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HomeMy WebLinkAboutContract 28041 CITY SECRETARY d EMPLOYER AGREEMENT CONTRACT NO. FOR VOLUNTARY BENEFITS PROGRAM This EMPLOYER AGREEMENT FOR VOLUNTARY BENEFITS PROGRAM (the "Agreement") is entered into this o2 7 day of St& r , 2002 by and between AGB Brokerage Company, Inc., an Arizona corporation, dba: AGB ("AGB"), having a principal place of business at 7100 E. Lincoln Drive, Suite A-106, Scottsdale, Arizona 85253, and the City of Fort Worth, a Texas municipality ("City"), having a principal place of business at 1000 Throckmorton, Fort Worth, TX 76102, collectively referred to herein as (the "Parties"). RECITALS A. WHEREAS, AGB desires to implement a process of establishing its group voluntary Universal Life program offered through Met Life to City the City and it's employees; and B. WHEREAS, the City desires to allow implementation of AGB's Universal Life program offered through Met Life ; NOW, THEREFORE, in consideration of the foregoing and the covenants set forth herein, the Parties agree as follows: AGREEMENT 1. AGB's Duties. AGB hereby agrees to offer to eligible employees of the City (the "Employees" or "Employee"), a voluntary benefit program (the "AGB Plan") which shall include permanent universal life insurance through Texas Life Insurance Company (MetLife company). AGB will provide services to the City in relation to the AGB Plan to the extent of (i) coordinating with vendors to provide services for enrollment, including salaried Benefit Advisors to communicate the voluntary program; (ii) communication of program benefits to Employees through Open Enrollment period occurring October 1, 2002 through October 31, 2002; iii) providing support services related to the enrollment process, during normal business hours; (iv) providing administrative manuals and master contracts to the City; (v) paying all associated enrollments costs; (vi) working with the City to determine the enrollment start date; (vii) providing administrative support and customer service support related to the AGB Plan; (viii) provide 6,000, 12-14 page, two-color total benefits guide outlining the benefits offered to all full-time benefit eligible City employees to be completed by October 31, 2002; (viiii) and employee and retiree benefit communication consulting. 2. City's Duties. The City will provide payroll slot and will waive the standard payroll service fee to MetLife in return for their professional services being offered to the City of Fort Worth. 3. Tenn. Subject to the provisions for termination as hereinafter provided, the term of this Agreement shall extend from the date of execution of this QQ until December 31, 2003 and shall automatically be renewed for additional o (� V010 1 P ' ti'r�ti �,:�, terms unless, either party gives ' n) days prior written notice, at the address set forth below,to the other party of its intent to terminate this Agreement. 4. Access to Employees. City will allow AGB access to its Employees at its place of business, during the course of open enrollment from October 1, 2002 to October 31, 2002 as outlined by City. 5. Withholdings Related to AGB Plan. The City shall, through monthly payroll deductions, withhold amounts necessary from Employee paychecks in accordance with a respective Employee's participation in the AGB Plan and remit such payments to the respective City underwriting said plan. The City shall not withhold any amounts for retirees. 6. Employee Plan Termination. In the event any Employee terminates or discontinues participation with the AGB Plan, the City shall notify AGB of said Employee's termination or discontinuance and shall provide AGB any amounts owed relating to the AGB Plan through and including the date of termination. 7. Notices. Any notices to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in the introductory paragraph of this Agreement, but each party may change such addresses by written notice in accordance with this paragraph. Notices delivered personally will be deemed communicated as of actual receipt. Mailed notices will be deemed communicated as of two days after mailing. 8. No Discrimination. AGB agrees that in the performance of this Agreement it will not discriminate or permit discrimination against any person or group of persons on the grounds of sex, race, color, religion, or natural origin in any manner prohibited by the laws of the United States. 9. Hold Harmless. If either party should be presented with a claim alleging a negligent act or an omission on the performance of its services under this Agreement, the party alleged to have performed the negligent act or omission shall defend, indemnify and hold harmless the other party hereto. The indemnified party shall make available to the indemnifying party or its representatives all records and other materials required by them and in the possession or under the control of the indemnified party, for the use of the indemnifying party and its representatives in defending any such claim, and shall in other respects give reasonable cooperation in such defense. 