Loading...
HomeMy WebLinkAboutContract 54222 City Secretary Contract No. FoRTWORTH, VENDOR SERVICES AGREEMENT i This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation and Hub International Texas, Inc. ("Vendor"), a Texas Corporation, each individually referred to as a "party" and collectively referred to as the"parties." AGREEMENT DOCUMENTS: The Agreement documents shall include the following: 1. This Vendor Services Agreement; 2. Exhibit A—Scope of Services; 3. Exhibit B—Price Schedule;and 4. Exhibit C—Verification of Signature Authority Form. Exhibits A, B and C, which are attached hereto and incorporated herein, are made a part of this Agreement for all purposes. In the event of any conflict between the terms and conditions of Exhibits A, B or C and the terms and conditions set forth in the body of this Agreement, the terms and conditions of this Agreement shall control. 1. Scone of Services. Broker of Record and Related Services. Exhibit "A," - Scope of Services more specifically describes the services to be provided hereunder. 2. Term. This Agreement shall begin on June 30d,2020("Effective Date")and shall expire on June 301f', 2021 ("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial Term"). City shall have the option,in its sole discretion,to renew this Agreement under the same terms and conditions,for up to eight(8)one-year renewal options. 3. Compensation. City shall pay Vendor an amount not to exceed Thirty-Nine Thousand Dollars ($39,000) in accordance with the provisions of this Agreement and Exhibit "B," Payment Schedule,which is attached hereto and incorporated herein for all purposes. Vendor shall not perform any additional services for the City not specified by this Agreement unless the City requests and approves in writing the additional costs for such services. City shall not be liable for any additional expenses of Vendor not specified by this Agreement unless City first approves such expenses in writing. City agrees to pay all invoices of Vendor within thirty(30)days of receipt of such invoice. 4. Termination. 4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for any reason by providing the other party with 30 days' written notice of termination. Vendor Services Agreement page 1 of 14 i City Secretary Contract No. 4.2 Non-appropriation of Funds. In the event no funds or insufficient funds are appropriated by City in any fiscal period for any payments due hereunder,City will notify Vendor of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.3 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date,City shall pay Vendor for services actually rendered up to the effective date of termination and Vendor shall continue to provide City with services requested by City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason,Vendor shall provide City with copies of all completed or partially completed documents prepared under this Agreement. In the event Vendor has received access to City Information or data as a requirement to perform services hereunder, Vendor shall return all City provided data to City in a machine tvadable format or other format deemed acceptable to City. 5. Disclosure of Conflicts and Confidential Information. 5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this Agreement. In the event that any conflicts of interest arise after the Effect�jive Date of this Agreement, Vendor hereby agrees immediately to make full disclosure to City{ in writing. 5.2 Confidential Information. Vendor, for itself and its officers, agents and employees, agrees that it shall treat all information provided to it by City("City Information")as confidential and shall not disclose any such information to a third party without the prior written approval of City. 5.3 Public Information Act. City is a government entity under the laws of the State j of Texas and all documents held or maintained by City are subject to disclosure under the Texas 1 Public Information Act. In the event there is a request for information marked Confidential or Proprietary, City shall promptly notify Seller. It will be the responsibility of Seller to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 5.3 Unauthorized Access. Vendor shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City Information in any way. Vendor shall notify City immediately if the security or integrity of any City Information has been compromised or is believed to have been compromised, in which event, Vendor shall, in good faith, use all commercially reasonable efforts to cooperate with City in identifying what information has been accessed by unauthorized means and shall fully cooperate with City to protect such City Information from further unauthorized disclosure. i 6. Rizht to Audit.Audit. Vendor agrees that City shall,until the expiration of three(3)years after final payment under this contract, or-the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, Vendor Services Agreement Page 2 of 14 i i City Secretary Contract No. i I documents, papers and records, including, but not limited to, all electronic records, of Vendor involving transactions relating to this Agreement at no additional cost to City. Vendor agrees that City shall have access during normal working hours to all necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice of intended audits. 