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Item I2BOARD OF COUNTY COMMISSIONERS AGENDA ITEM SUMMARY Meeting Date: April 17.2013 Bulk Item: Yes _ _ No X Division: Employee Services Department: _Employee Benefits Staff Contact /Phone #: Maria Gonzalez X4448 AGENDA ITEM WORDING: Approval to amend the current contract with Gallagher Benefit Services, Inc. to provide Employee Benefits consulting services with the same terms and conditions for one year with the option to renew up to two additional years. ITEM BACKGROUND: The contract term began October 1, 2010 and expires September 30, 2013. This amendment extends the current agreement with the same terms and conditions for one (1) year beginning October 1, 2013 and is renewable at the County's option for two (2) additional one (1) year terms. PREVIOUS RELEVANT BOCC ACTION: On September 15, 2010 the BOCC approved the bid proposal with Gallagher Benefit Services, Inc. CONTRACT/AGREEMENT CHANGES: Extend current agreement with the same terms, conditions and annual fee of $129,000 for one year with the option to renew for two additional years. STAFF RECOMMENDATIONS: Approval. TOTAL COST $129,000 yr INDIRECT COST: BUDGETED: Yes X No DIFFERENTIAL OF LOCAL PREFERENCE: Internal Service Fund COST TO COUNTY: $129,000 yr SOURCE OF FUNDS: Primarily Ad Valorem REVENUE PRODUCING: Yes _ No X���� AMOUNT PER MONTH Year APPROVED BY: County Atty C / O�&/Purchasing Risk Management O` DOCUMENTATION: Included X Not Required DISPOSITION: Revised 7/09 AGENDA ITEM # MONROE COUNTY BOARD OF COUNTY COMMISSIONERS CONTRACT SUMMARY Contract with: Gallagher Benefit Contract # Services, Inc. Effective Date: October 1, 2013 Expiration Date: September 30, 2016 Contract Purpose/Description: Approval of amendment to current contract _ to provide consulting services on an as needed basis in the areas of Group Health Insurance. Contract Manager: Maria Gonzalez 4448 Employee Services/Stop #1 (Name) (Ext.) (Department/Stop #) for BOCC meeting on April 17, 2013 Agenda Deadline: April 2, 2013 CONTRACT COSTS Total Dollar Value of Contract: $ 129,000 yr Current Year Portion: $ Budgeted? YesN No ❑ Account Codes: 502-08002-530-340 Grant: $ County Match: $ ADDITIONAL COSTS Estimated Ongoing Costs: $ /yr For: (Not included in dollar value above) (eg. maintenance; CONTRACT REVIEW 32,250 Changes Date Out Date In Needed �/1 / viewer Division Director -PAP /�!/1� YessEj NNo Risk Management :0 0663Yes[:] O.M.B./Purchasing 3 -k y� Yes❑ N County Attorney e3-�, - 0-()i3 Yes[:] N Comments: vIv. V U1111 X%ZV1bcu LIZ-/IV1 lvll.r ifL OE 3 o[� ez� February 7, 2013 Ms. Teresa Aguiar PHR, CPM Employee Services Director Monroe County Board of County Commissioners 1100 Simonton Street Key West, FL 33040 Re: Gallagher Benefit Services, Inc. Renewal Proposal Dear Teresa, Gallagher Benefit Services, Inc. (GBS) is pleased to offer the following renewal proposal for the Monroe County Board of County Commissioners. This offer is consistent with the Consulting Agreement of September 15, 2010. GBS will continue to provide the Scope of Services as outlined in Exhibit A of the Consulting Agreement. We anticipate that there will be an extensive amount of work required over the coming years due to HealthCare Reform, State Required Actuarial reporting, and expiring Vendor contracts, which will require an extensive bidding process. PROPOSED TERM: The proposed term is consistent with the original Consulting Agreement. The original term of the renewal will be for one (1) year, beginning the 1t day of October 2013 and will be renewable at the County's option for two (2) additional one year terms. PRICING PROPOSAL: GBS is proposing to provide Consulting services to the County for the annual fee of $129,000. This represents no increase to Consulting costs to the County. If the County accepts this proposal for the full three years, it will mean that the County's Consulting costs have remained flat for a total of six (6) years. GBS will continue to accept $129,000 as its total annual compensation and will not accept any commissions or overrides from vendors. Further, we will disclose all revenue received at least annually, or more frequently if the method or amount of compensation changes. As we've previously discussed, the County has been pleased with the services we have performed and the results we have helped the County achieve. To recap, GBS has met or exceeded all of the proposed goals over the term of the current Agreement. We have performed marketing, analysis, and implementation for all components of your Self Funded Medical program, including Pharmacy Benefit Administration. We have supported the procurement process for Vision and Dental and facilitated the implementation of a wellness program. Finally, the County is achieving