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CSAC Excess Insurance Authority
Exigis, LLC
Participating Entity Service Agreement
This agreement is made and entered into as of 3/J Lf /J'J , between the CSAC Excess
Insurance Authority, hereinafter referred to as "EIA" and City of Carlsbad, CA ,
hereinafter referred to as "Participant".
Whereas, the EIA has entered into an agreement with Exigis, LLC to provide certificate
of insurance management services; and
Whereas, Participant desires to receive services from Exigis, LLC as provided in the
attached Service Agreement between Exigis, LLC and the EIA, which is attached hereto
and incorporated herein as Addendum A.
Therefore, be it resolved that:
Participant agrees to utilize Exigis, LLC's system and services under the same terms and
conditions provided for in the agreement between the EIA and Exigis, LLC.
Participant agrees to abide by all terms and conditions set forth in the agreement.
Participant agrees to pay annual service fees and any other fees associated with this
service based upon the attached Exhibit D-_1__7 Member Statement of Services for
City of Carlsbad, CA , and pursuant to Resolution 812-002, or
the most recently published Invoicing and Payment Policy.
This agreement shall become effective 31 11 17 , and shall be in force until either party
terminates the agreement, per the terms of the master contract. If either party terminates
this agreement, the Participant shall be provided the opportunity to contract directly with
Exigis, LLC for certificate management services.
City of Carlsbad CSAC Excess Insurance Authority
Name:
Title:
Charles McBride Name:
Admin. Services Director Title:
p L G. EDMONSON
9-. Assistant City Attom8'l
City of Cartabad : ,: . r . :·
George Reynolds
CIO
.. , .
Resolution No. B12·002
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE CSAC EXCESS
INSURANCE AUTHORITY ADOPTING AN INVOICING AND PAYMENT POLICY
WHEREAS, the CSAC Excess Insurance Authority recognizes the importance of
making timely payments to insurers, claimants, and others who provide coverage and
services to members;
WHEREAS, late payment to insurers and others may result in cancellation of
coverage or services which may affect all members of a program;
WHEREAS, the timely payment of Authority invoices by some members and the
untimely payment of Authority invoices by others creates an inequity among members;
and
WHEREAS, the JPA provides that penalties for late payment of Authority invoices
may be determined and assessed by the Board of Directors (Article 17(e)).
\
NOW, THEREFORE, BE IT RESOLVED THAT THE BOARQ OF DIRECTORS
OF THE CSAC EXCESS INSURANCE AUTHORITY HEREBY ADOPTS THE
FOLLOWING POLICY, WHICH SUPERCEDES AND REPLACES RESOLUTION NO.
06-002:
I. EIA shall endeavor to mail invoices to members as soon as practicable.
II. Invoices shall be due and payable upon receipt and shall become
delinquent 30 calendar days from the date of invoice or effective date of
coverage or on some other specified delinquent date, whichever is latest.
Ill. A "Delinquent Notice" shall be mailed by EIA on or about the delinquent
date reminding the member of the terms of this policy.
IV. Following a grace period of 15 calendar days from the mailing of the
delinquent notice, interest will be assessed on any amounts which remain
unpaid. The interest charge will accrue beginning on the first day following
the delinquent date but will be waived on any amounts paid during the
grace period.
V. The interest rate shall be equal to the rate established by the Inter-fund
Borrowing Policy plus 4%.
VI. A separate invoice for interest charges shall be mailed to members upon
receipt of funds after the expiration of the grace period.
VII. Any invoices remaining unpaid for a period of 90 days beyond the grace
period shall be reviewed by the Executive Committee.
,.,,
Resolution No. B12-002
Invoicing and Payment Policy
Page2
VIII. Notwithstanding any other prov1s1on to the contrary regarding late
payment of invoices or cancellation from a program, at the discretion of
the Executive Committee, any member that fails to pay an invoice when
due may be given a ten (1 0) day written notice of cancellation.
