HomeMy WebLinkAboutContract 43849 CITY SECRETARY C
CONOrMCT N
PROFESSIONAL SERVICES AGREEMENT
INSURANCE BROKER AND CONSULTING SERVICES
STATE OF TEXAS §
COUNTY OF TARRANT §
This Professional Services Agreement ("Contract") is made and entered into by and between the CITY OF
FORT WORTH, TEXAS, a home-rule municipal corporation of the State of Texas ("CITY"), acting by and
through its duly authorized Assistant City Manager, and MCORIFF, SEIBELS & WILLIAMS OF TEXAS,
INC. a Texas corporation ("BROKER"), acting by and through its duly authorized Executive Vice President.
CITY and BROKER may be referred to herein individually as a "party" and collectively as the "parties."
In consideration of the mutual covenants and provisions contained herein and other good and valuable
consideration, the receipt and sufficiency of which are 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
BROKER agrees to provide the following services:
1.1 INSURANCE PLACEMENT SERVICES
1.1.1 Development of Bid Re uests. BROKER shall work closely with CITY to develop bid requests to
secure excess workers' compensation insurance for the CITY's insurable risks. The objective is to
place excess insurance programs over CITY's workers' compensation self-insurance program in
accordance with the desired retentions and limits to be designed by the CITY. BROKER shall
make available to CITY all resources at its disposal to properly collect, organize and review all data
placed into the bid request.
1.1.2 Marketing Bid Re guests. BROKER shall actively market CITY account to qualified excess workers'
compensation and liability insurance companies. Marketing shall include, but not be limited to,
assisting in the development of insurance specifications and underwriting criteria, assisting in
developing Requests for Quotes from insurance companies, canvassing insurance markets,
reviewing suitable manuscript policies, negotiations on behalf of CITY, 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.
1.1.3 Bids for Excess Workers' Compensation Insurance. BROKER shall represent CITY in all phases of
obtaining excess workers' compensation insurance. Direct negotiations with the insurance
company will take place with the direction of CITY. Placement of any program of insurance will be
conducted as a bid request directIv to insurance market underwriters. BROKER shall review bids
and assist CITY in the selection thp.reof.
1.1.4 Administration: BROKER shall (i) eview and analyze policies for accuracy of coverage; (ii) advise
CITY regarding all aspects of :lolicy interpretation; (iii) provide confirmation of evidence of
insurance (binders, cover notes) cr the status of a placement prior to the renewal date; (iv) timely
issue certificates of insurance; (v, arrange periodic meetings with CITY staff to discuss pertinent
topics; (vi) attend meetings with CITY Staff or Fort Worth City Council as requested; (vii) provide
notice of claim on behalf of CITY t ) the excess carrier in accordance with the notification provisions
of the policy; (viii) provide claims 4. latus reports to CITY u on r ; (ix) provide loss
OFrICIAL RECORD
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FT. WCRIK TIC
runs to CITY upon request; and (x) serve in a consulting capacity to CITY on an loss settlement
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negotiation with the excess insurer if needed.
1.1.5 Advisory Role. BROKER shall continue to act in an advisory and consultin g role to CITY for the
duration of the BROKER's Contract to ensure that the insurance program accepted b CITY
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continues to work efficiently, effectively and in the best interests of the CITY.
1.1.6 A-Pproval of Insurance. BROKER acknowledges and agrees that a proposed insurance p roduct
may be bound subject approval by the Fort Worth City Council.
1.1.7 Compliance with Law. All procurement of insurance shall be conducted in accordance with the
Texas Local Government Code and other applicable law.
1.2 ACTUARIAL SERVICES
1.2.1 BROKER shall arrange for, coordinate and cause to be performed an annual actuarial study on the
CITY's Workers' Compensation claim Fund and shall coordinate the collection of data for actuarial
services.
1.2.2 The actuarial study shall commence during the month of October, and a final actuarial report shall
be provided to the CITY's Human Resources Manager, Occupational Health and Safety 1 Workers'
Compensation Division no later than December 31 of the same year.
1.2.3 BROKER shall review actuarial reports, advise CITY regarding interpretation of actuarial reports
and make recommendations for program modifications.