7. Independent Contractor. It is expressly understood and agreed that Vendor shall operate as an independent contractor as to all rights and privileges and work performed under this Agreement, and not as agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Vendor shall have the exclusive right to control the details j of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, Vendors and subVendors. Vendor acknowledges that the doctrine of respondent superior shall not apply as between City, its officers, agents, servants and employees, and Vendor, its i officers, agents, employees, servants, Vendors and subVendors. Vendor further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Vendor. It is further understood that City shall in no way be considered a Co-employer or a Joint employer of Vendor or any officers, agents, servants, employees or subVendor of Vendor. Neither Vendor, nor any officers, agents, servants, employees or subVendor of Vendor shall be entitled to any employment benefits from City. Vendor shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its officers,agents,servants,employees or subVendor. i 8. Liability and Indemnification. 8.1 LJABILITY - VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES 8.2 GENERAL INDEMNIFICATION- VENDOR HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY,INCLUDING DEATH, TO ANYAND ALL PERSONS,ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,AGENTS,SER VANTS OR EMPLOYEES. 8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend, settle, or pay, at its own, cost and expense, any claim or action against City for infringement of any patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the software and/or documentation in accordance with this Agreement,it being understood that this agreement to defend, settle or pay shall not apply if City modifies or misuses the sofhvare and/or documentation. So long as Vendor bears the cost and expense of payment for claims or actions against City pursuant to this section, Vendor shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; Vendor Set-vices Agreement Page 3 of 14 I City Secretaty Contract No. i however, City shall have the right to fully participate in any and all such settlement, negotiations,or lawsuit as necessary to protect City's interest, and City agrees to cooperate with Vendor in doing so. In the event City,for whatever reason,assumes the responsibility for payment of costs and expenses for any claim or action brought against City for infringement arising under this Agreement, City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise i and to settle or compromise any such claim; however, Vendor shall fully participate and cooperate with City in defense of such claim or action. City agrees to give Vendor timely written notice of any such claim or action, with copies of all papers City may receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or j expenses shall not eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or restrained or,if as a result of a settlement or compromise,such use is materially adversely restricted, Vendor shall, at its own expense and as City's sole remedy, either: (a) j procure for City the right to continue to use the software and/or documentation; or (b) modify the software and/or documentation to make it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the software and/or documentation; or (c) replace the software and/or documentation with equally suitable, compatible, and functionally equivalent non-infringing software and/or documentation at no additional charge to City; or(d)if none of the foregoing alternatives is reasonably available to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City, subsequent to which termination City may seek any and all remedies available to City under law. 9. Assianment and Subcontracting. 9.1 Assignment. Vendor shall not assign or subcontract any of its duties,obligations or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee shall execute a written agreement with City and Vendor under which the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement. Vendor and Assignee shall be jointly liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment. 9.2 Subcontract. If City grants consent to a subcontract, sub Vendor shall execute a written agreement with Vendor referencing this Agreement under which sub Vendor shall agree to be bound by the duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor shall provide City with a fully executed copy of any such subcontract. 