10. Entire Agreement of the Parties. Except as provided herein, this Agreement supersedes any and all agreements, either oral or written, between the parties and contains all the covenants and agreement between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, that are not embodied herein, and that no other agreement, statement, or promise not contained in this Agreement shall be valid or binding. Any modification of this A effective only if it is in writing signed by the party to be charged. 6016M �, o 11. Parties in Interest. This Agreement is enforceable only by AGB and the City. 12. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of Texas. 13. No Oral Modification. This Agreement may not be modified orally and shall not be binding or effective unless and until it is signed by the parties hereto. 14. Venue. The proper venue for any proceeding at law or in equity or any arbitration proceeding shall be Tarrant County, Texas, and the parties hereto do hereby waive any right to object to the venue. 15. Severability. Any provision hereof prohibited by, or unlawful or unenforceable under, any applicable law of any jurisdiction shall as to such jurisdiction be ineffective without effecting any other provision of this Agreement or the enforceability thereof in any other jurisdiction. 16. No Third Partv Beneficiaries. Nothing in this Agreement whether expressed or implied, is intended to convey any rights or remedies under or by reason of this agreement upon any persons other than the parties to this Agreement. Further, nothing in this agreement is intended to relieve or discharge the obligation or liability of any third parties to any party to this Agreement, nor shall any provision give any third person any right of subrogation or action over or against any party to this Agreement. However, whenever this Agreement requires or contemplates action by a third party, such action shall not be an obligation of a party to this Agreement, but only a condition of the obligations of the parties hereto. 17. Binding Effect; No Assignment. This Agreement shall be binding upon each party, its successors and assigns; however, neither this Agreement nor any of the benefits of this Agreement shall be assigned by the City without the written consent of AGB, which consent AGB may withhold in its sole and absolute discretion. 18. Headings and Interpretation. Section headings or captions contained in this Agreement are for reference purposes only and shall not in any way affect the meaning or interpretation of the Agreement. No provision in this Agreement is to be interpreted for or against either party because that party or his legal representative drafted such provision. 19. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. 20. No Waiver. The failure of either party at any time to require performance by the other party, of any provision hereof shall not affect in any way the right to require such performance at any later time nor shall the waiver by either party of breach of any provision hereof be taken or held to be a waiver of such provision v iti=rcspcct t - subsequent breach. X11") MADD "�i r.�-,P w tl 3 I1 ,TEX �1 21. Opportunity for Consultation with Counsel. The parties acknowledge and understand that the execution of this Agreement and ancillary documents in connection herewith creates certain legal rights and responsibilities between the parties. The parties hereby represent and warrant that they have had the opportunity to consult with legal counsel regarding the legal effect of the agreement contemplated hereunder and that they have consulted with counsel prior to entering into this transaction or have voluntarily chosen not to consult with counsel. 22. Compliance with Law. Each party in carrying out the activities contemplated under this Agreement, shall comply with and adhere to all laws, orders, rules, and regulations of the State of Arizona or any governing agency. 23. Authority. The Parties have full power and authority to enter into this Agreement. This Agreement has been duly executed and delivered and is a valid and binding obligation of the Parties enforceable in accordance with its terms and all requirements for execution, delivery and performance of this Agreement have been complied with and all requirements for the performance hereof to be complied with hereafter, will be complied within a timely manner. IN WITNESS WHEREOF, the Parties have signed this Agreement on the day, month and year first above written. AGB Brokerage Company, Inc., an Arizona corporation ATTESTED BY By: �-- � � Name: Kevin Greenha Its: Vice President, Operations "AGB" r City of FoAWorth contract Authorization Olt 0. a By: SCSk Name: 0 4hruti K. BK0f Ll. ')ate Its: )kS%.%gc,J.rtc' C.Ty M4�IUy*k APP V' AST m D LEGAM: .0 to T- Gty Attom pate