1.2.4. Costs of actuarial studies shall be paid by CITY in accordance with Section 4.
1.3 WORKERS' COMPENSATION CLAIMS AUDIT SERVICES
1.3.1 BROKER shall arrange for, coordinate and cause to be performed annual claims audits of the
following aspects of the CITY's workers compensation program (to the extent such aspects exist)
(i) Workers' Compensation Third Party Claims Administrator, (ii) Workers' Compensation Medical
Cost Containment Contractor/Subcontractor, and (iii) Workers' Compensation Healthcare Network
Administrator.
1.3.2 The claims audit shall commence during the month of October and a final audit report shall be
provided to the CITY's Human Resources Manager, occupational Health and Safety 1 Workers'
Compensation Division no later than December 31 of the same year.
1.3.3 Costs of audits shall be paid by CITY in accordance with Section 4.
1.4 OCCUPATIONAL HEALTH & SAFETY, ACCIDENT PREVENTION AND WORKERS'
COMPENSATION LOSS CONTROL SERVICES
1.4.1 BROKER shall serve in a consulting capacity to CITY on Occupational Health & Safety 1 Workers'
Compensation related issues and projects as CITY may request.
1.4.2 Such loss control consulting services shall include but not be limited to: reviewing new laws and
regulations; assisting in reviewing claims as needed; answering loss control questions; evaluating
high-risk activities; providing safety engineering services; conducting safety program evaluations,
and performing job safety/hazard analyses on specific work activities.
1.4.2 Two Hundred and Fifty (250) hours per Contract Year of these services are included for the Base
Fee provided under Section 4 of -this Contract. Additional loss control services shall be billed to
CITY at an hourly rate as detailed in Section 4. For purposes of this Contract, "Contract Year"
refers to a twelve-month period commencing on December 1 and concluding on November 30 of
the immediately following calendar year.
1.5 OTHER BROKER SERVICES
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1.5.1 BROKER shall assist CITY in preparing requests for proposals and evaluating p ro osals from
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potential contractors for programs such as the workers' compensation third party claims
administrator, medical cost containment, workers' compensation healthcare networks, and/or other
Occupational Health & Safety/Workers' Compensation programs of the CITY.
1.5.2 BROKER may propose additional services for consideration by the CITY or as requested by the
CITY,
2 'BERM AND RENEWAL
2.1.1 This Contract shall be effective for a period of three (3) years beginning December 1, 2012 and
ending November 30, 2015 (the "Initial Terns"), unless terminated earlier in accordance with
Section 13.
2.1.2 This Contract may be renewed for two (2) additional one (1) year periods (each a "Renewal Term")
under the same terms and conditions by written mutual agreement of the parties. Should the
parties agree to renew this Contract, the parties shall execute an agreement in writing establishing
such mutual assent and the renewed and extended term.
3 LICENSES AND CERTIFICATIONS
3.1.1 BROKER warrants and certifies that BROKER and any other person designated to provide
services hereunder has the requisite training, license and/or certification to provide said service.
4 PAYMENT FOR SERVICES
4.1 As full and complete compensation for all insurance placement services, actuarial services, claims
auditing services, and up to 250 hours of loss control services, CITY shall BROKER a Base Fee of
Forty Thousand Dollars and No Cents ($44,000.04) per Contract Year. The allocation of the
Base Fee among these categories of services is detailed in the schedule in Attachment A.
4,2 Invoices for insurance placement services, actuarial services, and claims auditing services shall be
provided to the CITY on completion and delivery of the service.
4.3 Invoices for occupation Health & Safety, Accident Prevention and workers' Compensation Loss
Control Services shall be provided to the CITY on or before the tenth day of each month and shall
include the following information for each service provided during the preceding month: (i) a brief
description of each service, (ii) the name and title of the individual who provided the service; (iii) the
date on which service was provided; (iv) the amount of time spent providing each service
calculated and billed in quarter-hour increments; (v) the total number of service hours (calculated to
the quarter hour) that were provided during the month; and (vi) the cumulative total of service hours
(calculated to the quarter hour) that have been provided to the City during that Contract Year. The
first two hundred and fifty (250) hours of loss control services per Contract Year shall be provided
as part of the services associated with the Base Fee. If the total amount of loss control services
exceeds 250 hours in a Contract Year, the City shall pay Broker for additional service at a rate of
Ninety Dollars and No Cents ($90.40) per hour with service to be calculated and billed in
quarter-hour increments.
4.4 All invoices shall be sent to Human Resources /Manager- Workers' Compensation Program, 1000
Throckmorton Street, Fort worth, Texas 76102. Invoices are due and payable within 30 days of
receipt.