10. Insurance. Vendor shall provide City with certificate(s) of insurance documenting policies of the following types and minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 10.1 Coverage and Limits (a) Commercial General Liability: $1,000,000- Each Occurrence $2,000,000- Aggregate Vendor Services Agreement Page 4 of 14 City Secretary Contract No. (b) Automobile Liability: $1,000,000- Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by Vendor, its employees, agents, representatives in the course of providing services under this Agreement. "Any vehicle"shall be any vehicle owned,hired and non-owned. (c) Worker's Compensation: Statutory limits according to the Texas Workers' Compensation Act or any other state workers' compensation laws where the work is being performed Employers' liability $100,000- Bodily Injury by accident;each accident/occurrence $100,000- Bodily Injury by disease; each employee $500,000- Bodily Injury by disease;policy limit (d) Professional Liability(Errors&Omissions): $1,000,000- Each Claim Limit $1,000,000- Aggregate Limit Professional Liability coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Professional E&O. Either is acceptable if coverage meets all other requirements. Coverage shall be claims-made, and maintained for the duration of the ! contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance shall be submitted to City to evidence coverage. I 10.2 General Requirements (a) The commercial general liability and automobile liability policies shall name City as an additional insured thereon, as its interests may appear.The torm City shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services. (b) The workers'compensation policy shall include a Waiver of Subrogation (Right of Recovery)in favor of City. s (c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to City.Ten (10) days' notice shall be acceptable in the event of non-payment of premium.Notice shall be sent to the Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102, with copies to the Fort Worth City Attorney at the same address. (d) The insurers for all policies must be licensed and/or approved to do business in the State of Texas.All insurers must have a minimum rating off A- Vendor Services Agreement Page 5 of 14 City Secretary Contract No. VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required,written approval of Risk Management is required. (e) Any failure on the part of City to request required insurance documentation shall not constitute a waiver of the insurance requirement. (f) Certificates of Insurance evidencing that Vendor has obtained all required insurance shall be delivered to the City prior to Vendor proceeding with any work pursuant to this Agreement. 11. Compliance with Laws. Ordinances. Rules and Reeulations. Vendor agrees that in the performance of its obligations hereunder, it shall comply with all applicable federal, state and local laws, ordinances, rules and regulations and that any work it produces in connection with this Agreement will also comply with all applicable federal,state and local laws,ordinances,rules and regulations. If City notifies Vendor of any violation of such laws,ordinances, rules or regulations, Vendor shall immediately desist from and correct the violation. 12. Non-Discrimination Covenant. Vendor,for itself, its personal representatives, assigns, subVendors and successors in interest, as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law.IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, SUBVENDORSS OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY AND HOLD CITY HARMLESS FROM SUCH CLAIM. 13. Notices. Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other patty, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission,or(3)received by the other party by United States Mail,registered,return receipt requested, addressed as follows: To CITY: To VENDOR: City of Fort Worth Hub International Texas,Inc. I Attn:Assistant City Manager for IT Scott Miller,Vice President 200 Texas Street 421 West 3`d Street, Ste. 800 Fort Worth,TX 76 1 02-63 14 Fort Worth, TX 76102 Facsimile: (817)392-8654 Facsimile: 817-870-0310 With copy to Fort Worth City Attorney's Office at same address 14. Solicitation of Employ. Neither City nor Vendor shall, during the term of this Agreement and additionally for a period of one year after its termination, solicit for employment or employ,whether as employee or independent contractor, any person who is or has been employed by the j other during the term of this Agreement, without the prior written consent of the person's emplo7• !_ I Vendor Services Agreement Page 6 of 14 City Secretary Contract No. Notwithstanding the foregoing,this provision shall not apply to an employee of either party who responds to a general solicitation of advertisement of employment by either party. 3 15. Governmental Powers. It is understood and agreed that by execution of this Agreement, i City does not waive or surrender any of its governmental powers or immunities. I 16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion. i 17. Governing Law / Venue. This Agreement shall be construed in accordance with the laws of the State of Texas.If any action, whether real or asserted, at law or in equity, is brought pursuant to this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas,Fort Worth Division. I 18. Severability. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions sliall not in any way be affected or impaired. 19. Force Majeure. City and Vendor shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement,but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any govermnent law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority,transportation problems and/or any other similar causes. 