PASSED AND ADOPTED by the Board of Directors of the CSAC Excess Insurance
Authority, this 1st day of June, 2012, by the following vote:
AYES: Counties of Alameda, Butte, Contra Costa, El Dorado, Fresno, lnyo, Kings,
Lassen, Mendocino, Merced, Nevada, Orange, Placer, Riverside, Sacramento, San
Diego, San Joaquin, San Luis Obispo, Santa Barbara, Santa Clara, Shasta, Sierra,
Solano, Stanislaus, Sutter, Tehama, Trinity, Tulare, Ventura, Yuba and Thomas Vance,
Charlie Mitchell, Teri Enos-Guerrero, Larry Moss, Scott Schimke and Ashley Fenton
NOES: None
ABSENT: Counties of Alpine, Amador, Calaveras, Colusa, Del Norte, Glenn, Humboldt,
Imperial, Kern, Lake, Madera, Marin, Mariposa, Modoc, Mono, Monterey, Napa, Plumas,
San Benito, Santa Cruz, Siskiyou, Sonoma, Tuolumne, Yolo and Marton Robbins,
Kimberly J. Greer, Deborah Grant and Lynne Margolies
ABSTAIN: None
ATTEST:
Michael Fleming Scott Schimke
Chief Executive Officer.7SiiCillltai:V President, CSAC Excess Insurance Authority
EXHIBIT D-27
MEMBER STATEMENT OF SERVICES (uSOS")
This Statement of Services ("SOS") is entered into effective March P\ 2017 ("Effective Date") by and
between EXIGIS, LLC. a New York Limited Liability Company located at 589 8th Avenue, Floor 8, New
York, NY 10018 ("EXIGIS"), and City of Carlsbad, CA, located at 1200 Carlsbad Village Drive Carlsbad, CA
92008 ("Member").
The initial term of Services of this SOS shall be for a period of twelve (12) months commencing on the
Effective Date and renewing annually thereafter until otherwise terminated by Member pursuant to
Section 9 oftheAgreement.
PROJECT OVERVIEW
EXIGIS will provide Member with RiskWorks and the rm.Compliance and rm.Reports Application Modules
(the "Software"), and perform annual services in support thereof (the "Services").
Software will be used to administer and execute third party insurance compliance functions including:
distributing and receiving communications to/from Vendors and Insurance Brokers; processing and
validating incoming insurance certificates and defined policy endorsements; verifying compliance with
contractual insurance requirements; managing annual renewals of insurance documents and; maintaining
an electronic archive of insurance documentation and Vendor account information.
EXIGIS will use Software to: distribute process communications (including: insurance information
requests, reminders, notices, renewal requests, etc.); create and maintain Vendor account profiles;
receive and process Standard Insurance Documents; perform data extraction of pertinent insurance
information; evaluate compliance of insurance information with contractually mandated minimums and;
maintain a searchable and readily accessible archive of insurance records, related documentation and
Vendor account information.
Member will use Software to: monitor compliance status, progress, and activity; access Vendor account
information; view Vendor compliance evaluation(s), certificates of insurance, policy endorsements, and
process communications; review exceptions and respond to terminal compliance deficiencies (i.e. waive,
reject, return for further revision, etc.) and; search activity history and account archives.
Member will use Software to: run template reports; create ad-hoc reports and; export and save data,
Vendor account details, and compliance information from Software to MS Excel or Adobe PDF.
DESCRIPTION OF TECHNOLOGY
EXIGIS will configure and deliver Software per the standard specifications and scope allocations defined in
the Standard Project Template and in accordance with this SOS and accompanying Business Requirements
Document (the "Requirements Document").
