HomeMy WebLinkAboutC-5977 - PSA for Benefits Broker ServicesPROFESSIONAL SERVICES AGREEMENT
WITH ALLIANT INSURANCE SERVICES, INC. FOR
BENEFITS BROKER SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and
entered into as of this 12th day of November, 2014 ("Effective Date"), by and between
the CITY OF NEWPORT BEACH, a California municipal corporation and charter city
("City'), and ALLIANT INSURANCE SERVICES, INC., a Delaware corporation
("Consultant'), whose address is 1301 Dove Street, Suite 200, Newport Beach,
California 92660, and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City desires to engage Consultant to provide benefits broker services ("Project').
C. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
D. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on December 31, 2019, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work'). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this
Agreement and Consultant shall perform the Services in accordance with the schedule
included in Exhibit A. In the absence of a specific schedule, the Services shall be
performed to completion in a diligent and timely manner. The failure by Consultant to
strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a
diligent and timely manner may result in termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Consultant shall not be responsible for
delays due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Consultant's control.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
Consultant's compensation for all Work performed in accordance with this Agreement,
including all reimbursable items and subconsultant fees, shall not exceed Two Hundred
Forty Five Thousand Dollars and 00/100 ($245,000.00), without prior written
authorization from City. No billing rate changes shall be made during the term of this
Agreement without the prior written approval of City.
4.2 Consultant shall submit monthly invoices to City describing the Work
performed the preceding month. Consultant's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and/or the
specific task in the Scope of Services to which it relates, the date the Services were
performed, the number of hours spent on all Work billed on an hourly basis, and a
description of any reimbursable expenditures. City shall pay Consultant no later than
thirty (30) calendar days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Consultant only for those costs or expenses
specifically identified in Exhibit B to this Agreement or specifically approved in writing in
advance by City.
4.4 Consultant shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the
Project, but which is not included within the Scope of Services and which the parties did
not reasonably anticipate would be necessary at the execution of this Agreement.
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Compensation for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
5.1 Consultant shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Consultant has designated Michael Menzia,
Executive Vice President to be its Project Manager. Consultant shall not remove or
reassign the Project Manager or any personnel listed in Exhibit A or assign any new or
replacement personnel to the Project without the prior written consent of City. City's
approval shall not be unreasonably withheld with respect to the removal or assignment
of non -key personnel.
5.2 Consultant, at the sole discretion of City, shall remove from the Project
any of its personnel assigned to the performance of Services upon written request of
City. Consultant warrants that it will continuously furnish the necessary personnel to
complete the Project on a timely basis as contemplated by this Agreement.
5.3 If Consultant is performing inspection services for City, the Project
Manager and any other assigned staff shall be equipped with a cellular phone to
communicate with City staff. The Project Manager's cellular phone number shall be
provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Human Resources Department.
City's Risk Manager or designee shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator shall represent
City in all matters pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Consultant, one copy of all
existing relevant information on file at City. City will provide all such materials in a
timely manner so as not to cause delays in Consultant's Work schedule.
8. STANDARD OF CARE
8.1 All of the Services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with the highest professional
standards. For purposes of this Agreement, the phrase "highest professional
standards" shall mean those standards of practice recognized by one (1) or more first-
class firms performing similar work under similar circumstances.
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8.2 All Services shall be performed by qualified and experienced personnel
who are not employed by City. By delivery of completed Work, Consultant certifies that
the Work conforms to the requirements of this Agreement, all applicable federal, state
and local laws, and the highest professional standard.
8.3 Consultant represents and warrants to City that it has, shall obtain, and
shall keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Consultant to practice its profession. Consultant shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.4 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Consultant's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. HOLD HARMLESS
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers and employees (collectively, the "Indemnified Parties") from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims"), which may arise from or in any manner
relate (directly or indirectly) to any breach of the terms and conditions of this
Agreement, any Work performed or Services provided under this Agreement including,
without limitation, defects in workmanship or materials or Consultant's presence or
activities conducted on the Project (including the negligent, reckless, and/or willful acts,
errors and/or omissions of Consultant, its principals, officers, agents, employees,
vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly
by any of them or for whose acts they may be liable, or any or all of them).
