HomeMy WebLinkAbout1995-09-12; City Council; 13300; RENEWING CONSULTANT CONTRACT FOR THE HUMAN RESOURCES DEPARTMENTd -.
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AB # /3,340 TITLE: DEP
MTG. 9-12-95 RENEWING CONSULTANT CONTRACT FOR THE CIT!
CIT! DEPT. HR HUMAN RESOURCES DEPARTMENT
RECOMMENDED ACTION:
CIT~F CARLSBAD - AGEN~ BILL ex-
City Council adopt Resolution No. YSJS- re new i n g t h is cons u Ita n t
con tract.
ITEM EXPLANATION:
The Human Resources Department requires the professional expertise of
Towers Perrin, an employee benefits consulting firm which has the
requisite knowledge and skills to advise the City on its group benefits
programs. This contract renewal is necessary to ensure that a current
contract is in place with Towers Perrin.
Towers Perrin has been the exclusive benefits consultant firm for the Ci
of Carlsbad since 1987. As such, Towers Perrin consultants advise the
City on such matters as health insurance funding, plan design, cost
containment strategies, flexible benefits, benefit rate negotiations, and
other issues related to the City’s health and welfare benefit plans.
With the exception of a slight increase in contractor fees, no significant
changes to this contract have been made since it was last renewed four
years ago.
This agreement is ongoing and may be modified by mutual agreement of
the parties.
(30) days written notice.
FISCAL IMPACT:
The action will have no specific fiscal impact. The City has been
conducting business with this firm for a number of years.
these services of $70,000 have been included in the departmental
operating budget for fiscal year 1995-96.
EXHIBITS:
This contract shall be terminable by either party upon thirt:
The funds for
Resolution No. %-sq
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RESOLUTION NO. 95-255
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, APPROVING AN AGREEMENT
FOR HUMAN RESOURCFS CONSULTING SERVICFS.
WHEREAS, the City Council has determined that it is desirable
and necessary to retain professional group benefits consulting
services.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the
City of Carlsbad, California, as follows:
1. That the above recitation is true and correct.
2. That the City Council approves the attached agreement
(Attachment A) authorizing the retention of Towers Perrin as an
employee benefits consul tan t.
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3. That funds are available in the Human Resources
Department budget for fiscal year 1995-96.
PASSED, APPROVED, AND ADOPTED at a regular meeting of the
City Council of the City of Carlsbad, California, on the
of SEPTEMBER , 1995, by the following Vote, to Wit:
12th day
AYES:
NOES: None
ABSENT: None
Council Members Lewis, Nygaard, Kulchin, Finnila, Hall
ATTEST:
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ALETHA L. RAUTE
(SEAL)
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AGREEMENT
THIS AGREEMENT, made and entered into as of the first day of J
1995, by and between the CITY OF CARLSBAD, a municipal corpora
hereinafter referred to as 'City", and Towers Perrin, hereinafter refe
to as "Contractor."
RECITALS
City requires the services of Contractor to provide the necessary
professional services for the review of the City's group benefits prog
and Contractor possesses the necessary skills and qualification
provide the services required by the City;
NOW, THEREFORE, in consideration of these recitals and the m
covenants contained herein, City and Contractor agree as follows:
1. CONTRACTOR'S OBLIGATIONS
a. Contractor will examine the specific elements of the 1
group benefits program, including:
- Funding (i.e., funding of reserves, etc.)
- Plan design
- Cos t-co n tai n men t in it iatives
- Eligibility provisions
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- Flexible benefits
- Claims administration
- HMO/prepaid plan strategy
- Retiree cove rag e
- Wellness
- Employ e e communications
b. C o n t racto rs’ respo n sib i I i ties w i I I i ncl ude the f o I low i
accomplish men ts:
- Meet with City Human Resources staff and bargain
unit representatives to review overall philosophy
funding, plan design, employee(er) contributio
employee relations, etc.
- Gather necessary data from the City and insurar
carriers.
- Eva1 u ate cu r re n t arrangements.
- Develop alternative funding and design options.
- Prepare recommendations.
c. Contractors will address the following specific issues:
- Should the City continue its current minimum prem
arrangement with present insurance?
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- What alternative funding arrangements are available a
how do their costs compare with /your curre
arrangement?
- Should the funding method include some type of r
transfer, such as specific and aggregate stop-loss?
- What type of plan changes would be appropriate in vi
of your employee relations environment?
