Loading...
HomeMy WebLinkAboutStaff Report 415-08City of Palo Alto City Manager’s Summary Report 13 TO:HONORABLE CITY COUNCIL FROM:CITY MANAGER DEPARTMENT: HUMAN RESOURCES DATE:OCTOBER 20, 2008 CMR: 415:08 REPORT TYPE: CONSENT CALENDER SUBJECT:Approval Of An Amendment To Contract C06114731 With The Standard Insurance Company To Extend The Term For An Additional Four Months And Add $280,000 For A Total Not To Exceed Amount of $2,680,000 For Group Life, Accidental Death An Dismemberment~ And Long Term Disability Insurance _ RECOMMENDATION Staff recommends that Council approve and authorize the City Manager or designee to execute the attached contract amendment extending the City’s three-year contract with Standard Insurance Company for the provision of employee group life, Accidental Death and Dismemberment (AD&D) and Long Term Disability (LTD) insurance for an additional four-month period and increasing the amount of the contract by $280,000 for a total not to exceed amount of $2,680,000 for premium c~sts through January 1, 2009. DISCUSSION On September 1, 2005, the City entered into a three-year contract with Standard Insurance Company for underwriting the City’s group life, AD&D and LTD benefits, saving the City approximately $270,000 annually in premium costs per year compared to the previous carrier. The three-year contract is not to exceed $800,000 per year for a total cost of $2,400,000. Forty (40) percent of these premiums are funded via contribution from employees. An additional $280,000 is requested to extend the existing contract for a period of four months (approximately $70,000 a month in premiums). Staff has issued a Request For Proposal (RFP) to solicit bids for group life, AD&D and LTD insurance to ensure that rates are cost competitive and to examine the feasibility of self-insuring the City’s LTD plan. This will help the City determine if self-insurance would reduce the City’s cost and!or improve claims administration. The additional four months would allow staff CMR: 415:08 Page 1 of 2 sufficient time to review proposals and select a vendor by January 1, 2009. The requested extension would also cl~ange the term of the new contract to a calendar-year period, which is preferable to staff in order to effectively manage the renewal process with the benefits broker and insurance carrier. RESOURCE IMPACT Funding for this amendment is provided for in the 2008-2009 budget. POLICY IMPLICATIONS This request does not contain any policy implications. ENVIRONMENTAL REVIEW This is not a project requiring review under the California Environmental Quality Act (CEQA). ATTACHMENTS A: Amendment No. One to Contract No.C06114731 B: Contract No. C06114731 PREPARED BY: Sandra Blanch, Assistant Director Human Resources DEPARTMENT HEAD: Russ Carlsen Director of Human Resources CITY MANAGER APPROVAL: City ~ger CMR: 415:08 Page 2 of 2 AMENDMENT NO. ONE TO CONTRACT NO. C06114731 BETWEEN THE CITY OF PALO ALTO AND THE STANDARD INSURANCE COMPANY This Amendment No. One to Contract No. C06114731 ("Contract") is entered into ,2008, by and between the CITY OF PALO ALTO, a chartered city and a municipal corporation of the State of California ("CITY"), and THE STANDARD INSURANCE COMPANY located at 900 SW Fifth Avenue, Portland OR 97204-1282 ("Contractor"). RECITALS: WHEREAS, the Contract was entered into between the parties for the provision of group life, accidental death and dismemberment and group long term disability insurance policies; and WHEREAS, the parties wish to amend the Contract; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION 1. Section 3 is hereby amended to read as follows: "3. TERM. The services provided under this agreement shall commence on September 1, 2005 and continue through December 31, 2008." SECTION 2. Section 4 is hereby amended to read as follows: "4. COMPENSATION. CITY shall pay CONTRACTOR as compensation for the full performance of this Contract: A sum in accordance with the fee schedules set forth in Exhibits ’A’ and ’B,’ attached hereto and incorporated herein by reference, not to exceed a total of Eight Hundred Thousand Dollars ($800,000) per year for the first three years, and Seventy Thousand Dollars ($70,000) per month for the months of September 2008 through December 2008, for a total not to exceed contract amount of Two Million Six Hundred Eighty Thousand Dollars ($2,680,000)." SECTION 3. Except as herein modified, all other provisions of the Contract, including any exhibits and subsec uent amendments thereto, shall remain in full force and effect. // // // 080923mb 8260884 1 1N WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. APPROVED AS TO FORM:CITY OF PALO ALTO Deputy City Attorney APPROVED: Director of Human Resources Director of Administrative Services City Manager [CONSULTANT FIRM] By~ Name: Risk Manager Title: By: Name: Title: Taxpayer Identification No. (Compliance with Corp. Code. 313 is required if the entity on whose behalf this contract is signed is a corporation. In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable) 080923mb 8260884 2 CERTIFICATE OF ACKNOWLEDGMENT (Civil Code § 1189) STATE OF CALIFORNIA