9.2 Notwithstanding the foregoing, nothing herein shall be construed to
require Consultant to indemnify the Indemnified Parties from any Claim arising from the
sole negligence or willful misconduct of the Indemnified Parties. Nothing in this
indemnity shall be construed as authorizing any award of attorneys' fees in any action
on or to enforce the terms of this Agreement. This indemnity shall apply to all claims
and liability regardless of whether any insurance policies are applicable. The policy
limits do not act as a limitation upon the amount of indemnification to be provided by
Consultant.
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10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis
and Consultant is not an agent or employee of City. The manner and means of
conducting the Work are under the control of Consultant, except to the extent they are
limited by statute, rule or regulation and the expressed terms of this Agreement. No
civil service status or other right of employment shall accrue to Consultant or its
employees. Nothing in this Agreement shall be deemed to constitute approval for
Consultant or any of Consultant's employees or agents, to be the agents or employees
of City. Consultant shall have the responsibility for and control over the means of
performing the Work, provided that Consultant is in compliance with the terms of this
Agreement. Anything in this Agreement that may appear to give City the right to direct
Consultant as to the details of the performance of the Work or to exercise a measure of
control over Consultant shall mean only that Consultant shall follow the desires of City
with respect to the results of the Services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or interest in the
Work to be performed. City agrees to cooperate with the Consultant on the Project.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points in
order to ensure the Project proceeds in a manner consistent with City goals and
policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator informed on a
regular basis regarding the status and progress of the Project, activities performed and
planned, and any meetings that have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of Work, Consultant shall obtain, provide and maintain at its own expense during the
term of this Agreement or for other periods as specified in this Agreement, policies of
insurance of the type, amounts, terms and conditions described in the Insurance
Requirements attached hereto as Exhibit C, and incorporated herein by reference.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following shall
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be construed as an assignment: The sale, assignment, transfer or other disposition of
any of the issued and outstanding capital stock of Consultant, or of the interest of any
general partner or joint venturer or syndicate member or cotenant if Consultant is a
partnership or joint -venture or syndicate or co -tenancy, which shall result in changing
the control of Consultant. Control means fifty percent (50%) or more of the voting
power or twenty-five percent (25%) or more of the assets of the corporation, partnership
or joint -venture.
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such
subcontractor other than as otherwise required by law. City is an intended beneficiary
of any Work performed by the subcontractor for purposes of establishing a duty of care
between the subcontractor and City. Except as specifically authorized herein, the
Services to be provided under this Agreement shall not be otherwise assigned,
transferred, contracted or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other
writing produced, including but not limited to, websites, blogs, social media accounts
and applications (hereinafter "Documents"), prepared or caused to be prepared by
Consultant, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and City
shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Additionally, all material posted in
cyberspace by Consultant, its officers, employees, agents and subcontractors, in the
course of implementing this Agreement, shall become the exclusive property of City,
and City shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Consultant shall, at Consultant's
expense, provide such Documents, including all logins and password information to City
upon prior written request.
17.2 Documents, including drawings and specifications, prepared by
Consultant pursuant to this Agreement are not intended or represented to be suitable
for reuse by City or others on any other project. Any use of completed Documents for
other projects and any use of incomplete Documents without specific written
authorization from Consultant will be at City's sole risk and without liability to
Consultant. Further, any and all liability arising out of changes made to Consultant's
deliverables under this Agreement by City or persons other than Consultant is waived
against Consultant, and City assumes full responsibility for such changes unless City
has given Consultant prior notice and has received from Consultant written consent for
such changes.
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17.3 All written documents shall be transmitted to City in formats compatible
with Microsoft Office and/or viewable with Adobe Acrobat.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the Services in this Agreement, shall be kept
confidential unless City expressly authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including
costs, contained in Consultant's Documents provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Services to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any Services,
expenditures and disbursements charged to City, for a minimum period of three (3)
years, or for any longer period required by law, from the date of final payment to
Consultant under this Agreement. All such records and invoices shall be clearly
identifiable. Consultant shall allow a representative of City to examine, audit and make
transcripts or copies of such records and invoices during regular business hours.
