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Home My WebLink AboutStaff Report 2502-4134CITY OF PALO ALTO CITY COUNCIL Monday, April 21, 2025 Council Chambers & Hybrid 5:30 PM Agenda Item 6.Approval of Amendment Number 1 to Contract Number S22184359 With Prime Actuarial Consulting, LLC dba Bickmore Actuarial, in the Amount of $27,000, for a new Total Not-to- Exceed Contract Amount of $67,500 for Actuarial Services Related to the Workers’ Compensation and the General Liability Programs and to Extend Term for an Additional Two Years; CEQA Status – Not a Project 6 4 9 4 City Council Staff Report From: City Manager Report Type: CONSENT CALENDAR Lead Department: Administrative Services Meeting Date: April 21, 2025 Report #:2502-4134 TITLE Approval of Amendment Number 1 to Contract Number S22184359 With Prime Actuarial Consulting, LLC dba Bickmore Actuarial, in the Amount of $27,000, for a new Total Not-to- Exceed Contract Amount of $67,500 for Actuarial Services Related to the Workers’ Compensation and the General Liability Programs and to Extend Term for an Additional Two Years; CEQA Status – Not a Project RECOMMENDATION Approve and authorize the City Manager or designee to execute Amendment No. 1 to contract S22184359 (Attachment A) with Prime Actuarial Consulting, LLC dba Bickmore Actuarial for actuarial services and analysis of the workers’ compensation and general liability programs and to extend term for an additional two years in an amount not-to-exceed $27,000, for a revised total contract not-to-exceed amount of $67,500 over the five-year term of the agreement. Council approval is needed to extend the term of the agreement from 3 years to 5 years since the City Manager is authorized to approve terms of up to 3 years. BACKGROUND On July 1, 2022, staff entered into a contract with Prime Actuarial Consulting, LLC dba Bickmore Actuarial, for the analysis of both workers’ compensation and liability programs for the Administrative Services Department. The contract had a three-year term with an annual amount of $13,500, for a total not-to-exceed amount of $40,500. The contract expires on June 30, 2025. Staff recommends amending the contract to extend the term by two additional years, through June 30, 2027, at $13,500 per year, for a new total not-to-exceed amount $67,500. ANALYSIS The City requires actuarial services to accurately estimate the costs and liabilities associated with its workers’ compensation and liability programs, as well as for cost allocation. This provides guidance on appropriate funding to cover potential claims, avoid unexpected financial burdens, and ensure accurate budgeting. It also ensures compliance with the Government 6 4 9 4 Accounting Standards Board (GASB) No. 30 “Risk Financing Omnibus,” which governs the accounting and reporting requirements related to self-insurance, pooled insurance arrangements, and other risk financing activities. City staff do not possess actuarial expertise therefore this contract is needed to develop the specific actuarial costs estimates that apply to Palo Alto and are used for financial planning purposes and incorporated into City audited financial statements. FISCAL/RESOURCE IMPACT This recommendation has no financial impact for Fiscal Year 2025. Funding for this amendment in subsequent years will be subject to City Council’s approval as part of the annual budget process. STAKEHOLDER ENGAGEMENT This contract was reviewed and coordinated with internal departments including Legal and Purchasing to ensure alignment with City policies and procedures. ENVIRONMENTAL REVIEW Council action on this item is not a project as defined by CEQA because a contract for actuarial studies is an administrative activity which does not involve any commitment to any specific project which will not result in direct or indirect physical changes in the environment. CEQ Guidelines section 15378(b)(5). ATTACHMENTS Attachment A - Prime Actuarial Consulting, LLC dba Bickmore Actuarial, Contract S22184359 Amendment 1 APPROVED BY: Lauren Lai, Administrative Services Director Vers.: Aug. 5, 2019 Page 1 of 6 AMENDMENT NO.1 TO CONTRACT NO. S22184359 BETWEEN THE CITY OF PALO ALTO AND PRIME ACTUARIAL CONSULTING LLC dba BICKMORE ACTUARIAL This Amendment No. 1 (this “Amendment”) to Contract No. S22184359 (the “Contract” as defined below) is entered into as of 21st of April 2025, by and between the CITY OF PALO ALTO, a California chartered municipal corporation (“CITY”), and PRIME ACTUARIAL CONSULTING dba BICKMORE ACTUARIAL LLC, a Limited Liability Company, located at 180 Promenade Circle, Suite 300, Sacramento, CA 95834 (“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in this Amendment. R E C I T A L S A. The Contract (as defined below) was entered into by and between the Parties hereto for the provision of conducting an evaluation of self-insured liability and workers compensation actuarial study and cost allocation programs, as detailed therein. B. The Parties now wish to amend the Contract in order to increase the compensation by Twenty-Seven Thousand Dollars from Forty Thousand Five Hundred Dollars to a new not to exceed amount of Sixty-Seven Thousand Five Hundred Dollars, and to extend the term for two additional years through June 30, 2027, as detailed herein. NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the Parties agree: SECTION 1. Definitions. The following definitions shall apply to this Amendment: a. Contract. The term “Contract” shall mean Contract No. S22184359 between CONSULTANT and CITY, dated July 1, 2022. b. Other Terms. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Contract. SECTION 2. Section 2 entitled “TERM” of the Contract is hereby amended to read as follows: The term of this Agreement shall be from the date of its full execution through June 30, 2027 unless terminated earlier pursuant to Section 19 (Termination) of this Agreement. Docusign Envelope ID: 2E488CA7-C9DA-45EF-9B4F-53AB91EF63C2 Vers.: Aug. 5, 2019 Page 2 of 6 SECTION 3. Section 4 entitled “NOT TO EXCEED COMPENSATION,” of the Contract is hereby amended to read as follows: The compensation to be paid to CONSULTANT for performance of the Services shall be based on the compensation structure detailed in Exhibit C, entitled “COMPENSATION,” including any reimbursable expenses specified therein, and the maximum total compensation shall not exceed Sixty-Seven Thousand Five Hundred Dollars ($67,500). The hourly schedule of rates, if applicable, is set out in Exhibit C-1, entitled “SCHEDULE OF RATES.” Any work performed or expenses incurred for which payment would result in a total exceeding the maximum compensation set forth in this Section 4 shall be at no cost to the CITY. SECTION 4. The following exhibit(s) to the Contract is/are hereby amended or added, as indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are hereby incorporated in full into this Amendment and into the Contract by this reference: a. Exhibit “C” entitled “COMPENSATION, AMENDMENT NO. 1”,AMENDED, REPLACES PREVIOUS. b. Exhibit “C-1” entitled “SCHEDULE OF RATES, AMENDMENT NO. 1”,AMENDED, REPLACES PREVIOUS. SECTION 5. Legal Effect. Except as modified by this Amendment, all other provisions of the Contract, including any exhibits thereto, shall remain in full force and effect. SECTION 6. Incorporation of Recitals. The recitals set forth above are terms of this Amendment and are fully incorporated herein by this reference. (SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.) Docusign Envelope ID: 2E488CA7-C9DA-45EF-9B4F-53AB91EF63C2 Vers.: Aug. 5, 2019 Page 3 of 6 SIGNATURES OF THE PARTIES IN WITNESS WHEREOF, the Parties have by their duly authorized representatives executed this Amendment effective as of the date first above written. CITY OF PALO ALTO Purchasing Manager APPROVED AS TO FORM: City Attorney or designee PRIME ACTUARIAL CONSULTING LLC dba BICKMORE ACTUARIAL Officer 1 By: Name: Title: Officer 2 By: Name: Title: Attachments: Exhibit “C” entitled “COMPENSATION, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS). Exhibit “C-1” entitled “SCHEDULE OF RATES, AMENDMENT NO. 1 (AMENDED, REPLACES PREVIOUS). Docusign Envelope ID: 2E488CA7-C9DA-45EF-9B4F-53AB91EF63C2 President Michael Harrington Rian Potvin CFO Vers.: Aug. 5, 2019 Page 4 of 6 EXHIBIT “C” COMPENSATION, AMENDMENT NO. 1 AMENDED, REPLACES PREVIOUS CITY agrees to compensate CONSULTANT for Services performed in accordance with the terms and conditions of this Agreement, and as set forth in the budget schedule