20. Headings not Controlling. Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a part of this Agreement, and are not intended to define or limit the scope of any provision of this Agreement. i 21. Review of Counsel. The parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or Exhibits A,B,and C. j 22. Amendments/Modifications/Extensions. No amendment, modification, or extension of this Agreement shall be binding upon a party hereto unless set forth in a written instrument, which is executed by an authorized representative of each party. 23. Entirety of Agreement. This Agreement, including Exhibits A, B and C, contains the entire understanding and agreement between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. Counterparts. This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute one and the same instrument. 25. Warranty of Services. Vendor warrants that its services will be of a high quality and Vendor Services Agreement Page 7 of 14 City Secretary Contract No, conform to generally prevailing industry standards. City must gyve written notice of any breach of this warranty within thirty(30)days from the date that the services are completed.In such event, at Vendor's option,Vendor shall either(a)use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming services. 26, Imrnivation Nationality Act, Vendor shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Vendor shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,LIABILITIES,OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR, VENDOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. City, upon written notice to Vendor, shall have the right to immediately terminate this Agreement for violations of this provision by Vendor. 27. Ownership of Work Product. City shall be the sole and exclusive owner of all reports, work papers, procedures, guides, and documentation, created, published, displayed, and/or produced in conjunction with the services provided under this Agreement (collectively, "Work Product"). Further, City shall be the sole and exclusive owner of all copyright, patent, trademark, trade secret and other proprietary tights in and to the Work Product.Ownership of the Work Product shall inure to the benefit of City from the date of conception, creation or fixation of the Work Product in a tangible medium of expression(whichever occurs fast).Each copyrightable aspect of the Work Product shall be considered a "work-made-for-hire" within the meaning of the Copyright Act of 1976, as amended. If and to the extent such Work Product, or any part thereof, is not considered a "work-made-for-hire"within the meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive right, title and interest in and to the Work Product, and all copies thereof, and in and to the copyright, patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of City. 28. Si nature Authority. The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order,resolution,ordinance or other authorization of the entity.T1ris Agreement and any amendment hereto, may be executed by any authorized representative of Vendor whose name, title and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Exhibit"C".Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 29. Change in Company Name or Ownership. Vendor shall notify City's Purchasing i Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining updated City records. The president of Vendor or authorized official must sign the letter. A letter i indicating changes in a company name or ownership must be accompanied with supporting legal documentation such as an updated W-9, documents filed with the state indicating such change, copy of the board of director's resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the specified documentation so may adversely impact firture invoice payments. 30. No Boycott of Israel. If Vendor has fewer than 10 employees or this Agreement is Vendor Services Agreement Page 8 of 14 I f i City Secretary Contract No. i for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"and"company"shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract,Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not boycott Israel; and (2) will not boycott i Israel during the term of the contract. IN WITNESS WHEREOF,the parties hereto have executed this Agreement in multiples. I (signature page follows) i i i i i i i I i i i Vendor Services Agreement Page 9 of 14 City Secretary Contract No. ACCEPTED AND AGREED: CITY Or TORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing[or the monitoring that I d the piston responsible for the monitorhig end administration of tt►i$ contract,including ensuring all perfonnance and By.Name: Jesus Chapa reporting requirements. Title: Assistant City Manager Date: Z ' By: f aa4— Name: CA".13 s. {fig,- 6-APPROVAL RECOMMENDED: Title: t*-4k pt,,1,,• ©- (441 ✓1 y I1 APPROVED AS TO FORM AND LEGALITY: Name; ,�1y1 a• 1C Z• tJ �4 Title: rl.sl. 4,,,L .fi t)a f tz.c —i By. _Name.- ATTEST: Title: Assistant City Attomey 9 QNTRA N AUTHORIZATION: By: Name: Tit l : City Secretary r VENDOR: 4 Hub International Texas,Inc, Name: Scotia Miller Title: Vice Proaident Date: _ '�'/ .20=PrJ OFFICv#4,.nr.