Consultant shall allow inspection of all Work, data, Documents, proceedings and
activities related to the Agreement for a period of three (3) years from the date of final
payment to Consultant under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction
of the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Consultant shall
not discontinue Work as a result of such withholding. Consultant shall have an
immediate right to appeal to the City Manager or designee with respect to such disputed
sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of
return that City earned on its investments during the time period, from the date of
withholding of any amounts found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what would
have resulted if there were not errors or omissions in the Work accomplished by
Consultant, the additional design, construction and/or restoration expense shall be
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borne by Consultant. Nothing in this Section is intended to limit City's rights under the
law or any other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the
Project.
24. CONFLICTS OF INTEREST
24.1 Consultant or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to
disclose any financial interest that may foreseeably be materially affected by the Work
performed under this Agreement, and (2) prohibits such persons from making, or
participating in making, decisions that will foreseeably financially affect such interest.
24.2 If subject to the Act, Consultant shall conform to all requirements of the
Act. Failure to do so constitutes a material breach and is grounds for immediate
termination of this Agreement by City. Consultant shall indemnify and hold harmless
City for any and all claims for damages resulting from Consultant's violation of this
Section.
25. NOTICES
25.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
and conclusively shall be deemed served when delivered personally, or on the third
business day after the deposit thereof in the United States mail, postage prepaid, first-
class mail, addressed as hereinafter provided.
25.2 All notices, demands, requests or approvals from Consultant to City shall
be addressed to City at:
Attn: Lauren Farley, Risk Manager
Human Resources Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
25.3 All notices, demands, requests or approvals from City to Consultant shall
be addressed to Consultant at:
Attn: Michael Menzia, Executive Vice President
Ailiant Insurance Services, Inc.
1301 Dove Street, Suite #200
Newport Beach, CA 92660
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26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Consultant shall submit to City, in
writing, all claims for compensation under or arising out of this Agreement.
Consultant's acceptance of the final payment shall constitute a waiver of all claims for
compensation under or arising out of this Agreement except those previously made in
writing and identified by Consultant in writing as unsettled at the time of its final request
for payment. Consultant and City expressly agree that in addition to any claims filing
requirements set forth in the Agreement, Consultant shall be required to file any claim
Consultant may have against City in strict conformance with the Government Claims Act
(Government Code sections 900 et seq.).
27. TERMINATION
27.1 In the event that either party fails or refuses to perform any of the
provisions of this Agreement at the time and in the manner required, that party shall be
deemed in default in the performance of this Agreement. If such default is not cured
within a period of two (2) calendar days, or if more than two (2) calendar days are
reasonably required to cure the default and the defaulting party fails to give adequate
assurance of due performance within two (2) calendar days after receipt of written
notice of default, specifying the nature of such default and the steps necessary to cure
such default, and thereafter diligently take steps to cure the default, the non -defaulting
party may terminate the Agreement forthwith by giving to the defaulting party written
notice thereof.
27.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than seven (7) calendar days' prior written notice to Consultant. In the
event of termination under this Section, City shall pay Consultant for Services
satisfactorily performed and costs incurred up to the effective date of termination for
which Consultant has not been previously paid. On the effective date of termination,
Consultant shall deliver to City all reports, Documents and other information developed
or accumulated in the performance of this Agreement, whether in draft or final form.
28. STANDARD PROVISIONS
28.1 Recitals. City and Consultant acknowledge that the above Recitals are
true and correct and are hereby incorporated by reference into this Agreement.
28.2 Compliance with all Laws. Consultant shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted. In addition, all Work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
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28.3 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent
breach of the same or any other term, covenant or condition contained herein, whether
of the same or a different character.
28.4 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged
herein. No verbal agreement or implied covenant shall be held to vary the provisions
herein.
28.5 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
28.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
28.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Consultant and City and approved as to form by the
City Attorney.
28.8 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
28.9 Controlling Law and Venue. The laws of the State of California shall
govern this Agreement and all matters relating to it and any action brought relating to
this Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
28.10 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex, age or any other impermissible basis under law.
28.11 No Attorneys' Fees. In the event of any dispute or legal action arising
under this Agreement, the prevailing party shall not be entitled to attorneys' fees.