below. Compensation shall be calculated based on the rate schedule attached as Exhibit C-1 up to the not to exceed budget amount for each task set forth below. CITY’s Project Manager may approve in writing the transfer of budget amounts between any of the tasks or categories listed below, provided that the total compensation for the Services, including any specified reimbursable expenses, and the total compensation for Additional Services (if any, per Section 4 of the Agreement) do not exceed the amounts set forth in Section 4 of this Agreement. CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY. BUDGET SCHEDULE TASK NOT TO EXCEED AMOUNT Task 1 (Worker’s Compensation Actuarial Report $4,750 per year, 5 year total) $23,750 Task 2 (Worker’s Compensation Cost Allocation - $2,000 per year, 5 year total) $10,000 Task 3 (Liability Actuarial Report - $4,750 per year, 5 year total) $23,750 Task 4 (Liability Cost Allocation - $2,000 per year, 5 year total) $10,000 Sub-total for Services $67,500 Reimbursable Expenses (if any) $0 Total for Services and Reimbursable Expenses $67,500 Additional Services (if any, per Section 4) $0 Maximum Total Compensation $67,500 REIMBURSABLE EXPENSES CONSULTANT’S ordinary business expenses, such as administrative, overhead, administrative support time/overtime, information systems, software and hardware, photocopying, telecommunications (telephone, internet), in-house printing, insurance and Docusign Envelope ID: 2E488CA7-C9DA-45EF-9B4F-53AB91EF63C2 Vers.: Aug. 5, 2019 Page 5 of 6 other ordinary business expenses, are included within the scope of payment for Services and are not reimbursable expenses hereunder. Reimbursable expenses, if any are specified as reimbursable under this section, will be reimbursed at actual cost. The expenses (by type, e.g. travel) for which CONSULTANT will be reimbursed are: NONE up to the not-to-exceed amount of: $0.00. Docusign Envelope ID: 2E488CA7-C9DA-45EF-9B4F-53AB91EF63C2 Vers.: Aug. 5, 2019 Page 6 of 6 EXHIBIT “C-1” SCHEDULE OF RATES, AMENDMENT NO. 1 AMENDED, REPLACES PREVIOUS CONSULTANT’s schedule of rates is as follows: HOURLY RATES: Partner $340 Manager $290 Actuarial Staff $140 Administrative Staff $56 Docusign Envelope ID: 2E488CA7-C9DA-45EF-9B4F-53AB91EF63C2 Certificate Of Completion Envelope Id: 2E488CA7-C9DA-45EF-9B4F-53AB91EF63C2 Status: Completed Subject: Complete with Docusign: Final S22184359 Amend No 1. Bickmore Actuarial.pdf Source Envelope: Document Pages: 6 Signatures: 2 Envelope Originator: Certificate Pages: 2 Initials: 0 Alice Harrison AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 250 Hamilton Ave Palo Alto , CA 94301 Alice.Harrison@CityofPaloAlto.org IP Address: 71.204.184.225 Record Tracking Status: Original 2/10/2025 11:46:20 AM Holder: Alice Harrison Alice.Harrison@CityofPaloAlto.org Location: DocuSign Security Appliance Status: Connected Pool: StateLocal Storage Appliance Status: Connected Pool: City of Palo Alto Location: DocuSign Signer Events Signature Timestamp Michael Harrington mharrington@bickmoreactuarial.net President Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 216.115.4.146 Sent: 2/10/2025 11:49:41 AM Viewed: 2/10/2025 5:37:48 PM Signed: 2/10/2025 5:38:28 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Rian Potvin rpotvin@bickmoreactuarial.net CFO Security Level: Email, Account Authentication (None)Signature Adoption: Uploaded Signature Image Using IP Address: 216.115.4.146 Sent: 2/10/2025 5:38:30 PM Viewed: 2/11/2025 9:00:12 AM Signed: 2/11/2025 9:02:19 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Alyssa Ching alyssa.ching@cityofpaloalto.org Administrative Assistant Security Level: Email, Account Authentication (None) Sent: 2/11/2025 9:02:20 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Carbon Copy Events Status Timestamp Rocelyn Fernando Rocelyn.Fernando@CityofPaloAlto.org Finance Manager City of Palo Alto Security Level: Email, Account Authentication (None) Sent: 2/11/2025 9:02:21 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 2/10/2025 11:49:41 AM Certified Delivered Security Checked 2/11/2025 9:00:12 AM Signing Complete Security Checked 2/11/2025 9:02:19 AM Completed Security Checked 2/11/2025 9:02:21 AM Payment Events Status Timestamps