%-ORD CITY SECRETARY FT. WORTH,U Vendar Services Agroonmt Fags 16 of 14 City Secretary Contract No. ACCEPTED AND AGREED: CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person �- responsible for the monitoring and administration of this By: �..C-,� contract,including ensuring all performance and Name: _Jesus Chapa reporting requirements. Title: Assistant City Manager Date: ` —3 O ,20�© By. Name: 7. �4�b- APPROVAL RECOMMENDED: Title: R y�y 0„tl.. o I-}2 J ✓l t �� APPROVED AS TO FORM AND LEGALIT�: By: Name: ue (T —Z- -v o�4 4 Title: K,,.9l. A,,/L By: Name: ATTEST: Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: By: Name: &-z e Titl • silty Secretary 11 i I VENDOR: Hub International Texas,Inc, Name: Scott Miller Title: Vice President Date: 20-z'r1 Vendor Services Agreement Page 10 of 14 i r EXHIBIT A Scone Of Services The following services will be provided to support the efforts to manage the risks and exposures faced by the City and obtain the City's numerous insurance policies including property,boiler and machinery,bonds,herd liability, owned and leased property,Tenant User Liability Insurance Program(TULIP)Contractor's and limited automobile liability policies and other BROKER related services associated with the City's coverage or policies including claims management and loss control services. DEVELOPMENT • BROKER shall work closely with the City to develop bid requests to secure property and casualty insurance to address the City's risks. • BROKER shall make available to the City,all resources at its disposal to properly collect,organize,and review all data placed into the bid request. • BROKER will assist in development of loss runs for soliciting proposals and internal use. IMPLEMENTATION • BROKER shall market the City's account to qualified risk service providers as well as property and casualty insurers to address City's insurance risks • Marketing shall include,but not being limited to,the development of insurance specifications and underwriting criteria,and assistance in developing Requests For Quotes. • In addition,the BROKER will canvas risk service providers and insurance markets,review policies,negotiate premiums/service costs on behalf of the City,and provide consultation and professional advice on proposed changes or enhancements to the program and ongoing advisory services for the duration of the contract concerning changes or enhancements to the program. BID OF PROPERTY AND BOILER&MACHINERY INSURANCE PROGRAM • BROKER shall represent the City in all phases of this project.Direct negotiations with underwriters and the insu an e company will take place with the direction of the City.Placement of any program of insurance will be conducted as bid directly to insurance market underwriters. • BROKER shall review bids and assist the City in the selection thereof.It is clearly understood that any resulting product from the Broker of Record Contract cannot be accepted nor bound until approved by the City's Mayor and City Council.All procurement of insurance shall be conducted in accordance with the Texas Local Government Code and all applicable law. ADMINISTRATION • BROKER shall continue to act in an advisory and consulting role to the City for the duration of the BROKER's contract to ensure that the risk management services elected and insurance programs accepted by the City continue to work smoothly and effectively,without lapse in coverage and as expected and in accordance with this RFQ. • BROKER may also be required to assist the City in evaluating proposals from the potential contractors for various existing and/or newly developed programs and provide risk services to reduce the total cost of risk for the City. I I i ACTUARIAL SERVICES • If requested,the BROKER shall arrange fo•and coordinate the collection of data for Actuarial Services on an annual basis for the following lines of coverage:General Liability,Public Officials Liability,Law Enforcement Liability, Auto Liability and Employment Practices.Workers'Compensation is not included.Actuarial studies shall commence during the month of October and separate final reports shall be provided to die City's Risk Manager no later than December 15a'of the same year. • BROKER will assist directly in the gathering of data and coordination of information necessary to complete all related services. CLAIMS AUDIT SERVICES Vendor Services Agreement--Exhibit A Page 11 of 14 City Secretary Contract No. i • BROKER shall arrange for and coordinate a Claims Audit of the CITY's claims administration program on an annyal basis.Audits shall also include all fist Party and Subrogation claims whether handled in-house or by an outside agency.Final reports resulting from these audits shall be provided to the CITY's Risk Manager by March 31a of each year. CLAIMS ADMINISTRATION AND CLAIMS MANAGEMENT OVERSIGHT CITY currently utilizes In house Staff to handle all claims for property,casualty and subrogation claims including employment practices and professional liability claims filed against die CITY.Outside vendors are currently used to provide estimates