28.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTO NEY'S OFFICE
Date: 16131
CITY OF NEWPORT BEACH,
a California municip I corporation
Date:
By:QA
By: V
Aar. Harp ch A to a ti Rush N. Hil , I
City n torney Mayor
ATTEST:
Date: �g
By: `
Leilani I. Brown
City Clerk
TA
CONSULTANT: Alliant Insurance
Services, Inc., a Delaware corporation
Date:_
By:
Mark Conway
Executive Vice President
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
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EXHIBIT A
SCOPE OF SERVICES
The Human Resources Department oversees the City's benefit plans including, medical, dental, vision, life,
voluntary life, disability (STD & LTD), FSA, EAP, CalPERS Long Term Care and 457 and Retiree Health Savings
plans and serves roughly 1112 active employees total, both full and part time. Consultant shall provide
Benefits Broker Services to support the Human Resources Department in the following capacity:
1. Program Administration and Consultant Responsibilities:
Consultant shall:
1.1 Assist Human Resources in selection and award of contracts for services outlined in the
Current Employee Benefits and Provider Information located in Section 2 of this Scope of Services. The
current renewal for all benefit plans is January 1;
1.1.1 Consultant will represent the City in all negotiations with insurance providers,
third -party administrators, networks, vendors, etc. Consultant's process is outlined below:
• Evaluate carrier renewal calculation by component: claims experience,
trend factor, administration fees and carrier margin;
• Evaluate demographic changes via census analysis and compare to carrier
assumptions;
• Use critical analysis and Consultant's book of business to negotiate the
lowest cost for the City;
Y Identify and recommend cost saving options that do not change benefits;
• When appropriate, market lines of coverage to other carriers in the
marketplace; and
• Identify alternative funding and risk -sharing options that may be beneficial
to the City.
1.2 Prepare a strategic benefits review and report with benchmarking to other comparable local
agencies. Need to provide strategic planning and benchmarking on an on-going basis;
1.2.1 Consultant's service team will utilize its database of public entity clients to
provide benchmarking comparisons for the City benefit plan design and cost structure. Prior to developing
the annual work plan, Consultant will conduct a thorough review of the City's current benefit plans, rates,
eligibility provisions, etc.
1.2.2 After this initial data review, Consultant will evaluate the City's current benefit
plans and premium costs to provide a benchmarking analysis that includes a comparison to its public entity
benchmark database, as well as other similar -sized private sector entities. Based on these assessments,
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Consultant will identify areas where the City's benefit programs are similar to other cities and where it may
need improvements or modifications to remain competitive.
1.3 Perform an initial review and report of employee health benefits program for cost
effectiveness, program design, competitiveness and plan or claims administration. This review/analysis
should include premium calculations, COBRA administration, IBNR requirements, and ACA compliance;
1.3.1 Consultant will, in collaboration with the City, develop a long-term employee
benefits strategy aligned with the City's goal of maintaining quality programs and containing costs.
Consultant will work with City management to understand its current challenges, labor-management
relations, budget constraints and current benefit program in order to identify a strategy that suits the
needs of the City and its employees.
1.3.2 In the first Strategic Planning Meeting, the Consultant will facilitate a discussion
with the City's Management team that will include the following components;
• Defining success metrics for various stakeholders within the organization;
• Understanding the organizational strengths, challenges and opportunities
relative to the success benchmarks; and
• Prioritizing what's most important and identifying obstacles to making
progress.
1.3.3 In our second Strategic Planning Meeting, Consultant will present a draft
Strategic Game Plan with short and long term objectives and corresponding strategies and milestones. The
Strategic Game Plan will be finalized with the City's feedback and approval and a final copy will be
distributed to the City. Ultimately, this plan will provide the City's Management Team with a greater sense
of clarity and confidence on their path forward to overcome obstacles and achieve their goals.
1.3.4 Once the Strategic Game Plan has been developed, Consultant will break the 1 -
year objectives down into tangible milestones which will be built into an Annual Work Plan. This custom
management plan will consist of various stages with clearly defined time lines and will be evaluated each
year to ensure it is consistent with the long term goals and changing needs of the City.