COUNTY OF ) ) ) On , before me,., a notary public in and for said County, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under penalty of perjury under the laws of the State of California that the foregoing paragraph is tree and correct. WITNESS my hand and official seal. Signature of Notary Public 080923mb 8260884 CERTIFICATE OF ACKNOWLEDGMENT (Civil Code § 1189) STATE OF CALIFORNIA COUNTY OF ) ) ) On , before me,, a notary public in and for said County, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his!her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under penalty of perjury under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public 080923mb 8260884 CITY OF PALO ALTO CONTRACT THIS AGREEMENT made and entered into on the i ~"J4"~day of ~-~D~"-" , 2005 by and between the CITY OF PALO ALTO (hereinafter referred to as CITY), and THE STANDARD INSURANCE COMPANY, 900 SW FIFTH AVENUE, PORTLAND, OR 97204-1282. Teh (503) 321-7000 (hereinafter referred to as CONTRACTOR). In consideration of their mutual covenants, the parties hereto agree as follows: SERVICES. CONTRACTOR shall provide insurance benefits and premium rates in accordance with the provisions of Exhibits "A" and "B"; attached and incorporated herein by this reference: Exhibit "N’: Standard Group Life Insurance Policy Exhibit "B": Standard Group Long Term Disability Insurance Policy EXHIBITS. The following attached exhibits are hereby made a part of this agreement: ~ "A": Group Life Insurance Policy and rff "B": Group Long Term Disability Policy ~.--~ "C": Insurance ~ "D": Certificate of Nondiscrimination CONTRACT IS NOT COMPLETE UNLESS ALL EXHIBITS ARE ATTACHED. TERM, The services provided under this Agreement shall be for a one-year term commencing on September 1, 2005, except that the City shall have the option to extend the Agreement for two additional one-year terms. COMPENSATION. CITY shall pay CONTRACTOR as compensation for the full performance of this Contract: A sum in accordance with the fee schedules set forth in Exhibits "A" and "B", attached hereto and incorporated herein by this reference; not to exceed a combined total of Eight Hundred Thousand Dollars ($800,000) per year, and payable within thirty (30) days after receipt of invoice. INVOICING. Send all invoices to the CITY, Attention: Project Manager. TheProject Manager is: SANDRA BLANCH, Dept.: HUMAN RESOURCES, Telephone: (650) 329-2294 CITY OF PALO ALTO GENERAL TERMS AND CONDITIONS A. ACCEPTANCE. This agreement is limited to the terms and conditions on pages 1 and 2 hereof which includes any exhibits referenced. B. GOVERNING LAW. This agreement shall be governed by the laws of the state of California. C. ASSIGNMENTS/CHANGES. This agreement shall not be assigned or transferred without the written consent of the CITY. No amendments, changes or variations of any kind are authorized without the written consent of the City Manager. D. AUDITS. CONTRACTOR agrees to permit CITY to audit, at any reasonable time during the term of this agreement and for three (3) years thereafter, CONTRACTOR’S records pertaining to matters covered by this agreement. CONTRACTOR further agrees to maintain such records for at least three (3~ years after the te~:m of this agreement. Such audits shall be subject to all applicable federal, state, and local privacy or confidentiality laws, ordinances, and regulations. E. NO IMPLIED WAIVER. No payment, partial payment, acceptance, or partial acceptance by CITY shall operate as a waiver on the part of CITY of any of its rights under this agreement. Page 1 of 3 CITY OF PALO ALTO GENERAL TERMS AND CONDITIONS -- Continued F. INSURANCE, CONTRACTOR agrees to provide the insurance specified in the "Insurance Requirements" form attached hereto as Exhibit C. In the event CONTRACTOR is unable to secure a policy endorsement naming the City of Palo Alto as an additional insured under any comprehensive general liability or comprehensive automobile policy or policies, CONTRACTOR shall at a minimum, and only with the written approval of City’s Risk Manager or designee, cause each such insurance policy obtained by it to contain an endorsement providing that the insurer waives all right of recovery by way of subrogation against CITY, its officers, agents, and employees in connection with any damage, claim, liability personal injury, or wrongful death covered by any such policy. Each such policy obtained by CONTRACTOR shall contain an endorsement requiring thirty (30) days’ written notice from the insurer to CITY before cancellation or reduction in the coverage or limits of such policy. CONTRACTOR shall provide certificates of such policies or other evidence of coverage satisfactory to City’s Risk Manager, together with evidence of payment of premiums, to CITY at the commencement of this agreement, and on renewal of the policy, or policies, not later than twenty (20) days before expiration of the terms of any such policy. G. CITY’S PROPERTY. Any reports, information, data or other material given to, or prepared or assembled by, CONTRACTOR or its subcontractors, if any, under this Contract will become the property of CITY