- What plan design incentives would encourage employ(
to use your program more cost-effectively?
- Should the deductible and coinsurance features
mod if ied?
- Should eligibility provisions be modified?
- What level of employee contribution is appropriate?
- What analytical data on plan utilization will be avail,
to assist you in establishing cost-containrr
priorities?
- Is your current Preferred Provider Organization (P
currently providing effective discounts?
- Are your current Long-Term Disability (LTD) and
leave programs operating cost-effectively?
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- How will current legislation affect your employe
benefit program?
- Does a flexible spending account for flexible benefi
make sense for the City?
- How can employee communications be designed
improve employee understanding and appreciation of yo
plans to enhance cost-effectiveness as well?
- Are the rates of the current voluntary life and Acciden
Death and Dismemberment (AD&D) program competitivc
2. CITY OBLIGATIONS
The City shall provide any documents that are necessary
Contractor to complete their scope of work.
3. PROGRESS AND COMPLETION
The work under this contract will begin within ten (10) days a*
receipt of notification to proceed by the City and be completed within
days of that date. Extensions of time may be granted if requested by
Contractor and agreed to in writing by the Human Resources Director. '
Human Resources Director will give allowance for documented
substantiated unforeseeable and unavoidable delays not caused by a
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of foresight on the part of the Contractor, or delays caused by Ci1
inaction or other agencies' lack of timely action.
4. FEES TO BE PAID TO CONTRACTOR
The amount to be paid by the City to Contractor for servicc
rendered under the provisions of this agreement shall be in accordanc
with the following:
a. Contractor will be paid for its services rendered pursuant
this agreement on an hourly basis at the hourly rates set foi
below:
Actuary (contractor) $250
Contractor $200
Contractor $1 60
Actuarial Specialist $1 25
Secretarial $85
Contractor will also be reimbursed for out-of-pocket expeni
incurred in connection with performance of this agreement
approved by the Human Resources Director.
Payments will be made by the City upon monthly billings to
submitted by contractor documenting hours spent on
project and reimbursable costs.
b.
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c. Contractor adjusts the hourly rate of its consultants and othe
staff members on an annual basis. The hourly rates outline(
above will be subject to change on July 1 of each year of th(
agreement. Contractor may also require other Towers Perri
contractors (other than those mentioned above) to perforr
services for the City. Their hourly rates will be negotiate
with the City before any work is started.
d. Contractor shall submit monthly billings to the City.
The City reserves the right to withhold a ten percent (10%) retentic
until the project has been accepted by the City.
Incremental payments, if applicable, should be made as outlined
attached Exhibit "A."
5. DURATION OF CONTRACT
This agreement shall extend for a period of one year from da
thereof. The contract may be extended by the City Manager for thrc
additional one (1) year periods or parts thereof, based upon a review
satisfactory performance and the City's needs. The parties shall prepE
extensions in writing indicating effective date and length of the extend
con tract.
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6. PAYMENT OF FEES
Payment of fees shall be upon delivery of services rendered.
7. FINAL SUBMISSIONS
Within fifteen (15) days of completion and approval of the Hur
Resources Director the Contractor shall deliver the required work to
City.
8. CHANGES IN WORK
If, in the course of the contract, changes seem merited by
Contractor or the City, and informal consultations with the other F
indicate that a change in the conditions of the contract is warranted,
Contractor or the City may request a change in contract. Such cha
shall be processed by the City in the following manner: A letter out1
the required changes shall be forwarded to the City by Contractc
inform them of the proposed changes along with a statement of estin
changes in charges or time schedule. A Standard Amendment to Agree
shall be prepared by the City and approved by the City according tc
procedures described in Carlsbad Municipal Code Section 3.28.1 72.
Amendment to Agreement shall not render ineffective or inva
unaffected portions of the agreement.
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9. COVENANTS AGAlNST CONTINGENT FEES
The Contractor warrants that their firm has not employed
retained any company or person, other than a bona fide employee work
for the Contractor, to solicit or secure this agreement, and t
Contractor has not paid or agreed to pay any company or person, other ti
a bona fide employee, any fee, commission, percentage, brokerage 1
gift, or any other consideration contingent upon, or resulting from,
award or making of this agreement. For breach or violation of
warranty, the City shall have the right to annul this agreement wit1
liability, or, in its discretion, to deduct from the agreement price
consideration, or otherwise recover, the full amount of such
commission, percentage, brokerage fees, gift, or contingent fee.