1.4 Perform annual reviews and report of programs for renewal purposes. Establish renewal
objectives. Request early notification from Vendors. Communicate renewal and negotiations;
1.4.1 As part of its Annual Work Plan, Consultant shall conduct a pre -renewal meeting
6-8 months prior to the policy effective date to discuss budget, trends, review claims experience and put
together a renewal/marketing strategy and timeline. This timeline will include approximate dates for
accomplishing tasks and tentative meeting dates to present results.
1.5 Provide written reports of findings and recommendations with definitive reasons for
recommended changes in terms, conditions or limits;
1.5.1 Consultant will conduct a thorough analysis of current benefit programs and
evaluate the current cost -control strategies, along with the funding and purchasing options available in
the marketplace. This will include requesting quotes from the marketplace for various products and
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services when appropriate. Consultant will review the marketplace for alternative funding and
purchasing options utilizing the following steps:
• Evaluate carrier renewal calculation by component: claims experience,
trend factor, administration fees and carrier margin;
6 Evaluate demographic changes and compare to carrier assumptions;
• Use critical analysis and Consultant's book of business to negotiate the
lowest cost for the City;
• Identify and recommend cost-saving options that do not change benefits;
• When appropriate, market lines of coverage to other carriers in the
marketplace; and
• Identify alternative funding and risk -sharing options that may be beneficial.
1.5.2 Consultant will assemble all this data in a report that is clear and concise and
will make proactive recommendations to ensure comprehensive coverage at the lowest cost to the City
and its employees. Consultant will review this material with the City's insurance committee and address
any questions to assist with the decision-making process.
1.6 Perform liaison services between the City and benefits contractors, including coordination
of reporting and assistance resolving claims;
1.6.1 Consultant wilt respond to and expedite resolution of all issues regarding
contract administration, service provisions, benefits coverage, billing questions, and service delivery in a
timely manner. Consultant's team members will ensure that the City receives the highest level of timely
and accurate problem -solving satisfaction and will
Respond within 24 hours to every inquiry call;
O Research and resolve claim and eligibility issues;
• Monitor service of carrier and third -party administrators; and
Y Track claim office and member services data to assess and make
recommendations for plan changes and employee education needs.
1.7 Be available for and participate in the preparation and presentation of Renewal reports and
meetings with the City's collective bargaining groups at request of City;
1.8 Perform special projects as requested by the City, possibly including, but not limited to:
a. Develop/assist in implementation of new insurance plans.
b. Assist in design and delivery of drafting, reviewing, and issuing and
evaluation of benefit request for proposals (includes identification of
appropriate markets).
Alliant Insurance Services, Inc. Page A-3
C. Advise The City in contract negotiations/renewals (includes review for
accuracy of coverage, compliance, terms and conditions).
d. Assist in developing costs associated with various issues involving benefit
plans.
e. Assist in design and delivery with employee communication materials and
projects, which may result from plan changes, legislative or regulatory
changes.
f. Prepare special reports showing claims experience.
g. Prepare/provide benchmarking and survey information used to determine
plan competitiveness and strategies.
h. Analyze benefits in comparison to employee benefits program objectives.
1.9 Assist with planning and coordination of vendors for the City's annual employee health fair,
Retirement Seminar, and other benefit educational services at the request of the City;
1.10 Assist the City with the development of performance guarantees relating to vendors'
performance of services to the City and evaluate the performance of vendors. Coordinate meetings to
review performance, etc. Monitor insurance companies for financial solvency, i.e. AM Best ratings;
1.11 Provide estimates of renewal rates and assist the City in preparation of budget and
expenditure projections for benefits. Recommended changes should also include the consultant's fees to
further develop any plan changes and incorporate plan changes into plan documents; and
1.12 Provide information on health benefits issues, trends, possible new benefits, and proposed
or new legislation, and assist the City with on-going maintenance of medical plan documents when
necessary due to regulatory changes.
2. Current Employee Benefit and Provider Information:
The City provides the following benefits to all full time employees and employees who qualify based
on hours worked under the Affordable Health Care Act.