savings in excess of GBS's original projected estimates over the first full year utilizing BCBS as its claims and network administrator. We anticipate that we will be able to validate well over $4,000,000 in savings during our formal review in April. www.gailagherbenefits.com We want you to know that we value our partnership with the County. We look forward to working together with the County in the future. Please let me know if you have any questions or if I can assist you in any way. Sincerely, Richard A. Capizzi Area Assistant Vice President www.gailagherbenefits.com EMPLOYEE BENEFIT CONSULTING SERVICES RENEWAL AGREEMENT BETWEEN MONROE COUNTY, FLORIDA AND GALLAGHER BENEFIT SERVICES ("GBS") This renewal agreement ("Renewal Agreement") is entered into by and between the Board of County Commissioners of Monroe County, Florida; 1100 Simonton Street, Room 2-268; Key West, Florida 33040 ("Employer") and Gallagher Benefit Services ("GBS"), Inc., 2255 Glades Road, Suite 400E, Boca Raton, FL 33431 ("Contractor") and is to be effective as of October 1, 2013. WHEREAS, on September 15, 2010, the Employer and GBS entered into an agreement (hereinafter "Agreement") to provide consulting services on an as needed basis in the areas of Group Health Insurance; and WHEREAS, the term of the Agreement was for one (1) year and renewable at the County's option for two (2) additional consecutive one year terms; and WHEREAS, the Employer desires to extend the original Agreement for one (1) year with the County's option to renew for two (2) additional one year terms; NOW THEREFORE, in consideration of mutual covenants and condition set forth below, the parties agree as follows: 1. This one year renewal will commence on October 1, 2013 with the County's option to renew for two (2) additional one year terms. 2. The compensation to the Contractor throughout the term of this Renewal Agreement will be as follows: a. Year 1: $129,000 (one hundred twenty-nine thousand dollars and no cents); Year 2: $129,000; Year 3: $129,000. 3. In all other respects the terms and conditions of the original Agreement remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Renewal Agreement this day of .2013. (SEAL) Attest: AMY HEAVILIN, Clerk Deputy Clerk Gall er Benefit Services, nc. ,- By: Name and Titl Witness: D&LD M 21 L' �O L—Y2" P- rmt iyarne Board of County Commissioners of Monroe County Mayor/Chairman Signature Signature F Ca Qp EMPLOYEE BENEFIT CONSULTING SERVICES RENEWAL AGREEMENT BETWEEN MONROE COUNTY, FLORIDA AND GALLAGHER BENEFIT SERVICES ("GBS") This renewal agreement ("Renewal Agreement") is entered into by and between the Board of County Commissioners of Monroe County, Florida; 1100 Simonton Street, Room 2-268; Key West, Florida 33040 ("Employer") and Gallagher Benefit Services ("GBS"), Inc., 2255 Glades Road, Suite 400E, Boca Raton, FL 33431 ("Contractor") and is to be effective as of October 1, 2013. WHEREAS, on September 15, 2010, the Employer and GBS entered into an agreement (hereinafter "Agreement") to provide consulting services on an as needed basis in the areas of Group Health Insurance; and WHEREAS, the term of the Agreement was for one (1) year and renewable at the County's option for two (2) additional consecutive one year terms; and WHEREAS, the Employer desires to extend the original Agreement for one (1) year with the County's option to renew for two (2) additional one year terms; NOW THEREFORE, in consideration of mutual covenants and condition set forth below, the parties agree as follows: 1. This one year renewal will commence on October 1, 2013 with the County's option to renew for two (2) additional one year terms. 2. The compensation to the Contractor throughout the term of this Renewal Agreement will be as follows: a. Year 1: $129,000 (one hundred twenty-nine thousand dollars and no cents); Year 2: $129,000; Year 3: $129,000. 3. In all other respects the terms and conditions of the original Agreement remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Renewal Agreement this day of 2013. (SEAL) Attest: AMY HEAVILIN, Clerk Deputy Clerk Gallagher Benefit Services, nc. By: 0�4 M Name Tit Witness: DA40 M2l� ��-- Print Name lti i- h) Board of County Commissioners of Monroe County Mayor/Chairman By: Signature Signature PA C A r J � 7i } w z OM J r¢� C} I J z ' =) of OI om z F- W C� p MONROE COUNTY CONTRACT FOR Employee Benefit Consulting Services THIS AGREEMENT (*Agreement') is made and entered Into this 15th day of September. 