1 0. NONDISCRIMINATION CLAUSE
The Contractor shall comply with the state and federal
regarding nondiscrimination.
11. TERMINATION OF CONTRACT
In the event of the Contractor's failure to prosecute, delive
perform the work as provided for in this contract, the City may terrr
this contract for nonperformance by notifying the Contractor by cei
mail of the termination of the contractor. The Contractor, thereupon
five (5) working days to deliver said documents owned by the City ar
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work in progress to the Human Resources Director. The Human Resour
Director shall make a determination of fact based upon the docume
delivered to City of the percentage of work which the Contractor t
performed which is usable and of worth to the City in ‘having the conti
completed.
Manager shall determine the final payment of the contract.
Based upon that finding as reported to the City Manager,
This agreement may be terminated by either party upon tende
thirty (30) days written notice to the other party. In the event of s
suspension or termination, upon request of the City, the Contractor I
assemble the work product and put same in order for proper filing
closing and deliver said product to City. In the event of termination,
Contractor shall be paid for work performed to the termination c
however, the total shall not exceed the lump sum fee payable ui
paragraph 4. The City shall make the final determination as to
portions of tasks completed and the compensation to be made.
12. DISPUTES
If a dispute should arise regarding the performance of work u
this agreement, the following procedure shall be used to resolve
question of fact or interpretation not otherwise settled by agree
between parties. Such questions, if they become identified as a part
dispute among persons operating under the provisions of this con
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shall be reduced to writing by the principal of the Contractor or the Hum
Resources Director. A copy of such documented dispute shall be forward
to both parties involved along with recommended methods of resolutic
which would be of benefit to both parties. The Human Resources Direc
or principal receiving the letter shall reply to the letter along with
recommended method of resolution within ten (10) days. If the resoluti
thus obtained is unsatisfactory to the aggrieved party, a letter outlin
the dispute shall be forwarded to the City Council for their resolut
through the Office of the City Manager. The City Council may then opt
consider the directed solution to the problem. In such cases, the action
the City Council shall be binding upon the parties involved, althoi
nothing in this procedure shall prohibit the parties seeking remec
available to them at law.
13. STATUS OF THE CONTRACTOR
The Contractor shall perform the services provided for herein
Contractor's own way as an independent contractor and in pursuit
Contractor's independent calling, and not as an employee of the <
Contractor shall be under control of the City only as to the result tc
accomplished, but shall consult with the City as provided for in
request for proposal. The persons used by the Contractor to pro
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services under this agreement shall not be considered employees of t
City for any purposes whatsoever.
The Contractor is an independent contractor of the City. 1
payment made to the Contractor pursuant to the contract shall be the
and complete compensation to which the Contractor is entitled.
shall not make any federal or state tax withholdings on behalf of
Contractor or hidher employees or subcontractors. The City shall not
required to pay any workers' compensation insurance or unemployrr
contributions on behalf of the Contractor or hislher employees
subcontractors. The Contractor agrees to indemnify the City within
days for any tax, retirement contribution, social security, overt
payment, unemployment payment or workers' compensation payment wI
the City may be required to make on behalf of the Contractor or
employee or subcontractor of the Contractor for work done under
agreement or such indemnification amount may be deducted by the
from any balance owing to the Contractor.
The (
The Contractor shall be aware of the requirements of
Immigration Reform and Control Act of 1986 and shall comply with tl
requirements, including, but not limited to, verifying the eligibility
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employment of all agents, employees, subcontractors and Consultants tl
are included in this agreement.
1 4. CONFORMITY TO LEGAL REQUIREMENTS
The Contractor shall cause all drawings and specifications
conform to all applicable requirements of law: federal, state and loc
Contractor shall provide all necessary supporting documents, to be fi
with any agencies whose approval is necessary.
The City will provide copies of the approved plans to any ot
agencies.
15. OWNERSHIP OF DOCUMENTS
All plans, studies, sketches, drawings, reports, and specificati
as herein required are the property of the City, whether the work
which they are made be executed or not. In the event this contrac
terminated, all documents, plans, specifications, drawings, reports,
studies shall be delivered forthwith to the City. Contractor shall have
right to make one (1) copy of the plans for his/her records.
1 6. REPRODUCTION RIGHTS
The Contractor agrees that all copyrights which arise from cre:
of the work pursuant to this contract shall be vested in City and he
agrees to relinquish all claims to such copyrights in favor of City.