• CalPERS Medical Plans
• Two voluntary dental plan options— Delta PPO, and Delta HMO
• One voluntary vision plan option — MetLife PPO
• City paid life and AD&D and voluntary life
• Employee Assistance Program (EAP)
• Flexible spending plan (FSA) and Dependent Care (DC) Plans
• Retiree Health Savings Plan (RHS)
Alliant Insurance Services, Inc. Page A-4
2.1 Medical
Currently, the City offers CaIPERS medical plan options to Active employees, COBRA
participants and Retirees. CalPERS Medical Plans as contracted by the City under the Public Employees'
Medical and Hospital Care Act (PEMHCA). Currently CaIPERS has 13 medical plans for employees to
choose from made up of 9 HMOs and 4 PPOs, one of which is an Association based plan.
For active full time employees the City currently contributes a dollar amount per month as
negotiated by the City and its Collective Bargaining Groups. Asa contracting agency with CalPERS and
as required by PEMHCA the City also contributes a "medical allowance" to be adjusted annually by
CalPERS to reflect any changes in the medical care component of the Consumer Price Index -Urban (CPI -
U). Employees contribute to any remaining out of pocket costs on a pre -taxed basis.
COBRA participants and Retirees may participate in any of the medical plan options at their
own cost. Retirees pay the full premium cost less the CalPERS Mandatory Employer Contribution.
2.2 Voluntary Dental
Delta Dental provides a PPO and HMO plan. Employee participation is voluntary and
dependent enrollment is allowed. COBRA participants and Retirees may participate in either of the dental
plan options at their own cost. Retirees may stay on the vision plan indefinitely. However, if they drop the
coverage, they may not return to the plan at a later date.
2.3 Voluntary Vision
The City offers a voluntary PPO vision plan through MetLife. COBRA participants and
Retirees may also enroll in the vision plans at their own cost. Retirees may stay on the vision plan
indefinitely. However, if they drop the coverage, they may not return to the plan at a later date.
2.4 City paid Life and AD&D with Voluntary Life
Full Time employees are provided a City paid life and AD&D benefit up to $50,000.
Employees may also purchase additional life insurance for themselves, their spouses, and children. This
coverage is provided through Reliance Standard.
2.5 Employee Assistance Program (EAP)
The City provides a 3 visit model EAP through Value Options to all full time employees.
2.6 Flexible Spending Account
The City provides a Flexible Spending Plan including dependent care to all full time
employees.
Alliant Insurance Services, Inc. Page A-5
SCWEDULE3OF BILLING RATES
For the Scope of Services described in this Agreement, Consultant shall be
compensated a flat annual consulting fee in the amount of Forty Nine Thousand
Dollars and nol100 ($49,000.00). The following table illustrates the not -to -exceed
amount for this Agreement for each term year as well as a total Agreement amount:
Year
Not -to -Exceed Compensation Amount
Year 1
$49,000.00
Year 2
$49,000.00
Year 3
$49,000.00
Year 4
$49,000.00
Year 5
$49,000.00
TOTAL AGREEMENT COMPENSATION
$245,000.00
Service Guarantee
To illustrate our commitment of quality service to the City, Consultant is willing to place
10% of its annual consulting fee at risk. Listed below are the categories of the Service
Guarantee:
1. Execution of Scope of Work (50%) - Client satisfaction with deliverables in the
Scope of Work.
2. Service and Support (50%) - Service and support of client with decision making
tools, attendance at meetings, and assistance for any implementation of new
benefits, products and transition of carriers.
At any time, the City can invoke the terms of the guarantee. All categories are based
solely on client satisfaction level.
Alliant Insurance Services, Inc. Page B-1
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Consultant's indemnification of City, and
prior to commencement of Work, Consultant shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Consultant
agrees to provide insurance in accordance with requirements set forth here. If
Consultant uses existing coverage to comply and that coverage does not meet
these requirements, Consultant agrees to amend, supplement or endorse the
existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury
by disease in accordance with the laws of the State of California, Section
3700 of the Labor Code.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its officers, agents,
employees and volunteers.
B. General Liability Insurance. Consultant shall maintain commercial general
liability insurance, and if necessary umbrella liability insurance, with
coverage at least as broad as provided by Insurance Services Office form
CG 00 01, in an amount not less than one million dollars ($1,000,000) per
occurrence, two million dollars ($2,000,000) general aggregate. The
policy shall cover liability arising from premises, operations, personal and
advertising injury, and liability assumed under an insured contract
(including the tort liability of another assumed in a business contract) with
no endorsement or modification limiting the scope of coverage for liability
assumed under a contract.
