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HomeMy WebLinkAboutContract 36591-A2 (2)CI f Y SECRETARY �ONTR'ACT NO. AGREEMENT FOR CARRIER REPRESENTATIVE SERVICES STATE OF TEXAS § COUNTY OF TARRANT § This Agreement (''Agreement") is made and entered into by and between the CITY OF FORT WORTH, Texas, a municipal corporation situated in Tarrant, Wise, and Denton Counties, Texas (hereinafter referred to as "CITY") acting by and through Karen L. Montgomery, its duly authorized Assistant City Manager and the Law Office of RICKY D. GREEN (hereinafter referred to as "CARRIER REP") acting by and through its principal, Ricky D. Green who is duly authorized to act. CITY and CARRIER REP may be referred to herein individually as a "party" and collectively as the "parties". The term CITY shall include its officers, agents, employees, or authorized representatives. In consideration of the mutual covenants and provisions contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the- parties agree, and by the execution hereof are bound, to the mutual obligations herein contained and to the performance of the tasks hereinafter described. 1 SCOPE OF SERVICES As CITY's designated Texas Department of Insurance ("TDI"), Division of Workers' Compensation ("DWC") Carrier Representative, CARRIER REP agrees to perform the following services: 1.1 Carrier's Austin Representative — Serve as CITY's designated Austin Carrier Representative in accordance with Title 28, Texas Administrative Code, Chapter 156. 1.2 DWC Mail Service - Daily pick-up and delivery of mail to and from DWC on behalf of CITY and CITY's contracted third party claims administrators ("TPA"). Receive and sign for mail, date stamp, sort and electronically transmit mail to designated CITY and TPA representatives. 1.3 Filings and Special Requests - Assist CITY and TPA with proper completion of required filings and responding to special requests from TDI/DWC, such as: data calls; specific claim information requests; certified copies of claim files; requesting extensions of time if needed; obtaining date -stamped confirmation of filings. 1.4 Communications with DWC - Coordinate communications between DWC, CITY and the TPA. Request private meetings with DWC leaders to address substantive concerns of CITY. 1.5 Meetings and Hearings - Attend TDI/DWC public hearings, committee meetings, stakeholder or focus group meetings, and conferences. Inform CITY of proceedings, especially proposed and adopted rules changes and legislative changes. 1.6 Newsletter Service - Publish a newsletter or bulletins on important workers' compensation issues; forward TDI/DWC bulletins, newsletters, news releases electronically to CITY representatives. 1,7 Continuing Education - Provide continuing education courses approved by TDI for claims adjusters on a variety of pertinent topics. 1.$ Legislative Tracking - Monitor and track all workers' compensation legislation filed in the Texas Legislature. Attend Committee Hearings in both the House and Senate on important legislation. Send regular bulletins that discuss the .Agreement for Carrier Representative Services Page 1 of i nature and status of each bill and an analysis of the potential impact of the bill on the Texas Workers' Compensation System to CITY. 1.9 Compliance /Audit Review - Review Plain Language Notices filed by the TPA for sufficiency. Work with CITY and TPA in responding to TDI/DWC performance reviews and audits. 1.10 Website Resources - Provide CITY representatives access to CARRIER REP's website for pertinent, timely TDI/DWC and Texas workers' compensation system information, 2 LICENSES AND CERTIFICATIONS 2.1 CARRIER REP warrants and certifies that CARRIER REP and any other person designated to provide services hereunder has the requisite training, license and/or certification to provide said service. The City reserves the right to decline or remove any employee that is not acceptable to the City or that is not performing his or her duties to the satisfaction of the City. 3 TERM AND RENEWAL 3.1 The initial -terry of this Agreement shall commence. on January 1, 2010 and shall end on December 31, 2010, unless terminated earlier in accordance with Section 5. Following the initial term, this Agreement shall automatically renew for additional one-year periods unless 3A.1 the Agreement is terminated earlier in accordance with Section 5, or 3.1.2 either party gives written notice on or before November 1 st of its intent not to renew for the ensuing year. 4 AMENDMENT 4.1 This Agreement, together with its exhibits, if any, shall constitute the full and final agreement between the parties hereto. 