EXIGIS, LLC. Exhibit D-27 'Member Statement of Services ("SOS")'
City of Carlsbad, CA
.·
22 February 2017
Configuration
1. Workflows
Standard Business Rules configured to underpin the execution of process events
a. New Vendor-Account/Insurance Registration
b. Document Processing -Intake and Evaluation of Insurance Documentation
c. Compliant Vendor-Validation of Insurance Compliance
d. Noncompliant Vendor-Identification of Unresolved Insurance Deficiency
e. Compliance Exception-Escalation and Waiver of Terminal Deficiency
f. Notice of Default-Unaccepted Terminal Deficiency
g. Certificate of Insurance-Renewal of on-File Document
Page 2 of 10
Version: 2.0
Non-Standard Business Rules custom configured according to additional or unique project
requirements
h. None
2. Document Types
Standard Insurance Documents used to evaluate third party insurance and compliance with
specified contract minimums
a. Certificates of Insurance:
i. ACORD 24/27-Certificate of Property
ii. ACORD 25 -Certificate of Liability Insurance
iii. ACORD 101-Additional Remarks
b. Endorsements:
i. ISO CG 20 10/37-Additional Insured Endorsement
ii. ISO CG 24 04-Waiver of Transfer of Rights of Recovery Endorsement
c. Other:
i. California State Workers' Compensation Certificates
Non-Standard Insurance Documents custom configured according to additional or unique project
requirements
d. None
3. Product Lines
Standard Product Lines required of third parties per specified Contract Type
a. Commercial General Liability
b. Automobile Liability
c. Workers' Compensation
d. Employer's Liability
e. Professional Liability (Errors and Omissions)
f. Property Insurance
g. Pollution Liability
h. Builder's Risk
i. Fidelity Bond
EXIGIS, LLC. Exhibit D-27 'Member Statement of Services {"SOS")'
City of Carlsbad, CA
I 22 February 2017
j. Excess/Umbrella Liability
4. Contract Types
Page 3 of 10
Version: 2.0
Standard Insurance Profiles used to evaluate and measure third party compliance with specified
contractual insurance requirements
a. Type 1: <TBD>
b. Type 2: <TBD>
c. Type 3: <TBD>
d. Type 4: <TBD>
e. Type 5: <TBD>
f. Type 6: <TBD>
g. Type 7: <TBD>
h. Type 8: <TBD>
Non-Standard Insurance Profiles custom configured according to additional or unique project
requirements
i. None
5. Report Templates
Standard System Report Templates preconfigured and available via rm.Reports
a. Active Vendor Account Report
b. Compliance Vendor Report
c. Pending Vendor Report
d. Vendor Renewal Report-by Month
e. Terminal (Nonresponsive) Vendor Report
Non-Standard System Report Templates custom configured according to additional or unique
project requirements
f. None
Infra structure
The following annual infrastructure allocations are included in this SOS:
1. Data Storage/Bandwidth: Up to twenty (20) GBs
2. Email Extension(s): Up to one (1) extension for submission of Insurance Documents
3. Telephone Line(s): Standard Toll Free
User Access
Users shall refer to those authorized individuals in the employ of Member including employees, agents,
and representatives. The following User Licenses and Access allocations are included in this SOS:
1. Member: Up to one hundred (100) total Users
EXIGIS, LLC. Exhibit D-27 'Member Statement of Services {"SOS")'
City of Carlsbad, CA
22 February 2017
Type Description
Administrator Manager of Software and Application Permissions,
Workflows and Business Rules
Reviewer Reviewer of Compliance Exceptions
Requestor Standard User and Initiator of Compliance
Requests
DESCRIPTION OF SERVICES
Messaging and Communications
Page 4 of 10
Version: 2.0
Allocation
Up to two (2}
Administrators
Up to ten (10}
Reviewers
Up to eighty-eight (88}
Requestors
EXIGIS will perform standardized recurring communication 'campaigns' targeting Vendors and/or
Insurance Brokers for the purposes of obtaining the submission of required insurance documentation
(including renewal information} or resolving any identified insurance deficiencies. The following annual
messaging allocations are included in this SOS:
Format and Description Unit Allocation
Email -Electronic Messages· Generated by Per Compliance Up to thirteen (13}
RiskWorks to Vendors or Insurance Brokers Evaluation Emails, per annum
Telephone-Outbound Calls by EX/GIS Customer Per Compliance Up to one (1}
Services to Unresponsive Vendors or Insurance Evaluation Call, per annum
Brokers
Mail -Letters Distributed by EX/GIS to Per Compliance Up to one (1}
Unresponsive Vendors Evaluation Letter, per annum
Standard Communication Plan
The below table outlines the annual communications plan included in this SOS. Plan components,
message timing, distribution sequence, and number of outreach attempts may be revised and refined
according to Member preferences, within the confines of the scope allotted in the Requirements
Document and may be subject to out of scope fees (where/if applicable}.