C. Automobile Liability Insurance. Consultant shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of Consultant
arising out of or in connection with Work to be performed under this
Agreement, including coverage for any owned, hired, non -owned or rented
Alliant Insurance Services, Inc. Page C-1
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
D. Professional Liability (Errors & Omissions) Insurance. Consultant
shall maintain professional liability insurance that covers the
Services to be performed in connection with this Agreement, in the
minimum amount of one million dollars ($1,000,000) per claim and
and two million dollars ($2,000,000) in the aggregate. Any policy
inception date, continuity date, or retroactive date must be before
the Effective Date of this Agreement and Consultant agrees to
maintain continuous coverage through a period no less than three
years after completion of the Services required by this Agreement.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation
against City, its elected or appointed officers, agents, officials, employees
and volunteers or shall specifically allow Consultant or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Consultant hereby waives its own right of
recovery against City, and shall require similar written express waivers
from each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and automobile liability, if required, but
not including professional liability, shall provide or be endorsed to provide
that City and its officers, officials, employees, and agents shall be included
as insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a
primary basis and shall not require contribution from any insurance or self-
insurance maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days notice of cancellation (except for nonpayment for which ten
(10) calendar days notice is required) or nonrenewal of coverage for each
required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance
to City as evidence of the insurance coverage required herein, along with
a waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance
certificates and endorsement must be approved by City's Risk Manager
prior to commencement of performance. Current certification of insurance
Alliant Insurance Services, Inc. Page C-2
shall be kept on file with City at all times during the term of this
Agreement. City reserves the right to require complete, certified copies of
all required insurance policies, at any time.
B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement to change the amounts and types of
insurance required by giving Consultant sixty (60) calendar days advance
written notice of such change. If such change results in substantial
additional cost to Consultant, City and Consultant may renegotiate
Consultant's compensation.
C. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Consultant of non-compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
D. Requirements not Limiting. Requirements of specific coverage features
or limits contained in this Section are not intended as a limitation on
coverage, limits or other requirements, or a waiver of any coverage
normally provided by any insurance. Specific reference to a given
coverage feature is for purposes of clarification only as it pertains to a
given issue and is not intended by any party or insured to be all inclusive,
or to the exclusion of other coverage, or a waiver of any type.
E. Self-insured Retentions. Any self-insured retentions must be declared to
and approved by City. City reserves the right to require that self-insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
F. City Remedies for Non -Compliance. if Consultant or any subconsultant
fails to provide and maintain insurance as required herein, then City shall
have the right but not the obligation, to purchase such insurance, to
terminate this Agreement, or to suspend Consultant's right to proceed until
proper evidence of insurance is provided. Any amounts paid by City shall,
at City's sole option, be deducted from amounts payable to Consultant or
reimbursed by Consultant upon demand.
G. Timely Notice of Claims. Contractor shall give City prompt and timely
notice of claims made or suits instituted that arise out of or result from
Contractor's performance under this Contract, and that involve or may
involve coverage under any of the required liability policies. City assumes
no obligation or liability by such notice, but has the right (but not the duty)
to monitor the handling of any such claim or claims if they are likely to
involve City.
H. Consultant's Insurance. Consultant shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
Alliant Insurance Services, Inc. Page C-3
judgment may be necessary for its proper protection and prosecution of
the Work.
Alliant Insurance Services, Inc. Page C-4
R CERTIFICATE OF LIABILITY INSURANCE
DATE(MMfDDIYYYY)
1..
2!2312014
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER
Alllant Insurance Services Inc.