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17. HOLD HARMLESS AGREEMENT
The City, its elected and appointed officers and employees shall
be liable for any claims, liabilities, penalties, fines, or any damage
goods, properties, or effects of any person whatever; nor for persc
injuries or death caused by, or resulting from, or any intentional
negligent acts, errors or omissions of Contractor or Contractor's age
employees, or representatives.
Furthermore, Contractor agrees to defend, indemnify, protect,
hold free and harmless the City and its elected and appointed officers
employees against any claims for damages, liabilities, penalties or fi
costs or expenses, including liabilities or claims by reason of allc
defects in any plans and specifications arising out of the conduct of
Contractor or any agent or employee, subcontractors, or other
connection with the execution of the work covered by this agreen
except only for those claims arising from the sole negligence or
willful conduct of the City, or its elected and appointed officers
employees.
Furthermore, Contractor agrees to defend, indemnify, protect,
hold free and harmless the City and its elected and appointed officer:
employees against any claims for damages, liabilities, penalties or
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costs or expenses, including liabilities or claims by reason of allec
defects in any plans and specifications arising out of or connected \F
the negligent conduct of the Contractor or any agent or employ
subcontractors, or others in connection with the execution of the u
covered by this agreement.
Contractor's indemnification shall include any and all co
expenses, attorneys fees and liability incurred by the City, its offic
agents, or employees in defending against such claims, whether the s
proceed to judgment or not.
Consultant shall at its own expense, upon written request by
City, defend any such suit or action brought against the City, its offic
agents or employees. Contractor's indemnification of City shall no
limited by any prior or subsequent declaration by the Contractor.
18. ASSIGNMENT OF CONTRACT
The Contractor shall not assign this contract or any part therer
any monies due thereunder without the prior written consent of the C
1 9. SUBCONTRACTING
If the Contractor shall subcontract any of the work to be perfo
under this contract by the Contractor, Contractor shall be
responsible to the City for the acts and omissions of Contra
subcontractor and of the persons either directly or indirectly employc
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the subcontractor, as Contractor is for the acts and omissions of persa
directly employed by Contractor. Nothing contained in this contract sh
create any contractual relationship between any subcontractor
Contractor and the City. The Contractor shall bind every subcontrac
and every subcontractor of a subcontractor by the terms of this contr,
applicable to Contractor's work unless specifically noted to the contri
in the subcontract in question approved in writing by the City.
2 0. PROHIBITED INTEREST
No official of the City who is authorized in such capacity on bet-
of the City to negotiate, make, accept, or approve, or take part
negotiating, making, accepting, or approving of this agreement, st
become directly or indirectly interested personally in this contract or
any part thereof. No officer or employee of the City who is authorized
such capacity and on behalf of the City to exercise any executil
supervisory, or similar functions in connection with the performance
this contract shall become directly or indirectly interested personally
this contract or any part thereof.
2 1. VERBAL AGREEMENT OR CONVERSATION
No verbal agreement or conversation with any officer, agent,
employee of the City, either before, during or after the execution of t
contract, shall affect or modify any of the terms or obligations her(
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contained nor entitle the Contractor to any additional payment whatsoeb
under the terms of this contract.
22. SUCCESSORS OR ASSIGNS
Subject to the provisions of Paragraph 18, "Hold Harmlc
Agreement," all terms, conditions, and provisions hereof shall inure to a
shall bind each of the parties hereto, and each of their respective he
exec u to rs , ad mi n is trato rs, s uccesso r s , and assig n s .
23. EFFECTIVE DATE
This agreement shall be effective on and from the day and year f
written above.
24. CONFLICT OF INTEREST
The Contractor shall file a conflict of interest statement with
City Clerk in accordance with the requirements of the City's conflici
interest code. The disclosure category shall be Category 1: lnvestrr
and Real Property.
25. INSURANCE
The Contractor shall obtain and maintain for the duration of
contract and any and all amendments insurance against claims for injL
to persons or damage to property which may arise out of or in connec
with performance of the work hereunder by the contractor, his agt
representatives, employees or subcontractors. Said insurance shal
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obtained from an insurance carrier admitted and authorized to do busine:
in the State of California. The insurance carrier is required to have
current Best's Key Rating of not less than "A-:VI' and shall meet the Cit)
policy for insurance as stated in Resolution No. 91-403.
