Loading...
HomeMy Public PortalAbout047-2022 - Wayne County Insurance Services - broker services PROFESSIONAL CONSULTIN/G SERVICES AGREEMENT THIS AGREEMENT made and entered into this 3/" day of , 2022, and referred to as Contract No. 47-2022, by and between the City of Richmon , Indiana, a municipal corporation acting by and through its Board of Public Works and Safety (hereinafter referred to as the "City") and Wayne County Insurance Services, 1 Glen Miller Parkway, Richmond, Indiana, 47374 (hereinafter referred to as the"Contractor"). SECTION I. STATEMENT AND SUBJECT OF WORK City hereby retains Contractor to provide professional consultation and insurance brokerage services in connection with Property and Liability, Risk Management, and Workers' Compensation for the City of Richmond, Indiana, for the 2022 and 2023 calendar years. The proposal of Contractor and related Business Associate Agreement is attached hereto as Exhibit "A", which Exhibit consists of one (1)page, and is hereby incorporated by reference and made a part of this Agreement. Contractor shall perform all work and provide all services described on Exhibit Should any provisions, terms, or conditions contained in any of the documents attached hereto as Exhibits, or in any of the documents incorporated by reference herein, conflict with any of the provisions, terms, or conditions of this Agreement, this Agreement shall be controlling. Contractor shall perform all work herein in a timely manner, conforming to all applicable professional standards. The Contractor shall furnish all labor, material, equipment, and services necessary for the proper completion of all work specified. No performance of services shall commence until the following has been met: 1. The City is in receipt of any required certificates of insurance; 2. The City is in receipt of any required affidavit signed by Contractor in accordance with Indiana Code 22-5-1.7-11(a)(2); and 3. A purchase order has been issued by the Purchasing Department. SECTION II. STATUS OF CONTRACTOR Contractor shall be deemed to be an independent contractor and is not an employee or agent of the City of Richmond. The Contractor shall provide, at its own expense, competent supervision of the work. Contract No.47-2022 Page 1 of 6 SECTION III. COMPENSATION City shall pay Contractor a total amount not to exceed One Dollar and Zero Cents ($1.00), which amount is acknowledged by Contractor to be received and paid in full, and which amount is considered and deemed by the parties to be adequate, good, and valuable consideration for purposes of this Agreement. Standard commissions shall be accepted by Contractor. Specifically, Contractor is paid pursuant to a disclosed commission schedule which is split with Gregory & Appel Insurance as described in Exhibit B to this Agreement,which Exhibit is attached hereto and incorporated herein by reference. Said commission shall be deemed adequate, good, and valuable consideration for purposes of this Agreement. SECTION IV. TERM OF AGREEMENT This Agreement shall be effective when signed by all parties and shall continue in effect until December.31, 2023. The City shall retain an option to renew this Agreement with the same terms and conditions for another two-year term during the 2024 and 2025 calendar years. Notwithstanding the term of this Agreement, City may terminate this Agreement in whole or in part, for cause, at any time by giving at least sixty (60) working days written notice specifying the effective date and the reasons for termination which shall include but not be limited to the following: a. failure,for any reason of the Contractor to fulfill in a timely manner its obligations under this Agreement; b. submission of a report, other work product, or advice,whether oral or written,by the Contractor to the City that is incorrect, incomplete, or does not meet reasonable professional standards in any material respect; c. ineffective or improper use of funds provided under this Agreement; d. suspension or termination of the grant funding to the City under which this Agreement is made; or e. unavailability of sufficient funds to make payment on this Agreement. In the event of such termination, the City shall be required to make payment for all work performed prior to the date this Agreement is terminated,but shall be relieved of any other responsibility herein. This Agreement may also be terminated, in whole or in part, by mutual Agreement of the parties by setting forth the reasons for such termination, the effective date, and in the case of partial termination, the portion to be terminated. This Agreement may also be terminated by the City if a force-majeure event occurs and the results or