4.5 if CITY requires additional reasonable information related to any requested payment, CITY shall
request the same promptly after receiving an invoice, and BROKER shall provide such additional
reasonable information to the extent the same is available, All invoices and documentation shall
be subject to CITY's approval. All services shall be performed to CITY's satisfaction, and CITY
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shall not be liable for any payment under this contract for services which are unsatisfactory or
which CITY has not approved,
4.6 CITY shall not be obligated or liable under this contract to any party other than BROKER for
payment of any monies or provision of any goods or services.
4.7 Notwithstanding anything to the contrary herein, the CITY shall not be liable to BROKER for
payment of fees or any other compensation hereunder in an aggregate amount greater than Sixty-
Two Thousand Five Hundred Dollars and No Cents ($62,500.00) per contract Year during the
Initial Term and any Renewal Term.
5 AMENDMENT
5.1 Except as otherwise provided in subsection 5,2, no amendment to this contract shall be binding on
the parties unless such amendment be in writing, executed by both CITY and BROKER.
5.2 It is understood and agreed by the parties hereto that changes in applicable local, state and federal
rules, regulations or laws may occur during the term of this contract and that any such changes,
unless either party objects in writing, shall be automatically incorporated into this contract without
written amendment hereto, and shall become a part hereof as of the effective date of the rule,
regulation or law.
6 CONFIDENTIALITY
5.1 No reports, information, project evaluation, project designs, data or any other documentation
developed by, given to, prepared by, or assembled by BROKER under this contract shall be
disclosed or made available to any individual or organization by BROKER without the express prior
written approval of CITY. In the event BROKER receives any such request, BROKER shall
forward such request to CITY immediately.
6,2 BROKER shall establish a method to secure the confidentiality of records and information that
BROKER 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 BROKER reasonably believes unauthorized disclosure of or access to confidential
information has occurred, BROKER 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 contract.
7 OWNERSHIP OF DOCUMENTS
7.1 All reports, information and other data provided by, prepared or assembled by or on behalf of
BROKER under this contract in whatsoever form or character produced shall become the sole
property of CITY without restriction on future use.
7,2 On termination or expiration of this Contract, all such reports, information and data shall be
delivered to CITY at BROKER's sole cost and expense.
7,3 No such report, information or data shall be the subject of any copyright or proprietary claim by
BROKER.
8 SUBCONTRACTING
8.1 BROKER shall not sub-contract any services under this contract without the express consent of
CITY, With the CITY's written consent, BROKER may engage a subcontractor to perform services
provided however t hat such subcontracting shall be by written agreement o nly, and unless
specific waiver is granted in writing by CITY, such subcontractor agreement shall include language
by which subcontractor agrees to be subject to each and every provision of this contract.
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Compliance by a subcontractor with the provisions of said agreement shall be the responsibility of
BROKER.
8.2 CITY shall in no event be obligated to any third party, including any subcontractor of contractor, for
performance of services or payment of fees.
8.3 BROKER will subcontract a portion of account services to its minority partner, The Jenkins
Agency, for ten percent (10%) of BROKER's annual fee,
8.4 In accordance with the Fort Worth City Code, -the CITY has goals for business diversity in CITY
Con-tracts. BROKER acknowledges the diversity goal established for this contract and its
commitment to meet that goal. Any misrepresentation of facts (other than a negligent
misrepresentation) and/or the commission of fraud by BROKER may result in the termination of
this agreement and debarment from participating in CITY Contracts for a period of time of not less
than three (3) years.
9 INSURANCE
9.1 Prior to the commencement of any work by BROKER under this contract, BROKER shall furnish
one or more original corripleted certificate of Insurance forms to CITY's Risk Management Division
and Office of the City Secretary evidencing insurance coverage in the types and amounts required
under this Section 9. Each certificate shall be completed by an agent authorized to bind the named
underwriter and their company to the coverage, limits, and termination provisions shown thereon,
and which shall furnish and contain all required information referenced and indicated thereon.
Each original form must have the agent's original signature; include the signer's company
affiliation, title and phone number; and be mailed directly from the agent to CITY. CITY shall have
no duty to pay or perform under this contract until such certificate or form is delivered to the Risk
Management Division and the Office of the city Secretary, and no officer or employee shall have
authority to waive this requirement.