1301 Dove St. Suite 200
Newport Beach CA 92660-2436
A CT -
CONT �tennifier Lopez
NAME
PHONE FpX
Aic, He Isti 949 660-591 f2A1C No: - -
ADDRESs-ilopezoalliant Com
INSURER E AFFORDING COVERAGE NAIC #
LIMITS
iNSURERA.AMeriranauamawazadiawu-[[L— 26247
GENERAL LIABILITY
INSURED ALLIHOL-01
INSURER B:
Alliant Holdings I, LP
1301 Dove Street,
Suite 200
INSURER C:
"—
--
INSURER,:_
INSURER E:
Newport Beach CA 92660
INSURER F:
COVERAGES CEKI H -H -A I E INUMt5EK: 1131644031 REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS,
INSR
LTR
TYPE OF INSURANCE
A
INSR
WVO
POLICYNUMBER
POLICY EFF
MMIDD(YYYY
POLICYEXP
MM/DDNYYY
LIMITS
A
GENERAL LIABILITY
CP0917259901
31112014
/712075
EACH OCCURRENCE $1,000,000
XCOMMERCLALGENERAL LIABILITY
PREMISES Ea occurrencen $1,000,000
MED EXP (Any one person) $10,000
CLAIMS -MADE OCCUR
PERSONAL S AOV INJURY '.$1000000
GENERAL AGGREGATE $2000000
GEN'L AGGREGATE LIMIT APPLIES PER:
PRODUCTS -COMpfoP AGG $2000000
X POLICY PRO-LO
A
AUTOMOBILE
LIABILITY
CP0917269907
11/2014
!1/2015
E accident 1000,000
x
ANYAUTO
BODILY INJURY (Per person) S
ALL OWNED SCHEDULED
BODILY INJURY (Per accident) $
AUTOS AUTOS
X]
HIREDAUTOS X NON-0WNED
AUTOS
PROPERTVDAMAGE $
Peracciden
A
X
UMBRELLA IJAS
X
OCCUR
AUC917260201
11/2014
!1/2015
EACH OCCURRENCE $25,000,000
EXCESS LIAR
CL41M5-MAGE
AGGREGATE $25,000,000
DED I I RETENTION$
A
WORKERS COMPENSATION
VVC917260101
1112014
7112015
X WC STATU- DTH-
ANDEMPLOYERB'LIABILITY YIN
E.L. EACH ACCIDENT $7,000000
ANY PROPRIETOR/PARTNERIEXECUTIVE
OFFICERIMEMBER EXCLUDED? a
N/A
E.L. DISEASE - EA EMPLOYEE $1,000,000
(Mandatary In NH)
Ws, describe under
E.L. DISEASE -POLICY LIMIT $1,000,000
CRIPTIONOF OPERATIONS below
DESCRIPTION OF OPERATIONS I LOCATIONS ( VEHICLES (Attach ACORD 707, Additional Remarks Schedule, if more space Is required)
Named Insureds included per attached Exhibit #1.
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
This certificate is issued for informational purposes ACCORDANCE WITH THE POLICY PROVISIONS.
only.
Whoever receives a copy of this is not a AUTHORIZED REPRESENTATIVE
certholder. t(j
CC) 9988-2n1 n ACn Rn rn RRnRATInk1 AIt
ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD
EXHIBIT 41:
NAMED INSURED SCHEDULE
ENTITY
Alliant Holdings I, LP
Alliant Holdings Parent, Inc.
Alliant Holdings I, LLC
Alliant Holdings 11, LLC
Alliant Holdings 1, Inc.
Alliant Holdings 11, Inc.
ARG Holdings, Inc.
Alliant Insurance Services, Inc.
Alliant Retirement Services, LLC
Colonial Healthcare, Inc.
Franey Muha Alliant Insurance Services, Inc.
Benefit Partners-Alliant, Inc.
Kelter Alliant Insurance Services, Inc.
Affinity Insurance Services, LLC
FHI Benefit Plans, Inc.
Alliant Specialty Insurance Services, Inc.
Strategic HR Services, Inc.
Alliant Insurance Services Houston, LLC
Alliant Services Houston, Inc.
Clarity Benefit Consulting, LLC
Moore -McNeil, LLC
ClearPointLP
Alliant ClearPoint GP, Inc.
Jon Donovan Tanner Insurance Agency, Inc.
T&H Group Inc.
T&H Brokers, Inc.
T&H Benefits LLC
Construction Insurance Brokers Corp.
RIFF & Associates, Inc,
The Arlen Group, Inc.
Benefit Advisors Services Group, LLC
AlliantRe
Suremerica Surety Underwriting Services, LLC
SureCanada Surety Services, Inc.
Suremerica Surety Services Ltd
02/2012014
Effective: 03/01/2014