4.2 Except where the terms of this Agreement provide otherwise, any amendment to this Agreement shall not be binding on the parties unless such amendment be in writing, executed by both CITY and CARRIER REP. 4.3 It is understood and agreed by the parties hereto that changes in local, state and federal rules, regulations or laws applicable hereto may occur during the term of this Agreement and that any such changes, unless either party objects in writing, shall be automatically incorporated into this Agreement without written amendment hereto, and shall become a part hereof as of the effective date of the rule, regulation or law. 5 TERMINATION 5.1 At any time, either Party may terminate this Agreement with sixty (60} days written notice to the non -terminating Party. 5.2 This Agreement shall terminate in the event that the Fort Worth City Council shall fail to appropriate funds to satisfy any obligation of CITY hereunder. Termination under this subsection shall be effective as of the last day of the fiscal period for which sufficient funds were appropriated or upon expenditure of all appropriated funds, whichever comes first. Agreement for Carrier Representative Services Page 2 of 6 PAYMENT FOR SERVICES 6.1 CARRIER REP shall invoice the CITY for services to be provided on a monthly basis. 6.2 The total of all payments and obligations made and incurred by CITY hereunder, in consideration for services rendered by CARRIER REP, shall not exceed the amount of Five Thousand One Hundred Dollars and no cents ($5,100.00) annually or during any Renewal Term. 6.3 Payments to CARRIER REP shall be in the amount shown by the invoices and other documentation submitted in accordance with subsection 4.2 and shall be subject to CITY's approval. All services shall be performed to CITY's satisfaction, and CITY shall not be liable for any payment under this Agreement for services which are unsatisfactory or which CITY has not approved. 6.4 CITY shall not be obligated or liable under this Agreement to any party other than CARRIER REP for payment of any monies or provision of any goods or services. 7 CONFIDENTIALITY 7A.---No_: repo-tsi.-information,-project. evaluatton,.:project-designs, data:-or.=-any___other.....__ documentation developed by, given to, prepared by, or assembled by CARRIER REP under this Agreement shall be disclosed or made available to any individual or organization by CARRIER REP without the express prior written approval of CITY. In the event CARRIER REP receives any such request, CARRIER REP shall forward such request to CITY immediately. 7.2 CARRIER REP shall establish a method to secure the confidentiality of records and information that CARRIER REP may have access to in accordance with the applicable federal, state, and local laws, rules and regulations. If unauthorized disclosure of or access to confidential information has occurred, or if CARRIER REP reasonably believes unauthorized disclosure of or access to confidential information has occurred, CARRIER REP shall immediately notify the City in writing of such disclosure. This provision shall not be construed as limiting CITY's right of access to records or other information under this Agreement. 8 OWNERSHIP OF DOCUMENTS 8.1 All reports, information and other data provided by, prepared or assembled by or on behalf of CARRIER REP under this Agreement in whatsoever form and character produced shall become the sole property of CITY without restriction on future use. 8.2 All such reports, information or data shall be delivered to CITY upon termination or expiration of this Agreement, at CARRIER REP's sole cost and expense. 8.3 No such report, information nor data shall be the subject of any copyright or proprietary claim by CARRIER REP. Agreement for Carrier Representative Services Page 3 of 14 NOTICE 14.1 Any notice required, permitted or appropriate under this Agreement shall be deemed sufficient if in writing and sent certified mail, return receipt requested, postage prepaid, to CITY or CARRIER REP at the respective address set forth below, or to any other address of which written notice of changes is given: if to CITY If to CARRIER REP j CITY of Fort Worth Ricky D. Green 1 Occupational Health and Safety / 1807 W. Slaughter Lane Workers' Compensation Division Suite 200-52 1000 Throckmorton Street Austin, TX 78748 Fort Worth, TX 76102 15 SUCCESSORS AND ASSIGNS 15.1 This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors and their assigns, however; CARRIER REP may not assign or otherwise transfer any of its interest in this Agreement without prior written consent of CITY in accordance with Section 18. 16 VENUE AND GOVERNING LAW 16.1 Venue for any legal action, claim or dispute arising directly or indirectly as a result of this Agreement shall be in Tarrant County, Texas. This Agreement is made and is to be performed in Tarrant County, Texas and is governed by the laws of the State of Texas. 