2210, by and between MONROE COUNTY ('COUNTY'), a poilUml subdivision of the State of Florida, whose address is 1100 Simonton Street, Key west, Florida 33040 and GALLAGHER BENEFIT SERVICES (-GBS'), INC. ('CONTRACTOR', whose address is 2255 GLADES ROAD, SUITE 400E, BOCA RATON, FL 33431 (collectively, the "Parties'. Section 1. SCOPE OF SERVICES CONTRACTOR shall do, perform and carry out in a professional and proper manner certain duties as described In the Scope of Services — Exhibit A — which is attached hereto and made a part of this agreement. CONTRACTOR shall provide the scope of services In Exhibit A for COUNTY. CONTRACTOR warrants that it Is authorized by law to engage in the performance of the activities herein described, subject to the terms and conditions set forth in these Agreement documents. The CONTRACTOR shall at all times exercise Independent, professional judgment and shall assume professional responsibility for the services to be provided. Contractor shall provide services using the following standards, as a minimum requirement: A. The CONTRACTOR shall maintain adequate staffing levels to provide the services required under the Agreement resulting from this RFP process. B. The personnel shall not be employees of or have any contractual relationship with the County. To the extent that Contractor uses subcontractors or Independent contractors, this Agreement specifically requires that subcontractors and Independent contractors shall not be an employee of or have any contractual relationship with County. C. All personnel engaged In performing services under this Agreement shall be fully qualified, and, if required, to be authorized or permitted under State and local law to perform such services. Section 2. QUALIFICATIONS NECESSARY OF CONTRACTOR The CONTRACTOR must certify at least annually that all staff members, Independent contractors, subcontracted work, If any, and all service providers it uses, engages or manages, comply with Health insurance Portability and Accountability Act (HIPAA) privacy and security rules. The CONTRACTOR must provide a list annually, listing any contractual relationship between the CONTRACTOR and any persons or business entitles that provide the following services for the County: third party administration for health Insurance or employee benefits, utilization review, large claims management, health Insurance carrier. The CONTRACTOR must provide an adequate staff of experienced personnel, capable of and devoted to the successful accomplishment of work to be performed under any contract with the County. The CONTRACTOR must assign specific Individuals to the key Positions. Once assigned to work under any contract with the County, key personnel shall not be moved or replaced without prior written notification to the County. Such notification shall be provided within three (3) business days of the change. The CONTRACTOR must warrant that it has not employed or retained a company or person, other than a bona fide employee, contractor or subcontractor, working in its employ, to solicit or secure a contract with the County and that It has not paid or agreed to pay any person, company, corporation, individual or firm other than a bona fide employee, contractor or subcontractor, working in Its employ any fee, commission, percentage, gift or other consideration contingent upon or resulting from the award or making of a contract with the County. The following persons will provide the services under this Agreement: Richard Capbzl, Area Assistant Vice President. Will serve as the lead benefits consultant. Will be responsible for the overall client relationship and responsible for all Rams outilned In the Scope of Services. Glen Volk, Consulting Actuary. Wll1 serve as lead Actuary for the County where actuarial services are required. Paul Hebert, Lead Compliance Consultaf Will serve as regulatory resources and be the primary resource on federal and state mandates. Will also provide support for the review of plan documents and general compliance Issues. Will assist In negotiating contract changes; discussing federal and state legislation Impacting the County; monitor ongoing contracts; provide Information on employee benefit Issues and proposed or new legislation. Mary Kay Lantz, Senior Client Manager. Will be responsible for all aspects of client management Including product marketing and client services. Any change to the above -listed personnel requires notification to the County, in writing, within three (3) business days �rble lion of the change. The firm and its employees who are respond accountable for the county's account and subcontractors, If any, must have all necessary current licenses issued by the Florida Department of Insurance for providing either consulting services or health benefits Insurance. Proper documentation shall be attached to the contract. The firm's servicing office that would provide services to the County must have at least one (1) Marketing Account Executive and one (1) Customer Service Representative, each with a minimum of three (3) years of health insurance experience. Section 3. COUNTrS RESPONSIBILITIES 3.1 Provide all best available Information as to the COUNTY'S requirements for Employee Benefits Consulting Services. 