9.2 CITY reserves the right to review the insurance requirements of this section during the Initial Term
and any Renewal Term and to modify insurance coverage and their limits when deemed necessary
and prudent by CITY's Risk Manager based upon changes in statutory law, court decisions, or
circumstances surrounding the Contract, provided however that in no instance will CITY allow
modification whereupon the CITY may incur increased risk.
9.3 BROKER's financial integrity is of interest to CITY, therefore, subject to BROKER's right to
maintain reasonable deductibles in such amounts as are approved by CITY, BROKER shall obtain
and maintain in full force and effect for the duration of this Contract, and any extension hereof, at
BROKER's sole expense, insurance coverage written on an occurrence basis, by companies
authorized and admitted to do business in the State of Texas and rated A- or better by A.M. Best
Company and/or otherwise acceptable to CITY, in the following types and amounts:
TYPE OF COVERAGE AMOUNT AND LIMITS OF COVERAGE
9.3,1 Workers' Compensation Per Statutory Requirements
Employers' Liability $500,000 per accident/$500,000 per
occurrence/$500,000 aggregate
9.3.2 commercial General Liability Insurance Combined Single Limit for Bodily Injury and
to include the following coverages: Property Damage of$1,000,000.00 per
a. Premises/Operations occurrence (or its equivalent) with a
b. Independent Contractors $2,000,000.00 annual aggregate limit.
c. Products/completed operations
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d. Personal Injury
e, contractual Liability
9.3.3 Business Automobile Liability combined Single Limit for Bodily Injury and
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to include coverage for: Property Damage of$1,990,400.00 per
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a. Owned/Leased vehicles occurrence with a $2,000,009.00 annual
b. Non-Owned vehicles aggregate limit.
c. Hired Vehicles
9.3.4 Commercial Umbrella $1,009,000.04 per-occurrence limit with a
$1,000,009.00 annual aggregate limit.
9.3,5 Insurance Agents and Broker's Errors and $5,000,900.00 per claim; $5,000,900.00
Omissions Insurance annual aggregate (claims made form)
9.4 The CITY shall be entitled on request and without expense to receive copies of the policies and all
endorsements thereto as they apply to the limits required by the CITY. The CITY and may make a
reasonable request for deletion, revision, or modification of particular policy terms, conditions,
limitations or exclusions (except where policy provisions are established by law or regulation
binding on either of'the parties hereto or the underwriter of any such policies), On such request by
CITY, BROKER shall exercise reasonable efforts to accomplish such changes in policy coverage
and shall pay the cost thereof.
9.5 BROKER agrees that with respect to the above-required insurance, all insurance contracts and
certificates of Insurance will contain the following required provisions:
9.5.1 Endorsement or other provision naming CITY and its officers, employees, volunteers, and
elected representatives as additional insured with respect to operations and activities of, or
on behalf of, the named insured performed under contract with the CITY. (This
requirement is not applicable to BROKER's Workers' Compensation or Errors and
Omissions policies.)
9,5,2 Language specifying that BROKER's insurance shall be deemed primary with respect to
any insurance or self-insurance carried by the City of Fort Worth for liability arising out of
operations under fhe contract with the city of Fort worth.
9.53 Endorsement or other provision specifying that the "other insurance" clause shall not apply
to the City of Fort Worth where CITY is an additional insured shown on the policy.
AND
9.5.4 A waiver of subrr-gation in favor of CITY. (This. requirement applies only to BROKER's
Workers' romper;sation and Employers' Liability policies.)
9.4 BROKER shall notify the CITY in the event of any notice of cancellation, non-renewal or material
change in coverage and :>hall give such notices not less than thirty (30) days prior to the change
with the exception cancellation due to nonpayment of premiums, for which notice shall be provided
at least ten (10) days prior to the change with notice being accompanied by a replacement
Certificate of insurance.
9.7 All insurance-related no ces shall be given to CITY at the following address: Human Resources
Manager - Workers' Corr^ipensation Program, 1000 Throckmorton Street, Fort Worth, Texas 70102
with a copy to Risk Man,..ger at the same address.
9.8 If BROKER fails to m'''ntain the aforementioned insurance or fails to secure and maintain the
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aforementioned endorsements, the CITY may obtain such insurance and deduct and retain the
amount of the premiums for such insurance from any sums due under the Contract; however,
procuring of said insurance by the CITY is an alternative to other remedies the CITY may have,
and is not the exclusive remedy for failure of BROKER to maintain said insurance or secure such
endorsement. In addition to any other remedies the CITY may have for BROKER's failure to
provide and maintain any insurance or policy endorsements to the extent and within the time herein
required, the CITY shall have the right to order BROKER to stop work hereunder and/or withhold
any payment(s) that become due to BROKER hereunder until BROKER demonstrates compliance
with the requirements hereof.