and will not be made available to any individual or organization by CONTRACTOR or its subcontractors, if any, without the prior written approval of the City Manager. This provision shall not include files or other materials related to CONTRACTOR’S sales, underwriting, claims, or other proprietary records prepared in the course of CONTRACTOR’S business. H. QUALIFICATIONS. CONTRACTOR represents and warrants that it has the expertise and professional qualifications to complete the services described in "SERVICES" and that every individual charged with i~he performance of the services under this Contract is duly licensed or certified, to the extent such licensing or certification is required by law to perform the services. I. NON-DISCRIMINATION. No discrimination shall be made in the employment of persons under this agreement because of the race, color, national origin, age, ancestry, religion or sex of such person. CONTRACTOR agrees to meet all requirements of the Palo Alto Municipal Code pertaining to nondiscrimination in employment, including completing the NonDiscrimination Compliance Form, attached hereto as Exhibit D, and incorporated herein by this reference. J. COMPLIANCE WITH LAWS. CONTRACTOR agrees that it will comply with all federal, state and local laws, ordinances, regulations, and orders that may affect those engaged or employed under this Contract, any materials used in CONTRACTOR’s performance under this Contract, or the performance of the services provided in completing the work. K. INDEPENDENT CONTRACTOR. It is understood and agreed that in the performance of this Contract, (2ONTRACTOR shall at all times be considered an independent CONTRACTOR and not an employee of the CITY. CONTRACTOR shall be responsible for employing or engaging all persons necessary to complete the work required under tlais Contract. L. TERMINATION/SUSPENSION. The City Manager may suspend the performance of this Contract in whole or in part, or terminate this Contract, with or without cause, by giving ten (10) days’ prior written notice thereof to CONTRACTOR. Upon receipt of such notice, CONTRACTOR shall immediately discontinue its performance. Upon such suspension or termination by CITY, CITY shall pay CONTRACTOR for its ser~vices actually rendered to CITY on or before the effective date of the suspension or termination; provided, if this Contract is suspended or terminated on account of a default by CONTRACTOR, CITY will be obligated to compensate CONTRACTOR only for that portion of the Services which are of direct and immediate benefit to CITY, in the reasonable determination of the City Manager. Upon suspension or termination, CONTRACTOR shall immediately deliver to the City Manager any and all material or products, whether or not completed, prepared by CONTRACTOR or given to CONTRACTOR, in connection with this Contract. Such materials, with the exception of CONTRACTOR’S proprietary records which shall remain the property of CONTRACTOR, shall become the property of CITY. The rights of CITY under this section to suspend or terminate this Contract shall be in addition to any and all rights or remedies the CITY may have available to it under the law, in the case of a breach of this Contract by CONTRACTO Page 2 of 3 CITY OF PALO ALTO GENERAL TERMS AND CONDITIONS -- Continued M. CONFLICT OF INTEREST. In accepting this Contract, CONTRACTOR covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of this Contract. CONTRACTOR further covenants that, in the performance of this Contract, it will not employ any person having such an interest. CONTRACTOR certifies that no person who has or will have any financial interest under this Contract is an officer or employee of CITY, except for the purpose of claims relating to the insurance benefits described in Exhibits A and B of this contract. N. HOLD HARMLESS. CONTRACTOR agrees to indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other’loss, caused by or arising out of or resulting in any way from work performed under this Contract due to the willful or negligent acts (whether active or passive) or omissions of CONTRACTOR’s officers, employees or agents. The acceptance of said services and duties by CITY shall not operate as a waiver of such right of indemnification. O. ENTIRE AGREEMENT. This agreement, including all exhibits, represents the entire agreement between the parties with respect to the services which may be the subject ofthi~ Contract. Any variance in the Exhibits does not affect the validity of the Contract and the contract itself controls. All prior agreements, representations, statements, negotiations and undertakings whether oral or written are superseded hereby. P. NON-APPROPRIATION.. This Contract is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Contract will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Contract are no longer available. This Section shall take precedence in the event of a conflict with a_ny other covenant, term, condition, or provision of this Contract. THIS AGREEMENT SHALL BECOME EFFECTIVE UPON ITS APPROVAL AND EXECUTION BY CITY. IN WITNESS WHEREOF, THE PARTIES HAVE EXECUTED