3.2 Designate in writing a person with authority to act on the COUNTY'S behalf on all matters concerning Employee Benefits Consulting Services. 3.3 Provide a schedule that is mutually agreeable to the COUNTY and CONTRACTOR. Section 4. TERM OF AGREEMENT 4.1 The Initial Agreement term will be for one (1) year beginning the jA day of October. 2010 and renewable at the County's option for two (2) additional consecutive one year terms. 4.2 The terms of this Agreement shall be from the effective date hereof and continue for a period of one year. This Agreement shall be automatically renewed for successive one- year periods until either party gives the other notice of cancellation in accordance with the terms set forth below. The Contractor must provide the Contractor with at least thirty (30) days notice of Intent to terminate. If either party desires to modify this Agreement, it shall notify the other in writing at least thirty (30) days prior to the effective date of such modification, in the case of proposed modification the party receiving the notification of the proposed modification shall Itself notify the other party within ten (10) days after receipt of notice of Its agreement to the proposed modification. Failure to do so shall terminate this Agreement. Section 5. COMPENSATION �&'rnpeni 1 • lW..41 Na d 1 �1 = =sl • �,� °i°�L 11 : • 1 IC- • ►. Year 1: S129.000 (one Mond doilaM end n can Year 2. tv )a nnn in ,.r...�. g� �,... thth- -- o uoa I u v wit GB wli amninvian haniame rwjiwlew •... ate nmoon from n _ ... _ - _ . K41RUILKA MT G88 Savings Guarantee: A review of the County's health Insurance plan, likely Including the issuance and evaluation of an RFP for medical and pharmacy services, shall be completed by November 15, 2010. Follawing the review, GBS will issue a Request for Proposals by January 15, 2011 and will make recommendations to the County by April 1, 2011 on what they believe Is the most effkdeM combination of medical and pharmacy administration vendors and networks for the County. If the COUNTY Implements the G88 recommendations, GUS guarantees annual savings of at least $3.2 million to COUNTY's on health plan expenses over the 12 month period following the Implementation of the changes. GIBS will require anothor 3 months of run -out claims experience for tabulation. If the savings are not realized, GBS will forfeit $25,800 In consulting gees. Should the contract be terminated prior to July 1, 2012, the performance guarantee will not apply. Actual savings will be measured as follows: GBS will calculate the per capita incurred plan expense for the 12 month period ending on the Implementation date of the changes (the "baseline plan cost"). Such cost will Include Incurred medical and pharmacy claims and all plan fees for administration, network access, utilization management, and any other similar fees that should reasonably be Included While OBS may provide estimates of the Incurred claims In the baseline cost at any time, the final baseline cost will be calculated at the same time as the "experience plan cost" defined below. GBS will then measure the actual per capita plan expense for the first 12 month period following the Implementation of the recommended changes (the "experience plan cost7). The experience plan cost will be actuarially adjusted to remove the Impact of any benefit design Wkwances between the baseline period and the experience period. In order to ensure that the Incurred claims Included In the experience plan cost are as accurate as possible, the calculation will be done no sooner than 3 months after the end of the period for which the experience plan cost Is being calculated. The experience plan cost will Include Incurred Balms and the adminlabatlon and access fees that correspond to the fees Included In the baseline plan cost. In the event that OBS recommends that the County purohass reinsurance, the cost of the reinsurance net of any recoveries will also be Included In the experience plan cost. The savings calculation will then be calculated as follows: The baseline plan cost will be adjusted for one year of medical Inflation to produce what the expected per capita cost would have been for the following 12 months had no changes been made. The Inflation adjustment will equal the lesser of 8% and the Projected Medical and Prescription drug trend for Open Access Preferred Provider Organizations for the applicable period as published In the "Segal Health Plan Cost Trend Survey". The result will be called the "Inflation adjusted baseline plan cost". The Inflation adjusted baseline plan cost will be