aftereffects of said event causes the performance of this Agreement to become impossible or highly impracticable. Said event or results or aftereffects of said event would include events or effects Page 2 of 6 which the parties to this Agreement could not have anticipated or controlled. Examples of a force- majeure event, or its results, would include, but would not be limited to, events such as an Act of God, an Act of Nature, an Act of Law, or an Emergency Act of Executive Enforcement of the Federal government,the State of Indiana, or local government. SECTION V. INDEMNIFICATION AND INSURANCE Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to person or property or any other claims which may arise from the Contractor's conduct or performance of this Agreement, either intentionally or negligently; provided, however, that nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts of the City, its officers, agents, or employees. Contractor shall as a prerequisite to this Agreement, purchase and thereafter maintain such insurance as will protect it from the claims set forth below which may arise out of or result from the Contractor's operations under this Agreement, whether such operations by the Contractor or by any sub-contractors or by anyone directly or indirectly employed by any of them, or by anyone for whose acts the Contractor may be held responsible. Coverage Limits A. Worker's Compensation&Disability Requirements Statutory B. Employer's Liability $100,000 C. Malpractice/Errors & Omissions Insurance $1,000,000 each occurrence $2,000,000 each aggregate SECTION VI. COMPLIANCE WITH WORKER'S COMPENSATION LAW Contractor shall comply with all provisions of the Indiana Worker's Compensation law, and shall, before commencing work under this Agreement, provide the City a certificate of insurance, or a certificate from the industrial board showing that the Contractor has complied with Indiana Code Sections 22-3-2-5, 22-3-5-1 and 22-3-5-2. If Contractor is an out of state employer and therefore subject to another state's worker's compensation law, Contractor may choose to comply with all provisions of its home state's worker's compensation law and provide the City proof of such compliance in lieu of complying with the provisions of the Indiana Worker's Compensation Law. SECTION VII. COMPLIANCE WITH INDIANA E-VERIFY PROGRAM REQUIREMENTS Pursuant to Indiana Code 22-5-1.7, Contractor is required to enroll in and verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program. Contractor is not required to verify the work eligibility status of all newly hired employees of the contractor through the Indiana E-Verify program if the Indiana E-Verify program no longer exists. Prior to the performance of this Agreement, Contractor shall provide to the City its signed Affidavit affirming that Contractor does not knowingly employ an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). In the event Contractor violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than thirty (30) days after the City notifies the Contractor of the Page 3 of 6 • violation. If Contractor fails to remedy the violation within the thirty (30) day period provided above, the City shall consider the Contractor to be in breach of this Agreement and this Agreement will be terminated. If the City determines that terminating this Agreement would be detrimental to the public interest or public property, the City may allow this Agreement to remain in effect until the City procures a new contractor. If this Agreement is terminated under this section, then pursuant to IC 22-5-1.7-13 (c)the Contractor will remain liable to the City for actual damages. SECTION VIII. IRAN INVESTMENT ACTIVITIES Pursuant to Indiana Code (IC) 5-22-16.5, Contractor certifies that Contractor is not engaged in investment activities in Iran. In the event City determines during the course of this Agreement that this certification is no longer valid, City shall notify Contractor in writing of said determination and shall give contractor ninety (90) days within which to respond to the written notice. In the event Contractor fails to demonstrate to the City that the Contractor has ceased investment activities in Iran within ninety (90) days after the written notice is given to the Contractor, the City may proceed with any remedies it may have pursuant to IC 5-22-16.5. In the event the City determines during the course of this Agreement that this certification is no longer valid and said determination is not refuted by Contractor in the manner set forth in IC 5-22-16.5, the City reserves the right to consider the Contractor to be in breach of this Agreement and terminate the agreement upon the expiration of