A. Coveraws a nd Limits,
Contractor shall maintain the types of coverages and minimi
limits indicated herein, unless a lower amount is approved by the C
Attorney or City Manager:
1. Comprehensive General Liability Insurance. $l,OOO,C
combined single-limit per occurrence for bodily injury, personal inj
and property damage. If the submitted policies contain aggregate lim
general aggregate limits shall apply separately to the work under
contract or the general aggregate shall be twice the required
o ccu rre nce I i rn i t.
2. Automobile Liability (if the use of an automobile
$1,000,000 combined sir involved for contractor's work for the City).
limit per accident for bodily injury and property damage.
3. Workers' Compensation and Employer's Liab
Workers' Compensation limits as required by the Labor Code of the :
of California and Employer's Liability limits of $1,000,000 per acc
for bodily injury.
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4. Professional Liability. Errors and omissions liabili
appropriate to the contractor's profession, with a discovery period of n
less than 12 months after completion of work or termination of contra1
$1,000,000 per occurrence.
.. .. 6. itional Prm.
Contractor shall ensure that the policies of insurance requii
under this agreement contain, or are endorsed to contain, the followi
provisions.
1. The City shall be named as an additional insured on
policies excluding Workers' Compensation.
2. The contractor shall furnish certificates of insurance
the City before commencement of work.
3. The contractor shall obtain occurrence covera
excluding Professional Liability which shall be written as claims-rn
coverage.
4. This insurance shall be in force during the life of
agreement and any extension thereof and shall not be canceled withou
days prior written notice to the City sent by certified mail.
5. If the contractor fails to maintain any of the insur:
coverages required herein, then the City will have the option to del
the contractor in breach, or may purchase replacement insurance or
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the premiums that are due on existing policies in order that the require1
coverages may be maintained. The contractor is responsible for an
payments made by the City to obtain or maintain such insurance and th
City may collect the same from the contractor or deduct the amount pa
from any sums due the contractor under this agreement.
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2 6. RESPONSIBLE PARTIES
The name of the persons who are authorized to give written notice!
or to receive written notice on behalf of the City and on behalf of th
Contractor in connection with the foregoing are as follows:
For City: Ann Jensen
Human Resources Director
1200 Carlsbad Village Dir.
Carlsbad, CA 92008
For Contractor: James K. Foreman
Principal, Towers Perrin
333 Bush Street, Suite 1600
San Francisco, CA 94104
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27.BUSINESS LICENSE
Contractor shall obtain and maintain a City of Carlsbad Businer
License for the duration of the contract.
Executed by Contractor this I sd day
(IL4,fJT , 19 ‘I 5:
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CONTRACTOR: CITY OF CARLSBAD, a munici
corporation of the State
California
-[?.I LA) E 12-5
(name of Contractor)
PfZ R E I)J __---__------ __-
,JRAd-vK- ATTEST:
(sign here)
By :-[’ -
_____-____------- J-rz-ME-5 I<* COdZEMfihl hb!C&a/$.L- - -_.-I_ ---_
_______-- rt-r EJC.(PALp,,Tt ----- N E 9 (print name here) ALETHA L. RAUTENKRANZ
City Clerk
(title and organization of
signatory) (q-l \.u E z 5
(Proper notarial acknowledgment of execution by Contractor mus’
attached .)
(President or vice-president and secretary or assistant secretary
sign for corporations. If only one officer signs, the corporation
attach a resolution certified by the secretary or assistant secretary L
corporate seal empowering that officer to bind the corporation.)
(‘c Y? C, kj)
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APPROVED AS TO FORM:
8
RONALD R. BALL
City Attorney
BY -
Deputy City Attorney
Scnteof Cdjf;m3 . )
couoty of -1 vlcrb&/A hN/EL$KI d Aev3'*o a before me, (here insert name and title of the offier), persooally appear .7/kMG-5 K. fOREMAhl on )L+ .'fi5
puJonaUy kwwn to me (or pmved to me on the bash of satisfxtory evidence) to be the
narnds) hhit subscribed to the within instrument and acknowledged to me that bdM same in hislhetikeu ' authorized capacityfies), and thnt hy his/b&&ex . sigoaturd4 00 thc
person($, or the entity upon behalf of which the person& acted, executed the instrumel
-* af:Gd,k*c Comm #g 2 rfJ e 'c city B cainty Of SJ DV"... 8$~~ Conm txi)11e5 J,
WITNESS my hand and offiipl seal. *
(%I) 0' -?"'"'. ZzZEz Signniure 4 ihr ? dtccLh *L ALL+-
OTARY PUBLIC I
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