multiplled by the average enrollment for the 12 month period following the Implementation of the changes. The result will be called the "annual Inflation adjusted baseline plan cost", and It will represent the estimated annual plan cost for the period had no changes been made to the plan. The experience plan cost will be multlpiled by the average enrollment for the 12 month period following the Implementation of the changes. The result will be called the "actual annual plan cost". Savings will be defined as the "annual Inflation adjusted baseline plan costs" minus the "actual annual plan cost". Section S. PAYMENT TO CONTRACTOR 8.1 Payment will be made according to the Florida Local Government Prompt Payment Ad. Any request for payment must be In a form satisfactory to the Clerk of Courts for Monroe County (Clerk). The request must describe in detail the services performed and the payment amount requested. The CONTRACTOR must submit Invoices to the appropriate offices marked Group Insurance. The respective offloe supervisor and the Director of Employee Services, who will review the request, note his/her approval on the request and forward it to the Clerk for payment. Upon receipt of the contractor's Invoice In the proper form as stipulated above and upon acceptance by the Clerk, Monroe County will make payment In accordance with the Florida Prompt Payment Ad, Section 218.70, Florida Statutes. - 6.2 Continuation of this Agreement is contingent upon annual appropriation by Monroe County Board of County Commissioners. 6.3 The annual compensation listed In Section 5 will be payable in monthly Installments. The Contractor will submit such invoice monthly for services provided during the preceding month Section 7. CONTRACT TERMINATION Either party may terminate this Agreement because of the failure of the other party to perform Its obligations under the Agreement. COUNTY may terminate this Agreement with or without cause upon thirty (30) days notice to the CONTRACTOR. COUNTY shall pay CONTRACTOR for work performed through the date of termination. Section 8. CONTRACTOR'S ACCEPTANCE OF CONDITIONS A. CONTRACTOR hereby agrees that he has carefully examined the RFP, his response, and this Agreement and has made a determination that he/she has the personnel, equipment, and other requirements suitable to perform this work and assumes full responsibility therefore. The provisions of the Agreement shall control any Inconsistent provisions contained In the specifications. AN specifications have been read and carefully considered by CONTRACTOR, who understands the same and agrees to their sufficiency for the work to be done. Under no circumstances, conditions, or situations shall this Agreement be more strongly construed against COUNTY than against CONTRACTOR. B. Any ambiguity or uncertainty in the specifications shall be interpreted and construed by COUNTY, and its decision shall be final and binding upon all parties. C. The passing, approval, and/or acceptance by COUNTY of any of the services furnished by CONTRACTOR shall not operate as a waiver by COUNTY of strict compliance with the terms of this Agreement, and specifications covering the services. D. CONTRACTOR agrees that County Administrator or his designated representatives may visit CONTRACTOR'S facility (tes) periodically to conduct random evaluations of services during CONTRACTOR'S normal business hours. E. CONTRACTOR has, and shall maintain throughout the term of this Agreement, appropriate licenses and approvals required to conduct Its business, and that it will at all times conduct its business activities In a reputable manner. Proof of such licenses and approvals shall be submitted to COUNTY upon request. Section 9. NOTICES Any notice required or permitted under this agreement shall be In writing and hand delivered or mailed, postage prepaid, to the other party by certified mail, returned receipt requested, to the following: To the COUNTY: Employee Services Director 1100 Simonton Street, Suite 2-268 Key West, Florida 33040 To the CONTRACTOR: Section 10. RECORDS CONTRACTOR shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the agreement and for four years following the termination of this Agreement. If an auditor employed by the COUNTY or Clerk determines that monies paid to CONTRACTOR pursuant to this Agreement were spent for purposes not authorized by this Agreement, the CONTRACTOR shall repay the monies together with Interest' calculated pursuant to Section 55.03 of the Florida Statutes, running from the date the monies were paid to CONTRACTOR. Section 11. EMPLOYEES SUBJECT TO COUNTY ORDINANCE NOS. 010 AND 020-1990 The CONTRACTOR warrants that It has not employed, retained or otherwise had act on Its behalf any former County officer or employee subject to the