the ninety(90) day period set forth above. SECTION IX. PROHIBITION AGAINST DISCRIMINATION A. Pursuant to Indiana Code 22-9-1-10, Contractor, any sub-contractor, or any person acting on behalf of Contractor or any sub-contractor shall not discriminate against any employee or applicant for employment to be employed in the performance of this Agreement, with respect to hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of race, religion, color, sex, disability, national origin, or ancestry. B. Pursuant to Indiana Code 5-16-6-1,the Contractor agrees: 1. That in the hiring of employees for the performance of work under this Agreement of any subcontract hereunder, Contractor, any subcontractor, or any person acting on behalf of Contractor or any sub-contractor, shall not discriminate by reason of race, religion, color, sex, national origin or ancestry against any citizen of the State of Indiana who is qualified and available to perform the work to which the employment relates; 2. That Contractor, any sub-contractor, or any person action on behalf of Contractor or any sub-contractor shall in no manner discriminate against or intimidate any employee hired for the performance of work under this Agreement on account of race, religion, color, sex,national origin or ancestry; 3. That there may be deducted from the amount payable to Contractor by the City under this Agreement, a penalty of five dollars ($5.00) for each person for each calendar Page 4 of 6 day during which such person was discriminated against or intimidated in violation of the provisions of the Agreement; and 4. That this Agreement may be canceled or terminated by the City and all money due or to become due hereunder may be forfeited, for a second or any subsequent violation of the terms or conditions of this section of the Agreement. C. Violation of the terms or conditions of this Agreement relating to discrimination or intimidation shall be considered a material breach of this Agreement. SECTION X. RELEASE OF LIABILITY Contractor hereby agrees to release and hold harmless the City and all officers, employees, or agents of the same from all liability for negligence which may arise in the course of Contractor's performance of its obligations pursuant to this Agreement. SECTION XI. MISCELLANEOUS This Agreement is personal to the parties hereto and neither party may assign or delegate any of its rights or obligations hereunder without the prior written consent of the other party. Any such delegation or assignment, without the prior written consent of the other party, shall be null and void. This Agreement shall be controlled by and interpreted according to Indiana law and shall be binding upon the parties, their successors and assigns. This document constitutes the entire Agreement between the parties, although it may be altered or amended in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both parties. By executing this Agreement the parties agree that this document supersedes any previous discussion, negotiation, or conversation relating to the subject matter contained herein. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and any suit arising out of this Contract must be filed in said courts. The parties specifically agree that no arbitration or mediation shall be required prior to the commencement of legal proceedings in said Courts. By executing this Agreement, Contractor is estopped from bringing suit or any other action in any alternative forum,venue, or in front of any other tribunal, court, or administrative body other than the Circuit or Superior Courts of Wayne County, Indiana,regardless of any right Contractor may have to bring such suit in front of other tribunals or in other venues. Any person executing this Contract in a representative capacity hereby warrants that he/she has been duly authorized by his or her principal to execute this Contract. In the event of any breach of this Agreement by Contractor, and in addition to any other damages or remedies, Contractor shall be liable for all costs incurred by City in its efforts to enforce this Agreement, including but not limited to, City's reasonable attorney's fees. Page 5 of 6 In the event that an ambiguity, question of intent, or a need for interpretation of this Agreement arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement at Richmond, Indiana, as of the day and year first written above, although signatures may be affixed on different dates. "CONTRACTOR" "CITY" WAYNE COUNTY THE CITY OF RICHMOND, INSURANCE SERVICES INDIANA by and through its 1 Glen Miller Parkway Board of Public Works and Safety Richmond,IN 47374 6 By: feZ----e--- By: Viat‘ /�// Member Vicki Robinson,President OnA, 0.9f7:5 By: (-)?At-j By: Member Emily Pa er, Member / Of "-* By: Member Matt Evans,Member By: APPROVED: I ber —David . Sn w, or Date: Date: Q i( o l -24.22-,1--- Page 6 of 6 . , ' .: Gregory Gregory&Appel Insurance �` 1402 N.Capitol Ave,Ste.400 Indianapolis,::::: �1p el I N S U R A N C E gregoryappel.com Service agreement between Gregory&Appel Insurance and City of Richmond for standard commission split between yne Couny!Insur�ance'ser,vices and Gregory&Appel Insurance. Gregory&Appel Insurance in conjunction with the Wayne County Insurance Services will: 1. Understand current marketplace and be vigilant in marketing the entire account or lines of coverage as needed to provide the city with the broadest coverages for the best premium. 2. Ensure coverages are in place for exposures relevant to the City and review policies as received for accurate policy structure. 3. Assist the City to secure cyber insurance coverage. This includes accessing over 30 cyber insurance companies as well as providing the City with risk management services and guidance to put the City in the best possible place to make the City as marketable as possible through good cyber hygiene. 4. Prompt attention to questions from the City. 5. Engage our Public Entity Risk Practice team: a. Andy Brown,Senior VP: Account executive and manger of the placement and risk services. b. Camille talbot,Account Manager: Daily service and account management. c. Amanda Ryan,CSA: Day to day service needs including Certificates, policy changes. d. Charlie Vaught,Risk Analyst: Assistance in establishing safety teams, attendance of those safety meetings,claim reviews, property inspections as requested, manage carrier loss control efforts, large claim assistance. e. Ashton Balch,Claims Advocate: timely reporting of liablity, auto and property claims, manage and oversee those claims and advocate for the City of Richmond. 6. Review Department losses as frequently as the City would request, suggestion is quarterly. Will need City leadership assistance in establishing. 7. Conduct on-site department meeting as needed or asked for by the City. 8. Conduct needed department training either by Gregory&Appel employee or outside loss control carrier partner. 9. Assist the City in establishing City wide Safety goals and objectives. 10. At the City's request provide seminar trainings on emerging topics. Some seminar examples can include Diversity Training,Avoiding Sexual Harassment. If the City has a specific need that is within Gregory&Appel capability we will work to develop and present that seminar. 11. Provide statistical analysis of the workers compensation experience mod on an annual basis through Modmaster. 12. Work on behalf of the City of Richmond in all aspects of risk management including coverage placement, loss control and claims services to lower the cost of risk. If a Gregory&Appel employee provides service work to the City of Richmond,there will be no additional cost for that service. It is our desire to be a Risk management partner for the City of Richmond. [EXHIBIT _PAGE l OF l • .ate. iI !man' Murphy<Imurphy@richmondindiana.gov> Professional Services Agreement 2 messages Andy Brown <ABrown@gregoryappel.com> Mon, Mar 21,2022 at 12:56 PM To: Imani Murphy<imurphy@richmondindiana.gov> Cc: "ericv@vanvleetinsurance.com"<ericv@vanvleetinsurance.com>, "bradv@vanvleetinsurance.com" <bradv@vanvleetinsurance.com>, Camille Talbot<CTalbot@gregoryappel.com> Imani- I have read through and in principal I agree with the agreement. However the commission percentage changed with the move to a new carrier. The move was due because of our vigilance in the market place understanding that the OneBeacon/Intact outcome may be imminent as well as pricing. While we had other programs for the City to consider, Travelers was the best program for the best pricing. The City will save around $200,000 in premium reduction for this current policy term. But standard commission is different with Travelers than it was with Intact. Also we were able to secure an annual cyber program. The following is the disclosed commission schedule for the new program that is split with Wayne County Insurance Services. `;EXHIBIT _g_PAGE • AVIATION 15% POLL-USTs 15% POLL/PREM Landfill 10% Accident&Disability 10% Work Comp 8% Property 13% EQPT 13% Crime 15% AUTO 20% EXCESS 20% PACKAGE-Liability 20% CYBER 14% Best- Andy Andy Brown Senior Vice President, Property&Casualty I Gregory&Appel p: 317.686.6481 m: 317.529.3805 w:gregoryappel.com NEWS FEATURE Cyber crime is growing—knowing how to g get the right coverage is more important .'than ever. G&A Diss:aimcr Imani Murphy<imurphy@richmondindiana.gov> Mon, Mar 21, 2022 at 3:02 PM Draft [Quoted text hidden]