9.9 Nothing herein contained shall be construed as limiting in any way the extent to which BROKER
may be held responsible for payments of damages to persons or property resulting from
BROKER's or its subcontractors' performance of the work covered under this Contract.
10 INDEMNITY
10.1 BROKER covenants and agrees to FULLY INDEMNIFY and HOLD HARMLESS the CITY and the
elected officials, employees, officers, directors, volunteers and representatives of the CITY,
individually and collectively, from and against any and all costs, claims, liens, damages, losses,
expenses, fees, fines, penalties, proceedings, actions, demands, causes of action, liability and
suits of any kind and nature, including but not limited to, personal or bodily injury or death and
property damage, made upon the CITY, directly or indirectly arising out of, resulting from or related
to BROKER's activities under this Contract, including any acts or omissions of BROKER, any
agent, officer, director, representative, employee, consultant, or subcontractor of CONTRACTOR,
and them' respective officers, agents, employees, directors and representatives while in the
exercise or performance of the rights or duties under this Contract, all without, however, waiving
any governmental immunity available to the CITY under Texas Law and without waiving any
defenses of the parties under Texas Law. IT IS FURTHER COVENANTED AND AGREED `THAT
SUCH INDEMNITY SHALL APPLY EVEN WHERE SUCH COSTS CLAIMS LIENS DAMAGES
LOSSES EXPENSES FEES FINES PENALTIES AC'T'IONS DEMANDS CAUSES OF
ACTION, LIABILITY AND/OR SUITS ARISE IN ANY PART FROM THE NEGLIGENCE OF CITY,
THE ELEC`rED OFFICIALS EMPLOYEES OFFICERS DIRECTORS AND REPRESENTATIVES
OF CITY, UNDER THIS CONTRACT. The provisions of the INDEMNITY are solely for the benefit
of the parties hereto and not intended to create or grant any rights, contractual or otherwise, to any
other person or entity. BROKER shall promptly advise the CITY in writing of any claim or demand
against the CITY or BROKER known to BROKER related to or arising out of BROKER's activities
under this Contract and shall see to the investigation and defense of such claim or demand at
BROKER's cost. The CITY shall have the right, at its option and at its own expense, to participate
in such defense without relieving BROKER of any of its obligations under this paragraph.
10.2 It is the EXPRESS INTENT of th,� parties to this Contract that the INDEMNITY provided for in this
section is an INDEMNITY ex-',,ended by BROKER to INDEMNIFY, PROTECT and HOLD
HARMLESS the CITY from th(� consequences of the CITY's OWN NEGLIGENCE, provided
however, that the INDEMNITY provided for in this section SHALL APPLY only when the
NEGLIGENT ACT of the CITY #s a CONTRIBUTORY CAUSE of the resultant injury, death, or
damage, and shall have no appi'-,.%.ation when the negligent act of the CITY is the sole cause of the
resultant injury, death, or dam tge. BROKER further AGREES TO DEFEND, AT ITS OWN
EXPENSE and ON BEHALF C:-: THE CITY AND IN THE NAME OF rHE CITY, any claim or
litigation brought against the CITY and its elected officials, employees, officers, directors,
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volunteers and representatives, in connection with any such injury, death, or damage for which this
INDEMNITY shall apply, as set forth above.
11 INDEPENDENT CONTRACTOR
It is expressly understood and agreed by the parties hereto that BROKER provides services under
this Contract as an independent contractor, responsible for its respective acts or omissions, and
that CITY shall in no way be responsible therefor. Neither party hereto has authority to bind the
other or to hold out to third parties that it has authority to bind the other.
12 COMPLIANCE
BROKER shall provide and perform all services under this Contract in compliance with all
applicable federal, state and local laws, rules and regulations.
13 TERMINATION
13.1 For purposes of this Contract, "termination" of this Contract shall mean termination by expiration of
the Contract term or earlier termination pursuant to any of the provisions hereof.
13,2 Termination Without Cause. Either party may terminate this Contract by providing written notice to
the other party specifying the effective date of termination, which shall not be less than sixty (60)
days from the date notice is received. Such notice shall be given in accordance with Section 15.