prohibition of Section 2 of Ordinance No. 010-1990 or any County offlcer or employee in violation of Section 3 of Ordinance No. 020-1990. For breach or violation of this provision the COUNTY may, in Its discretion, terminate this agreement without liability and may also, in its discretlon, deduct from the agreement or purchase price, or otherwise recover the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee. Section 12. CONVICTED VENDOR A person or afflliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a Agreement with a public entity for the construction or repair of a public building or public work, may not perform worts as a CONTRACTOR, supplier, subcontractor, or CONTRACTOR under Agreement with any public entity, and may not transact business with any public entity In excess of the threshold amount provided In Section 287.017 of the Florida Statutes, for the Category Two for a period of 38 months from the date of being placed on the convicted vendor list. Section 13. GOVERNING LAW, VENUE, INTERPRETATION, COSTS AND FEES This Agreement shall be governed by and construed In accordance with the laws of the State of Florida applicable to Agreements made and to be performed entlr+ely In the State. In the event that any cause of action or administrative proceeding is Instituted for the enforcement or interpretation of this Agreement, the COUNTY and CONTRACTOR agree that venue shall Ile in the appropriate court or before the appropriate administrative body in Monroe County, Florida. Section 14. SEVERABILITY if any*term, covenant, condition or provision of this Agreement (or the application thereof to any circumstance or person) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby, and each remaining term, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original Intent of this Agreement. The COUNTY and CONTRACTOR agree to reform the Agreement to replace any stricken provision with a valid provision that comes as dose as possible to the Intent of the stricken provision. Section 15. ATTORNEY'S FEES AND COSTS The COUNTY and CONTRACTOR agree that in the event any cause of action or administrative proceeding Is initiated or defended by any party relative to the enforcement or Interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorneys fees, and court costs, as an award against the non -prevailing party. Mediation proceedings Initiated and conducted pursuant to this Agreement shall be In accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the Circuit Court of Monroe County. Section 16. BINDING EFFECT The terms, covenants, conditions, and provisions of this Agreement shall bind and Inure to the benefit of the COUNTY and CONTRACTOR and their respective legal representatives, successors, and assigns. Section 17. AUTHORITY Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate action, as required by law. Section 18. ADJUDICATION OF DISPUTES OR DISAGREEMENTS COUNTY and CONTRACTOR agree that all disputes and disagreements shall be attempted to be resolved by most and confer sessions between representatives of each of the parties. If the Issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. This Agreement shall not be subject to arbitration. Section 19. COOPERATION In the event any administrative or legal proceeding Is Instituted against either party relating to the formation, execution, performance, or breach of this Agreement, COUNTY and CONTRACTOR agree to participate, to the extent required by the other party, In all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. COUNTY and CONTRACTOR specifically agree that no party to this Agreement shall be required to enter Into any arbitration proceedings related to this Agreement. Section 20. NONDISCRIMINATION COUNTY and CONTRACTOR agree that there will be no discrimination against any person, and It Is expressly understood that upon a determination by a court of competent Jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. The parties agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination. These Include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 88-352) which prohibits discrimination In employment on the basis of race, color, national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC ss. 1681- 1683, and 1685-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USC s. 794), which prohibits discrimination on the basis of handicaps: 4) The Age Discrimination Act of 1975, as amended (42 USC ss. 6101- 6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 29-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-816). as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, as. 523 and 527 (42 USC ss. 690dd-3 and 290ee-3) as amended, relating to confidentiality of alcohol and drug abuse patient records; 8) Title Vill of the Civil