Exhibit “A”

In consideration of the payments set forth in Exhibit “B”, Contractor shall provide the following services:

I. Detailed description of services to be performed by Contractor:

Contractor will provide secondary collection services for the County on accounts identified by the County. Accounts to be assigned may include medical accounts generated by San Mateo County Medical Center, and other miscellaneous County receivables on which collection effort has already been made.

Specific service requirements include:

1. Forwarding accounts to associates in other cities and states.

2. Reporting automatically of accounts to major credit reporting agencies on electronic media.

3. Receiving and sending all account information via electronic media.

4. Submitting to the County, via electronic media, annually lists of accounts the agency considers to be uncollectible for write-off.

5. Returning to the County debtor accounts as identified by the County that are beyond the statute of limitations.

6. Remitting funds within 10 days of month end and providing a statement showing amounts due under the terms of the contract and the status and principal balance of the account on which payment is being made.

7. Reporting payments to Revenue Services must be via electronic media.

8. Providing the County unrestricted on-line inquiry to the debtor records of referred accounts, for audit purposes.

9. Provide the County access, which will allow Revenue Services to post direct payments and adjustments.

II. Terms and Conditions Under Which the Services Will be Provided:

The services provided will be done within the following terms and conditions:

1. The County may examine the Contractor’s records, books and other data at least once a year. Records must be maintained for at least three years.

2. An inventory of accounts via electronic media must be made available as requested by the County, showing the status of each account assigned by the County.

3. No commission may be claimed for any account paid through an escrow for the release of a lien granted by the debtor or his/her responsible relative, unless Contractor has filed civil suit, obtained a judgment and recorded an abstract of judgment prior to the escrow holder’s request for a demand from the County.

4. Accounts deemed uncollectible will be reassigned to the County. Such reports will contain brief statement as to why such items are uncollectible. Such accounts shall have no commission paid.

5. Contractor must agree to accept for collection all bills, claims, and accounts assigned to it.

6. The County reserved the right to recall any/all accounts on which no payment has been made or no suit has been filed.

7. Direct payments made to County or to Revenue Services on accounts assigned to Contractor shall be reported to Contractor and established commission rates will be paid.

8. Legal action may be brought against assigned accounts with prior County approval. No compensation shall be paid for the services of an attorney, or for any related fees or costs of suit.

9. Collection efforts shall cease when, in the County’s opinion, enforcement of a claim would result in undue hardship to the debtor or potential discredit to the County. If the County cancels an assignment claim in its entirety, Contractor will no be entitled to any fees.

Exhibit “B”

In consideration of the services provided by Contractor in Exhibit “A”, County shall pay Contractor based on the following fee schedule:

Commission Rates:

Contractor will retain as commission on all accounts collected the following amounts:

1. For all collections made on regular accounts (non-legal) regardless of the age of the account, Contractor will retain eighteen percent (18%) of the amount collected. No commission will be paid for Medi-Cal accounts or Medicare accounts.

2. For all collections made on legal accounts regardless of the age of the account, Contractor will retain thirty percent (30%) of the amount collected. No commission will be paid for Medi-Cal accounts or Medicare accounts.

3. The commission identified in parts 1 through 2 of this Exhibit B constitutes full and complete payment by the County for collection efforts by the Contractor.

4. Contractor will retain commission earned each month when funds are remitted to the County.