13.3 Termination For Cause. in addition to any other provision of this Contract, CITY may terminate this
Contract irriniediately or on thirty(30)days written notice for any of the following;
13.3.1 Negligence, intentional misconduct, or failure by BROKER to perform or observe any of
the terms, conditions, covenants or guarantees of this Contract or of any amendment between
CITY and BROKER; or
13.3.2 Violation by BROKER of any law, rule, or regulation to which BROKER is bound or shall
be bound under the terms of this Contract.
13.4 On a decision to terminate by CITY, written notice of such shall be promptly provided to BROKER
specifying -the effective date of termination and the extent to which performance of work under this
Contract will be terminated.
13.5 on receipt of notice to terminate, all finished or unfinished documents, data, studies, surveys,
charts, plans, schedules, or other appended documentation, prepared by or on behalf of BROKER
under this Contract shall become the property of CITY and shall, if requested by CITY, be delivered
by BROKER to CITY in a timely and expeditious manner at BROKER's sole cost and expense.
BROKER shall provide written certification that all documents have been retuned to the CITY.
13.6 In -the event of termination, BROKER shall fully cooperate with CITY and continue to perform all
duties and obligations under this Contract up to the effective date of termination.
13.7 Within thirty (30) days of the effective date of termination (unless an extension is authorized in
writing by CITY), BROKER shall submit to CITY its claim, in detail, for the monies owed by CITY
for services performed under this Contract up to the effective date of termination, provided
however that such payment does not exceed the maximum amount set out in Section 4 hereof.
14 CONFLICT OF INTEREST
BROKER warrants and certifies, and this Contract is made in reliance thereon, that BROKER, its
individual officers, employees and agents are neither officers nor employees of CITY or any CITY
agencies, such as CITY-owned utilities.
15 NOTICE
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Any notice required, permitted or appropriate under this Contract shall be deemed sufficient if in
writing and sent certified mail, return receipt requested, postage prepaid, to CITY or BROKER 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 BROKER
Ron Josselet, Human Resources Manager Johnny Fontenot, Executive Vice President
City of Fort Worth McGriff, Seibels & Williams of Texas, Inc.
Workers' compensation Program SOHO Spectrum Drive, Suite 900E
1000 Throckmorton Street Addison, Tx 75001
Fort Worth, Tx 76102
16 CAPTIONS
The captions contained in this contract are for convenience and reference only and shall in no way
limit or enlarge the terms and conditions of this Contract.
17 SUCCESSORS AND ASSIGNS
This contract shall be binding on and inure to the benefit of the parties hereto and their respective
heirs, executors, administrators, successors and their assigns, provided, however, that BROKER
may not assign or otherwise transfer any of its interest in this Contract without prior written consent
of CITY.
18 VENUE AND GOVERNING LAW
Venue for any legal action, claim or dispute arising directly or indirectly as a result of this contract
shall be in Tarrant County, Texas. This contract is made and is to be performed in Tarrant county,
Texas and is governed by the laws of the State of Texas.
19 AUTHORITY
The person signing this contract hereby warrants that he or she has the legal authority to execute
this Contract on behalf of his or her respective party and that such binding authority has been
granted by proper order, resolution, ordinance, or other authorization of the entity. The other party
is fully entitled to rely on this warranty and representation in entering into this contract,
20 SEVERABII_ITY
If any clause or provision of this Contract is held invalid, illegal or unenforceable under present or
future laws during the term of this contract, including any extension and renewal hereof, it is the
intention of the parties hereto that the remainder of the contract shall not be affected hereby, and
that in lieu of each invalid clause or provision of this contract, 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.
21 RIGHT TO AUDIT
BROKER agrees that CITY shall, during the Initial Term, any Renewal Term, and until the
expiration of three (3) years after final payment under this Contract 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 BROKER involving transactions relating to this contract. BROKER agrees that
CITY shall have access during normal working hours to all necessary BROKER facilities and shall
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be provided adequate and appropriate workspace in order to conduct audits in compliance with the
provisions of this section. CITY shall give BROKER reasonable advance notice of intended audits.
If BROKER subcontracts any of its obligations under this Contract, BROKER shall include
language in any subcontractor whereby subcontractor agrees to be bound by the same rights,
duties and obligations of the BROKER under this provision.
