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CLIENT SERVICES AGREEMENT <br /> This Client Services Agreement(this"Agreement")is made and entered into as of the 1 st day of October, <br /> 2024(the "Effective Date") by and between The City of Decatur, an Illinois public entity("Client"), and Arthur <br /> J. Gallagher Risk Management Services, LLC, a Delaware limited liability company, and its licensed brokerage <br /> afFliates("Gallagher"). Client and Gallagher shall each be referred to herein as a"Party'and collectively as the <br /> "Parties." <br /> WHEREAS, Gallagher is a global insurance brokerage and risk management services firm, and Client <br /> desires to retain Gallagher to provide certain services, as further described on Exhibit A attached hereto <br /> (collectively,the"Services"). <br /> NOW, THEREFORE, in consideration of the mutual promises contained herein, Gallagher and Client <br /> hereby agree as follows: <br /> 1. TERM AND TERMINATION <br /> This Agreement shall commence on the Effective Date and continue for a term of one(1)year(the"Initial <br /> Term"). This Agreement shall automatically renew on the first anniversary of the Effective Date and annually <br /> thereafter for consecutive additional periods of one (1) year each (each a "Renewal Term"). This Agreement <br /> maybe terminated by either Party at anytime upon thirty(30)days'prior written notice. In the event of any such <br /> termination, Gallagher will work with Client during such 30-day period to transition its account as directed. <br /> II. SERVICES <br /> Gallagher will provide the Services for Client as set forth on Exhibit A and incorporated herein, which <br /> Exhibit A may be amended from time to time as agreed upon in writing by the Parties. For Services that <br /> specifically include insurance placement by Gallagher as the broker, Client hereby authorizes Gallagher to <br /> represent and assist Client in all discussions and transactions with insurance companies relating to the lines of <br /> insurance set forth on Exhibit A when acting as Client's insurance broker, provided that Gallagher shall not place <br /> any insurance on behalf of Client unless so authorized by Client in writing. In addition, Services that include the <br /> placement of insurance coverage require the following: <br /> A. Client shall provide Gallagher with all information and documentation that may be relevant to the <br /> applicable risks that Client would like to insure, as requested by Gallagher and/or underwriters from which <br /> Gallagher intends to secure quotes. This information shall include any facts material to a fair assessment of the <br /> risk by underwriters, including risk exposures and loss experience, and shall be updated as information changes <br /> or is discovered after inception of coverage. Client's failure to fully and completely disclose all such information <br /> could result in a carrier declining coverage for a specific loss or voiding Client's insurance coverage altogether. <br /> B. Gallagher will consult with Client regarding the terms of the insurance quotes received, and Client <br /> shall have sole discretion in the selection of the ultimate insurance markets and policies chosen, as well as any <br /> other decisions involving Client's risk management, risk transfer and/or loss prevention needs. Gallagher will <br /> use reasonable efforts to secure insurance coverages on Client's behalf and as directed by Client. Client must <br /> read all coverage proposals and policies carefully, as actual coverage is determined by the applicable policy <br /> language. Gallagher will provide guidance to Client regarding Client's policy or coverage inquiries. in the event <br /> an insurer cancels or refuses to issue a particular policy, Gallagher will use reasonable efforts to obtain <br /> replacement coverage from another insurer. <br /> C. Client is responsible for notifying applicable insurance companies directly in connection with any <br /> claims, demands, suits, notices of potential claims or any other matters in accordance with the terms and <br /> conditions of Client's policies. Upon request,Gallagher will assist Client in determining applicable claim reporting <br /> requirements. <br /> D. Client has no obligation to purchase an insurance product through Gallagher. <br /> Ill. COMPENSATION,TAXES AND FEES <br /> A. Client shall pay Gallagher fees for the Services set forth on Exhibit A. Where permitted, the <br /> Services may include fees in lieu of or in addition to commission for placement of insurance. if Gallagher receives <br />