THIS AGREEMENT THE DAY, MONTH, AND YEAR FIRST WRITTEN ABOVE. CITY OF PALO ALTO Mayor Attest: City Clerk Approve~: Director of Administrativ~rvices D’eputy ~it~ Attorney Title Tax I.D. or Title: [Compliance with corporations code § 313 is required if the entity on whose behalf this contract is signed is a corporation. In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable] Page 3 of 3 CITY OF PALO ALTO CONTRACT 73/ CITY OF PALO ALTO (hereinafter referred to as CITY), and THE STANDARD INSURANCE COMPANY, 900 SW FIFTH AVENUE, PORTLAND, OR 97204-1282. Tel: (503) 321-7000 (hereinafter referred to as CONTRACTOR). In consideration of their mutual covenants, the parties hereto agree as follows: SERVICES. CONTRACTOR shall provide insurance benefits and premium rates in accordance with the provisions of Exhibits "A" and "B", attached and incorporated herein by this reference: Exhibit "A’: Standard Group Life Insurance Policy Exhibit "B": Standard Group Long Term Disability Insurance Policy EXHIBITS. The following attached exhibits are hereby made a part of this agreement: ~]~"A": Group Life Insurance Policy and ~"B": Group Long Term Disability Policy ~---~"C": Insurance -~"D’: Certificate of Nondiscrimination CONTRACT IS NOT COMPLETE UNLESS ALL EXHIBITS ARE ATTACHED. 3D 4o TERM. The services provided under this Agreement shall be for a one-year term commencing on September 1, 2005, except that the City shall have the option to extend the Agreement for two additional one-year terms. COMPENSATION. CITY shall pay CONTRACTOR as compensation for. the full performance of this Contract: A sum in accordance with the fee schedules set forth in Exhibits "A" and "B", attached hereto and incorporated herein by this referen.ce; not to exceed a combined total of Eight Hundred Thousand Dollars ($800,000) per year, and payable within thirty (30) days after receipt of invoice. INVOICING. Send all invoices to the CITY, Attention: Project Manager. The Project Manager is: SANDRA BLANCH, Dept.: HUMAN RESOURCES, Telephone: (650) 329-2294 CITY OF PALO ALTO GENERAL TERMS AND CONDITIONS A. ACCEPTANCE. This agreement is limited to the terms and conditions on pages 1 and 2 hereof which includes any exhibits referenced. B. GOVERNING LAW. This agreement shall be governed by the laws of the state of California. C. ASSIGNMENTS/CHANGES. This agreement shall not be assigned or transferred without the written consent of the CITY. No amendments, changes or variations of any kind are authorized without the written consent of the City Manager. D. AUDITS. CONTRACTOR agrees to permit CITY to audit, at any reasonable time during the term of this agreement and for three (3) years thereafter, CONTRACTOR’S records pertaining to matters covered by this agreement. CONTRACTOR further agrees to maintain such records for at least three (3) years after the te~:m of this agreement. Such audits shall be subject to all applicable federal, state, and local privacy or confidentiality laws, ordinances, and regulations. E. NO IMPLIED WAIVER. No payment, partial payment, acceptance, or partial acceptance by CITY shall operate as a waiver on the part of CITY of any of its rights under this agreement. Page 1 of 3 CITY OF PALO ALTO GENERAL TERMS AND CONDITIONS -- Continued F. INSURANCE. CONTRACTOR a~ees to provide the insurance specified in the "Insurance Requirements" form attached hereto as Exhibit C. In the event CONTRACTOR is unable to secure a policy endorsement naming the City of Palo Alto as an additional insured under any comprehensive general liability or comprehensive automobile policy or policies,.CONTRACTOR shall at a minimum, and only with the written approval of City’s Risk Manager or designee, cause each such insurance policy obtained by it to contain an endorsement providing that the insurer waives all right of recovery by way of subrogation against CITY, its officers, agents, and employees in connection with any damage, claim, liability personal injury, or wrongful death covered by any such policy. Each such policy obtained by CONTRACTOR shall contain an endorsement requiring thirty (30) days’ written notice from the insurer to CITY before cancellation or reduction in the coverage or limits of such policy. CONTRACTOR shall provide certificates of such policies or other evidence of coverage satisfactory to City’s Risk Manager, together with evidence of payment of premiums, to CITY at the commencement of this agreement, and on renewal of the policy, or policies, not later than twenty (20) days before expiration of the terms of any such policy. G. CITY’S PROPERTY. Any reports, information, data or other material given to, or prepared or assembled by, CONTRACTOR or its subcontractors, if any, under this Contract will become the property of CITY and will not be made available to any individual or organization by CONTRACTOR or its subcontractors, if any, without the prior written approval of the City Manager. This provision shall not include files or other materials related to CONTRACTOR’S sales, underwriting, claims, or other proprietary records prepared in the course of CONTRACTOR’S business. H. QUALIFICATIONS. CONTRACTOR