22 ATTORNEY'S FEES
In the event a claim is brought pursuant to this Contract, CITY shall be entitled to recover
reasonable attorney's fees from BROKER.
23 WAIVER OF RIGHT
The CITY and BROKER may waive an obligation or restriction on the other under this Contract
only in writing. A failure, refusal, neglect, delay, forbearance or omission of the CITY or BROKER
to exercise any right or remedy under this contract or to insist on full compliance by the other with
its obligations hereLinder shall not constitute a waiver of any provision of the Contract in any other
instance or circumstance.
24 FORCE MAJEURE
If either party is unable, either in whole or part, to fulfill its obligations under this Contract due to
acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars;
blockades; insurrections; riots; epidemics; public health crises; earthquakes; fires; floods; restraints
or prohibitions by any court, board, department, commission, or agency of the United States or of
any state; declaration of a state of disaster or of emergency by the federal, state, county, or City
government in accordance with applicable law; issuance of a Level Orange or Level Red Alert by
the United States Department of Homeland Security; any arrests and restraints; civil disturbances;
or explosions; or some other reason beyond the party's reasonable control (each a "Force MajeLire
Event"), the obligations so affected by such Force Majeure Event will be suspended only during the
continuance of such event.
25 SOLICITATION OF EMPLOYEES
Neither CITY nor BROKER shall, during the term of this Contract 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 other party during the
term of this Contract without the prior written consent of the person's employer.
26 REVIEW of COUNSEL
The parties acknowledge that each party and its counsel have had the opportunity to review and
revise this Contract 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 Contract
or exhibits hereto.
27 ENTIRE AGREEMENT
This Contract, 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 Contract. No other
agreements, oral or otherwise regarding the matters of this contract shall be deemed to exist or to
bind the parties unless same is executed by both parties in accordance with Section 5.
Professional Services Agreement—McGrif:; Seibels& Williams of Texas,Inc. Page 10 of 12
EXECUTED this the �-
dayof 1 2012,
CITY OF FORT WORTH, TEXAS MCORIFF, SEIBELS&WILLIAMS OF TEXAS INC.
i
Susan fa ' Joh ny 4ntenant
Assistant City M qg r Executive Vice President
Date: 1 date:
APPROVED AS TO FORM
AND LEOALIT
r
Denis C. McElroy
Assistant city Att ey
Date: i 0 1q
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RECOMMENDED FOR APPROVAL:
Human R sours s Dir for
.�
Date: C� l
Contract Authorization
M&C: C-25831
Date Approved: September 18, 2012
rFrF111F IAL RECORD
SIECRETA RY Professional Services Agreement—McGriff, Seibels& Williams of Texas, Inc. ��TH JrX Page 1 1 of I?V�
ATTACHMENTA- FEE SCHEDULE
WORKERS' COMPENSATION BROKER AND CONSULTING SERVICES
Annual Fee--
Contract not to exceed_
BROKER SERVICE PROVIDED Fee Structure Year amount�
Insi�irance Placement Services (Ref. 1.1) Flat Fee Year 1 $24,000.00
(Including up to 250 Hours of
Year 2 $24,000.00
Occupational Safety(Accident
Prevention and Workers' Com p. Loss Year 3 $24,0D0.00
Control Services) Year4 $24,000.00
Year 5 $24,000.00
Actuarial Services (Ref. 1.2) Flat Fee Year l $10,000.00
Year 2 $10,000.00
Year 3 $1 0,000.00
Year4 $14,000.00
Year 5 $10,404.00
Claims Auditing Services (Ref. 1.3) Flat Fee Year l $61000.00
Year 2 $61000.00
Year 3 $61000.00
Year4 $6,000.00
Year 5 $6,000.00
SUBTOTAL- BASE FEE PER CONTRACT YEAR $40,000.00
Occupational Safety/Accident $90.00/hour Year l $22,500.04
Prevention and Workers' Comp. Loss Year 2 $22,500.00
Control Services In Excess of 250
Year 3 $22,540.44
Hours Per Contract Year Max. of 250
Additional Hours)�- Ref. 1.4) Year4 $22,500.00
$22,500.00
Year 5
Assist,the City in preparing Request for Included in Fee for Year 1 Included
Proposals and evaluating proposals for Insurance Year 2 Included
Workers Compensation and Placement
Year 3 Included
Occupational Health & Safety Programs Services, unless
and Services; Other Broker Services outside proposed Year 4 included
(Ref. 1.5) Scope of Services. Year 5 Included
Value Added Services— Specify: Zywave I Mywave No Charge
TOTAL FEES—NOT TO EXCEED AMOUNT $62,500.00
Professional Services Agreement--McGriff, Seibels& Williams of Texas, Inc. Page 12 of 12
M&C Review Page 1 of 2
Official site of the City of Fort Worth,Tex�-
FORT�''oRTll
CITY COUNCIL AGENDA
COUNCIL ACTION: Approved on 9118/2012
DATE: 9/18/2012 REFERENCE NO.: **C-25831 LOG NAME: 14MCGRIFF2013
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of an Agreement with McGriff, Seibels & Williams of Texas, Inc., in the
Amount of$62,500.00 for the First Year, for Workers' Compensation Excess-Insurance
Broker and Consulting Services (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute an Agreement with
McGriff, Seibels &Williams of Texas, Inc., for workers' compensation excess-insurance broker and
consulting services effective December 1, 2012, with an initial three-year term and two one-year
renewal options, at a cost in the amount of$62,500.00 for the first year.
