 Contingency 79000 Other Expenses 80000 CAPITAL EXPENDITURES 82000 Improvements 83000 Equipment 86000 Software -Capital 88000 NON -OPERATING EXPENSES 200,000 236,375 22,657 100,000 113,794 11,217 300,000 350,169 33,874 300,000 350,169 33,874 63,000 63,000 7,871 63,000 63,000 7,871 168 1,573 _ 168 1,573 6,000 6,000 3,669 6,000 6,000 3,669 83,459 130,259 I 25,337 77,240 108,796 207,499 108,796 207,499 25,970 29,159 -29,159 25,970 - 441 1,846- 441 1,846- 2, 331 2,331 2,000 2,000 988 _ _93 919 2,000 2,000 988 93 919 2,000 2,000 988 93 919 Page - 1 of 2 5/29/2007 14:49:48 3. Name of contractor/permittee: Gailey Associates, Inc. City y Attorney ffice City ,Attorneys office 4. Description of work to be performed: Investigation Services 5. Value and length of contract: $30,000 6. Waiver/modification request: Vendor has $10,000 deductible 7. Reason for request and why it should be granted. The impact to City is minimal: vendor is most qualified to conduct investigations in connection with this lawsuit 8. Identify the risks to the City in approving this waiver/modification: None -7/9C>7 Department Head Signature —T I Date: 1. . k Management Approved ❑ Denied -� /,P 7 Signature Date 2. 'ty Attorney's Office Q c 'Approved ❑ Denied kO-7 Signature Date 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date 12169 7/6/2007 8:55:00 AM Jul 06 2007 2:29PM ESR 978-77e-4'7u1 P.1 EASTERN SPECIAL RISK INSURANCE AGENCY 68 BROWN ROAD, P.O. BOX 218 HARVARD, MASSACHUSETTS 01451 PHONE (978) 456-8200 WATS (800) 341-1110 FACSIMILE (978) 456-3245 E-MAIL - SPECRISK@AOL.COM CA LICENSE #0619313 In Nevada and New York: George H. Vaccaro July 6, 2007 Certificateholder City of Huntington Beach, CA Attn: Chris Mendoza Fax 714-536-5212 Certificate of Insurance This certificate is issued as a matter of information only and confers no rights upon the Certificate Holder. This Certificate does not amend, extend or alter the coverage afforded by the policy listed below. Limits shown may have been reduced by paid claims. Named Gailey Associates, Inc. Insured: P.O. Box 91988 Long Beach, CA 90806 This is to certify that the policy of insurance listed below has been issued to the Insured named above and is in force at this time. Insurance Company: Lexington Insurance Company Type of Insurance: Professional and General Liability "Claims -Made Basis" Insurance Policy Number: 6995430 Effective Date: 6/12/2007 Expiration Date: 6/12/2008 Retroactive Date: 6/12/ 1991 Limit per Claim: 1,000,000 Limit Aggregate: 3,000,000 Services Insured: Investigations P OVED S TO F RM JENNIFER McGRATH, Ci ttolney Pie UJA4Q-Q-fL Deductible: S 10,000 CANCELLATION: Should the above descibed policy be cancelled before the expiration date thereof the issuing Company will ENDEAVOR to mail 10 days written notice to the above named Certificate Holder, but failure to mail such notice shall impose NO obligation or liability of any kind upon the Company. NOTE: If the Named Insured is the same as the above Certificate Holder, written Notice of Cancellation will be provided to the Named Insured in accordance with the provisions of the policy and any applicable state law. This policy will not automatically renew. The Named Insured must submit current underwriting information which must be approved by the Company in writing. Certificateholder is an Additional Insured but only as respects the operaatlons of the Named Insured The cancellation provision of this policy to ptovide that coverage will not be cancelled or limited in scope until - after 30 days prior notice (non payment excepted) to this Additional Insured however this endorsment will not extendpe expiraation date of this policy. H. Vaccaro