represents and warrants that it has the expertise and professional qualifications to complete the services described in "SERVICES" and that every individual charged with the performance of the services under this Contract is duly licensed or certified, to the extent such licensing or certification is required by law to perform the services. I. NON.DISCRIMINATION. No discrimination shall be made in the employment of persons under this agreement because of the race, color, national origin, age, ancestry, religion or sex of such person. CONTRACTOR agrees to meet all requirements of the Palo Alto Municipal Code pertaining to nondiscrimination in employment, including completing the NonDiscrimination Compliance Form, attached hereto as Exhibit D, and incorporated herein by this reference. J. COMPLIANCE WITH LAWS. CONTRACTOR agrees that it will comply with all federal, state and local laws, ordinances, regulations, and orders that may affect those engaged or employed under this Contract, any materials used in CONTRACTOR’s performance under this Contract, or the performance of the services provided in completing the work. K. INDEPENDENT CONTRACTOR. It is understood and agreed that in the performance of this Contract, (~ONTRACTOR shall at all times be considered an independent CONTRACTOR and not an employee of the CITY. CONTRACTOR shall be responsible for employing or engaging all persons necessary to complete the work required under this Contract. L. TERMINATION/SUSPENSION. The City Manager may suspend the performance of this Contract in whole or in part, or terminate this Contract, with or without cause, by giving ten (10) days’ prior written notice thereof to CONTRACTOR. Upon receipt of such notice, CONTRACTOR shall immediately discontinue its performance. Upon such suspension or termination by CITY, CITY shall pay CONTRACTOR for its sericices actually rendered to CITY on or before the effective date of the suspension or termination; provided, if this Contract is suspended or terminated on account of a default by CONTRACTOR, CITY will be obligated to compensate CONTRACTOR only for that portion of the Services which are of direct and immediate benefit to CITY, in the reasonable determination of the City Manager. Upon suspension or termination, CONTRACTOR shall immediately deliver to the City Manager any and all material or products, whether or not completed, prepared by CONTRACTOR or given to CONTRACTOR, in connection with this Contract. Such materials, with the exception of CONTRACTOR’S proprietary records which shall remain the property of CONTRACTOR, shall become the property of CITY. The rights of CITY under this section to suspend or terminate this Contract shall be in addition to any and all rights or remedies the CITY may have available to it under the law, in the case of a breach of this Contract by CONTRACTO Page 2 of 3 CITY OF PALO ALTO GENERAL TERMS AND CONDITIONS -- Continued M. CONFLICT OF INTEREST. In accepting this Contract, CONTRACTOR covenants that it presently has no interest, and will not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of this Contract. CONTRACTOR further covenants that, in the performance of this Contract, it will not employ any person having such an interest. CONTRACTOR certifies that no person who has or will have any financial interest under this Contract is an officer or employee of CITY, except for the purpose of claims relating to the insurance benefits described in Exhibits A and B of this contract. N. HOLD HARMLESS. CONTRACTOR agrees to indemnify, defend and hold harmless CITY, its Council members, officers, employees and agents against any and all demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, caused by or arising out of or resulting in any way from work performed under this Contract due to the willful or negligent acts (whether active or passive) or omissions of CONTRACTOR’s officers, employees or agents. The acceptance of said services and duties by CITY shall nnt operate as a waiver of such right of indemnification. O. ENTIRE AGREEMENT. This agreement, including all exhibits, represents the entire agreement between the parties with respect to the services which may be the subject of thi? Contract. Any variance in the Exhibits does not affect the validity of the Contract and the contract itself controls. All prior agreements, representations, statements, negotiations and undertakings whether oral or written are superseded hereby. P. NON-APPROPRIATION.. This Contract is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Contract will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Contract are no longer available. This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Contract. THIS AGREEMENT SHALL BECOME EFFECTIVE UPON ITS APPROVAL AND EXECUTION BY CITY. IN WITNESS WHEREOF, THE PARTIES HAVE EXECUTED THIS AGREEMENT THE DAY, MONTH, AND YEAR FIRST WRI’VrEN ABOVE. CITY OF PALO ALTO ayor Attest: [Compliance with corporations code § 313 is required if the entity on whose behalf this contract is signed is a corporation, In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable] Page 3 of 3