DISCUSSION:
The purpose of this Mayor and Council Communication is to seek authorization from the City Council
to enter into a new Agreement with McGriff, Seibels & Williams of Texas, Inc. (McGriff), for broker
and consulting services associated with the City's workers' compensation program. In 2007, the City
of Fort Worth entered into its current contract with McGriff to assist the City in workers' compensation
claims audits, actuarial evaluations, RFP preparation and tabulations, providing safety and loss
control services and serving as the City's Broker of Record for excess workers' compensation
insurance coverage as needed. That contract is due to expire November 30, 2012.
Having worked with the same workers' compensation brokerlconsulant for the last ten years, Staff
determined it would be in the City's best interest to ensure that it was getting the best overall product
and price by going out to the market and giving all broker/consultants the opportunity to compete for
the City's business. Only one proposal response was received from the City's Request for Proposals
(RPF No. 12-0182). See Bid Tabulation below:
BID TABULATION:
PROPOSERS
MCGRIFF SEIBELS &
BROKER SERVICES TO BE PROVIDED WILLIAMS OF TEXAS
Workers' Compensation Excess Insurance Placement
Services $247000.00
Workers' Compensation Actuarial Services $103000.00
Claims Auditing Services $ 03000.00
Accident PreventionlLoss Control Services:
First 250 hours included at no additional charge;
250 additional hours at $90.00 per hour. $227600-00
TOTAL ANNUAL COST $62,500.00
Staff recommends the contract be awarded to McGriff, Seibels &Williams of Texas, Inc., to provide
workers' compensation excess insurance placement services, workers' compensation actuarial and
claims auditing services and accident prevention and loss control services for an annual cost in the
amount of$62,500-00.
McGriff has placed the City's workers' compensation excess insurance coverage and has provided
http-.//apps.cfwnet.org/council_packet/me—review.asp?ID=17251&councildate=9/1$/201 2 10/2/2012
M&C#Review Page 2 of 2
the City with workers' compensation consulting services for the past ten years. MCGriff will service the
City's account from their local office in Dallas.
The city's workers' compensation excess insurance coverage expires on December 31, 2012.
MCGriff will obtain competitive bids in the insurance marketplace and will make recommendations to
the City to continue this coverage.
McGriff is in compliance with the city's Minority and Women Business Enterprise (MfWBE) ordinance
by committing to 10 percent MIWBE participation on this project.
AGREEMENT TERMS —The initial term of the broker contract will begin December 1, 2012 and
expire November 30, 2013.
RENEWAL OPTIONS—This Agreement may be renewed for two one-year terms at the City's option.
This action does not require specific City Council approval, provided that the City council has
appropriated sufficient funds to satisfy obligations during the renewal term.
FISCAL INFORMATIONICERTIFICATION:
The Financial Management Services Director certifies that funds are available in the Fiscal Year 2013
proposed operating budget, of the Workers' compensation Fund.
To Fund/Account/Centers FROM Fund/Account/Centers
FE73 539120 0147310 $62,500.00
Submitted for Gitv Mana er's office b Susan Alanis (8180)
Ori inating Department Head: Karen Marshall (7783)
Additional Information Contact: Ron Josselet (7700)
ATTACHMENTS
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=17251&councildate-911812012 1 01212012