Step I Description Timing
Process Introduction
#1 Welcome Notice to Vendor-Submit ~ 1 business day from Software launch
Insurance Documents or registration of new Vendor
Vendor Registration
#2 Notification to Vendor-Submit + 2 days after issuance of# 1
Insurance Documents
#3 Final Notice to Vendor + 5 days after issuance of #2
(copy to Member contact}
Insurance Submission Request/Reminder
#4 Notification to Vendor or Broker-+ 2 days after issuance of #3
Submit Insurance Documents
EXIGIS, LLC. Exhibit D-27 'Member Statement of Services ("SOS")'
City of Carlsbad, CA
Format
Email
Email
Email
Email
22 February 2017
#5 Final Notice to Vendor or Broker + 5 days after issuance of #4
(copy to Member contact)
Renewal Submission Request/Reminder
#6 Notification to Vendor-Submit Renewal + 15 days prior to coverage expiration
Insurance Documents [pre-expiration]
pt Renewal Reminder to Vendor-+ 0 day from coverage expiration
#7 Submit Renewal Insurance Documents
[expiration day]
#8 Notification to Broker-Submit Renewal + 15 days after issuance of #7
Insurance Documents [post-expiration]
#9 2"d Renewal Reminder to Broker + 21 days after issuance of #8
[post-expiration]
#10 Final Notice to Vendor [post-expiration] + 21 days after issuance of #9
(copy to Member contact)
Status Notification -Non-Compliant or Incomplete Submission
#11 Notification to Vendor-~ 1 business day from identification of
Complete/Revise Insurance Documents deficiencies
# 12 2"d Notification to Vendor-+ 15 days after issuance of #11
Complete/Revise Insurance Documents
# 13 Final Notice to Vendor + 21 days after issuance of #12
(copy to Member contact)
Cancelled Coverage Notification
Notification to Vendor-Status Change, + 0 business days from receipt of
#14 Noncompliant Profile Cancellation Notification
(copy to Member contact)
# 15 Final Notice to Vendor + 5 business days after issuance of #14
(copy to Member contact)
Compliance Evaluation
Page 5 of 10
Version: 2.0
Email
Email
Phone
Email
Email
Letter
Email
Email
Email
Email
Email
EXIGIS will perform 550 Insurance Compliance Evaluations per annum. Insurance Compliance will be
measured and maintained in accordance with the minimum requirements set forth in the specified
Contract Type (as defined herein) and includes the intake [via Electronic 'Drop-Box' or Email], processing,
and imaging of 2,200 Certificates of Insurance and Endorsements (or an average of 4 Insurance Documents
per Insurance Compliance Evaluation).
Education and Training
EXIGIS will provide customized education and role-based training to Member for the purposes of
acclimating Users to Software and role/task responsibilities. The 'following standard training allocations
are included in this SOS:
Format and Description
Web
Segmented Application and Role Specific
Webinar Session
EXIGIS, LLC. Exhibit D-27 'Member Statement of Services ("SOS")'
City of Carlsbad, CA
Parameters Allocation
30 Minute Web Up to two (2) Web Sessions
Session (Year-1 Only)
22 February 2017 Page 6 of 10
Version: 2.0
In supplement to the above training, as part of the SOS, EXIGIS will publish and distribute three (3) two
page 'User Guide' brochures, one each for: (1) Member; (2) Vendors; and (3) Insurance Brokers.
User Support
EXIGIS will provide multichannel support available to Member and third party Vendors and Insurance
Brokers. The following channels and annual support allocations are included in this SOS:
Service Parameters Allocation
Telephone Business Hours 5:30am to 5:00 pm PST,
Live phone support by Customer Monday through Friday Monday to Thursday
Support Representatives 5:30am to 5:00 pm PST, Friday
Web-to-Case Business Hours 5:30am to 5:00 pm PST,
Email to submit inquiries directly to Monday through Friday Monday to Thursday
Customer Support desk 5:30 am to 5:00 pm PST, Friday
Chat Business Hours 5:30am to 5:00pm PST,
Integrated web chat providing 'live' Monday through Friday Monday to Thursday
access to Customer Support 5:30 am to 5:00 pm PST, Friday
SCOPE AND FEES
The table below summarizes: (i) standard project services and resources included in the EIA Standard
Project Template; and (ii) Non-Standard additional or unique Member-specific requirements.
Project Scope Summary
# Category EIA Standard Project Template Standard Member Allocations Non-Standard Member
Allocations
1 Compliance Variable (per Contract
Evaluations Compliance Evaluation)
2 Process Workflows 7 Standard Workflows
3 Insurance 5 Standard Document Types Documents
4 Product Lines 9 Standard Product Lines
5 Contract Types 8 Standard Contract Types
6 Reports 5 Standard Reports
7 Data Storage Standard-20 GBs
8 User Access Standard -100 Users
9 Communications Standard -13 Emails, 1 Call, and
1 Letter
10 Document Up to 4 Documents Processing
11 Training 2 Web Sessions (Year-1)
Total Standard In-Scope Items:
Total Non-Standard Out of Scope Items:
EXIGIS, LLC. Exhibit D-27 'Member Statement of Services ("SOS")'
City of Carlsbad, CA
Allocations
550 Contract Compliance N/A
Evaluation (per annum)
7 Workflows N/A
5 Document Types N/A
9 Standard Product Lines N/A
8 Standard Contract Types N/A
5 Standard Reports N/A
20GBs N/A
100 Users N/A
13 Emails, 1 Call, and 1 Letter N/A
Up to 4 Documents N/A
2 Web Sessions (Year-1) N/A
11
0
22 February 2017 Page 7 of 10
Version: 2.0
The tables below outline services and resource allocations for the project as defined in this SOS. EXIGIS
anticipates that the effort hours and resource allocations will be sufficient to accommodate the scope and
requirements as known and outlined in this SOS.