17 AUTHORITY 17.1 The signer of this Agreement for CARRIER REP represents and warrants that he has full legal authority to execute this Agreement on behalf of CARRIER REP and to bind CARRIER REP to the terms and conditions contained herein, and this Agreement is made in reliance thereon. 18 SEVERABILITY 18.1 If any clause or provision of this Agreement is held invalid, illegal or unenforceable under present or future laws during the term of this Agreement, including any extension and renewal hereof, it is the intention of the parties hereto that the remainder of the Agreement shall not be affected hereby, and that in lieu of each invalid clause or provision of this Agreement, a clause or provision as similar in terms to such illegal, invalid or unenforceable clause or provision as may be possible shall be drafted to comply with all applicable laws and shall replace the clause or provision held invalid, illegal or unenforceable. 19 RIGHT TO AUDIT 19.1 CARRIER REP agrees that CITY shall, during the Initial term and any Renewal Term, and until the expiration of three (3) years after final payment under this Agreement, and at no additional cost to CITY, have access to and the right to examine any directly pertinent books, documents, papers and records of the CARRIER REP involving transactions relating to this Agreement. CARRIER REP agrees that CITY shall have access during normal working hours to all necessary CARRIER REP facilities and shall be provided adequate and Agreement for Carrier Representative Services 13age 5 of 7 appropriate workspace. in order to conduct audits in compliance with the provisions of this section. CITY shall give CARRIER REP reasonable advance notice of intended audits. If CARRIER REP subcontracts any of its obligations under this Agreement, subcontractor shall be bound by the same rights, duties and obligations of the CARRIER REP under this provision. 20 ATTORNEY'S FEES 20.1 In the event a claim is brought pursuant to this Agreement, CITY shall be entitled to recover reasonable attorney's fees from CARRIER REP, 21 WAIVER OF RIGHT 21.1 The CITY and CARRIER REP may waive an obligation or restriction upon the other under this Agreement only in writing. No failure, refusal, neglect, delay, forbearance or omission of the CITY or CARRIER REP to exercise any right or remedy under this Agreement or to insist upon full compliance by the other with its obligation hereunder shall constitute a waiver of any provisions(s) of the AWemertt,.--...... _ v ... I I __ _._.... ..... 0 _.__ _. I ____._... _ __.___ I . __I I. 22 FORCE MAJEURE 22A It is expressly understood and agreed by the Parties that if the performance of any obligations hereunder is delayed by reason of war; civil commotion; acts of God; inclement weather; governmental restrictions, regulations, or interferences; fires; strikes; lockouts, national disasters; riots; material or national labor restrictions; national transportation problems; or any other circumstances which are reasonably beyond the control of the party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstance is similar to any of those enumerated or not, the party so obligated or permitted shall be excused from doing or performing the same during such period of delay, so that the time period applicable to such obligation shall be extended for a period of time equal to the period such party was delayed. However, such party shall resume performance under this Agreement as soon as reasonably possibly after the delay is remedied. 23 ENTIRE AGREEMENT 23.1 Agreement, together with its authorizing action and attached exhibits, if any, embodies the final and entire agreement of the parties hereto, superseding all oral or written previous and contemporary arguments between the parties and relating to matters in this Agreement. No other agreements, oral or otherwise regarding the matters of this Agreement shall be deemed to exist or to bind the parties unless same is executed in accordance with Section 4. 24 CAPTIONS 24.1 The captions and headings contained in this Agreement are for convenience and reference only, and shall in no way limit or enlarge the terms and conditions of this Agreement. [Signature Page Follows] Agreement for Carrier Representative Services Pagz 6 of Oj t EXECUTED this the 93 11 ay of 200� CITY OF FORT WORTH, TEXAS r�aiCn �. tvtvntyurnery Assistant City Man�ge fr i Date: D a/ APPROVED AS TO FORM AND LEGALITY: ; LAW OFFICE OF RICKY D. GREEN Ricky D. Green Date: 2 ATTEST: Denis C. McElroy Assistant City Atto Date: Cr I RECOMMENDED FOR APPROVAL: Karen Marshall ' Human Resources Director Date: Agreement for Carrier Representative Services Marty f City Secre te: taLyo k Z �` d 6A Da 4FFlCl�a� REC(�ftl� �plT'Yr SECRETAR I FT. WORTH, TX.