for damages to City property as well as third party damages,City operates its own Body Shop and estimates are prepared by an independent appraisal services provider.CITY will consider outsourcing any and all claims administration services that are in the best interest of the CITY.BROKER will provide claims management oversight of any outsourced services.CITY will maintain the Origami Risk Management information System and all outside vendors including BROKER will be required to maintain Origami data base with all insurance,claims,loss control and related services. INSURANCE CONTRACT MANAGEMENT • City has thousands of contracts and corresponding certificates of insurance outstanding.Certificate tracking and Contract Management is currently decentralized.There is no tracking or management system in place to manage contracts and certificates of insurance.Insurance requirements might be out dated,and in many cases,boiler plate insurance language is inserted that may or may not be applicable.City,along with selected BROKER,will wont together to conduct a comprehensive Citywide overhaul of the current program in place.Contract language will be established and a program put in place to assist departments in making knowledgeable decisions on appropriate language for contracts based on risk and exposure.After development,BROKER will maintain all aspects of insurance certificate and contract management program.BROKER will be required to work with the City's RMIS system to manage program,BROKER will also assist with migration of current certificates/contracts into the City's RMIS. BROKER will be required to develop live and online contract and certificate management training for all departments throughout the organization. LOSS PREVENTION/SAFETY AUDIT SERVICES • BROKER will be available to serve in a consulting capacity as well as provide hands on,field Safety and Loss Control Services to the City in all areas not related to Occupational Health&Safety.Our OH&S Division has a program in place,Risk Management is responsible for the protection of the public and employees in and upon all City properties. Services at a minimum shall include,but not limited to,answering loss control questions;evaluating high-risk activities;property risk assessments;providing safety engineering services;special event safety reviews;inspection of City property;conducting accident investigations including root cause analysis on requested accidents;and build a property loss prevention and damage response program.Broker shall provide approximately 1,000 hours of these services. OTHER SERVICES • BROKER shall be available to serve in a consulting capacity to the CITY on insurance or BROILER related issues on such projects as the CITY may request.Consulting service shall include but is not limited to,identifying markets for specialty coverages for vendors or contractors doing business with the CITY;reviewing contractual/lease provisions; assessing financial strength of insurance companies;risk retention and purchasing groups,captive insurers,and other non-taditional insurance mechanisms.The BROKER will provide advice regarding loss settlement negotiation with j primary or excess insurers if needed.When requested,the BROKER will attend meetings with the CITY Staff or the City Council.Additionally,the BROILER will provide assistance to the Risk Manager in developing specifications for a Risk Management Information System,respond to requests for information by the Risk Manager,review proposed legislation,provide claim review assistance as needed,answer loss control questions,and review actuarial reports. • We feel it is of muh►al benefit to the CITY and the carriers that in person meetings with underwriters take place annually at a minimum.BROKER will arrange and coordinate these meetings.BROKER shall pay for reasonable costs for travel and lodging for up to two representatives from the CITY. i Vendor Services Agreement—Exhibit A Page 12 of 14 EXHIBIT B Payment Schedule $39,000.00 Annually for the Scope of Services as outlined. I E f i i i f f Vendor Services Agreement—Exhibit B Page 13 of 14 EXFIIBIT C VERIFICATION OF SIGNATURE AUTHORITY HUB INTERNATIONAL TEXAS,INC. 421 WEST 3m'STREET,STE. 800 FORT WORTH, TX 76102 i Execution of this Signature Verification Form ("Form") hereby certifies that the following E individuals and/or positions have the authority to legally bind Vendor and to execute any agreement, amendment or change order on behalf of Vendor. Such binding authority has been granted by proper order,resolution,ordinance or other authorization of Vendor. City is frilly entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Vendor. Vendor will submit an updated Form within ten (10) business days if there are any changes to the signatory authority. City is entitled to rely on any current executed Forin until it receives a revised Form that has been properly executed by Vendor. 1 i 1. Name: Scott Miller Position:Vice President Signature 2. Name: Position: Signature i 3. Name: Position: Signature Name: David Rascoe Signature of President/CEO Other Title: Area President—Fort Worth Date: a Vendor Services Agreement—Exhibit C Page 14 of 14 i