Onetime Fees
The table below summarizes total Onetime Project Fees for Standard and Non-Standard (if applicable)
Setup and Configuration ..
Base Estimate of Active Third Party Insurance Records for Upload:
Category
Standard Project Setup and Configuration Fees
Fixed Configuration
Variable Setup
Total Estimated Onetime Setup and Configuration Fee:
Annual Fees
550
Fee
$2,500.00
$ 1.50 Per Active Contract
$3,325.00
·The table below summarizes total Annual Project Fees for Standard and Non-Standard (if applicable)
Software and Account Services.
Base Estimate of Annual Third Party Insurance Compliance Evaluations:
Category
Standard Annual Fees for Software and Services
Variable Software and Services
Total Estimated Annual Fee:
EXIGIS, LLC. Exhibit D-27 'Member Statement of Services ("SOS")'
City of Carlsbad, CA
550
Fee
$ 12.50
Per Compliance Evaluation
$6,875.00
..
22 February 2017 Page 8 of 10
Version: 2.0
PROJECT CONTACTS
The following individuals have been designated as primary project contacts for the term of this SOS:
Member
Role
Primary Project Contact:
Secondary Project Contact:
EXIGIS
Role
Primary Operations Contact:
Project and Operations Services
Senior Operations Contact:
Project and Operations Services
Primary Accounts Contact:
Contracts and Accounts
Senior Accounts Contact:
Contracts and Accounts
EXIGIS, LLC. Exhibit D-27 'Member Statement of Services ("SOS")'
City of Carlsbad, CA
Designated Contact
Ed Garbo
Risk Manager
1635 Faraday Avenue
Carlsbad, CA 92008
Phone: (760) 602-2471
Email: ed.garbo@carlsbadca.gov
<TBD>
<TBD>
Phone:<TBD>
Email: <TBD>.
Designated Contact
Rachel Crull
Account Manager
589 8th Avenue, Floor 8
New York, NY 10018
Phone: {800) 928-1963 Ext. 2268
Email: rachel.crull@exigis.com
Robert Rodriguez, Partner
Director, Operations
589 gth Avenue, Floor 8
New York, NY 10018
Phone: (646) 762-1551
Email: robert.rodriguez@exigis.com
Jasmine Winters
Associate, Business Development and Accounts
3610 Central Avenue, Suite 5
Riverside, CA 92506
Phone: (646) 762-1543
Email: jasmine.winters@exigis.com
Frank J. McMackinJV, Partner
Director, Business Development and Accounts
589 8th Avenue, Floor 8
New York, NY 10018
Phone: (212) 244-4479
Email: frank.mcmackin@exigis.com
22 February 2017
[Signature page to follow]
EXIGIS, LLC. Exhibit D-27 'Member Statement of Services ("SOS")'
City of Carlsbad, CA
Page 9 of 10
Version: 2.0
11 January 2017
SIGNATURES
Page 10 of 10
Version: 1.0
Each Party represents and warrants that on this date they understand and agree to the terms and
conditions of this SOS and are duly authorized to bind their respective principals by their signatures.
CSAC EXCESS INSURANCE AUTHORITY
By:~ .J
<:.._..../
Name: G:Qc G:. Q.w .vo ,o ~
J 2017
CITY OF CARLSBAD, CA
(Member)
By. a~
Name: Charles McBride
Title: __ A_d_m_i_n_. _s_e_r_v_i_c_e_s_D_i_r_e_c_t_o_r_
F~t'-vil-t\ 1.l-_, 2017
EXIGIS, LLC.
evelopment and Account Management
l.1
EXIGIS, LLC. Exhibit D.fi 'Member Statement of Services ("SOS")'
City of Carlsbad, CA