Rights Act of 1968 (42 USC so. 3601 at seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 1201), as may be amended from time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code Chapter 13, Article VI, which prohibits discrimination on the basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender Identity or expression, famillal status or age; and 11) any other nondiscrimination provisions In any Federal or state statutes which may apply to the parties to, or the subject matter of, this Agreement. Seatlon 21. COVENANT OF NO INTEREST COUNTY and CONTRACTOR covenant that neither presently has any Interest, and shall not acquire any Interest, which would conflict In any manner or degree with its performance under this Agreement, and that only Interest of each Is to perform and receive benefits as recited in this Agreement. Section 22. CODE OF ETHICS COUNTY agrees that officers and employees of the COUNTY recognize and will be required to comply with the standards of conduct for public officers and employees as delineated in Section 112.313, Florida Statutes, regarding, but not limited to, solicitation or acceptance of gifts; doing business with one's agency; unauthorized compensation; misuse of public position, conflicting employment or contractual relationship; and disclosure or use of certain Information. Section 23. NO SOLICITATION/PAYMENT The COUNTY and CONTRACTOR warrant that, In respect to itself, it has neither employed nor retained any company or person, other than a bona fide employee working solely for it, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, Individual, or firm, other than a bona fide employee working solely for it, any fee, commission, percentage, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For the breach or violation of the provision, the CONTRACTOR agrees that the COUNTY shall have the right to terminate this Agreement without liability and, at its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, . commission, percentage, gift, or consideration. Section 24. PUBLIC ACCESS The COUNTY and CONTRACTOR shall allow and permit reasonable access to, and Inspection of, all documents, papers, letters or other materials in its possession or under Its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the COUNTY and CONTRACTOR in conjunction with this Agreement and the COUNTY shall have the right to unilaterally cancel this Agreement upon violation of this provision by CONTRACTOR. Section 25. NON -WAIVER OF IMMUNITY Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the COUNTY and the CONTRACTOR in this Agreement and the acquisition of any commercial liability Insurance coverage, sell -Insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of Immunity to the extent of liability coverage, nor shall any Agreement entered Into by the COUNTY be required to contain any provision for waiver. Section 26. PRIVILEGES AND IMMUNITIES All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benerds which apply to the activity of officers, agents, or employees of any public agents or employees of the COUNTY, when performing their respective functions under this Agreement within the territorial limits of the COUNTY shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the COUNTY. Section 27. LEGAL OBLIGATIONS AND RESPONSIBILITIES Non -Delegation of Constitutional or Statutory Duties. This Agreement is not Intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility Imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not Intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the COUNTY, except to the extent permitted by the Florida constitution, state statute, and case law. Section 28. NON -RELIANCE BY NON-PARTIES No person or entity shag be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any thh d-party claim or entitlement to or benefit of any service or Program contemplated hereunder, and the COUNTY and the CONTRACTOR agree that neither the COUNTY nor the CONTRACTOR or any agent, officer, or employee of either shag have the authority to Inform, counsel, or otherwise indicate that any particular Individual or group of Individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, Inferior to, or superior to the community in general or for the purposes contemplated In this Agreement. Section 29. ATTESTATIONS CONTRACTOR agrees to execute such documents as the COUNTY may reasonably require, Including, but not being limited to, a Public Entity Crime Statement, an Ethics Statement, and a Drug -Free Workplace Statement, Lobbying and Conflict of Interest Clause, and Non -Collusion Agreement. Section 30. NO PERSONAL LIABILITY No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County In his or her Individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. Section 31. EXECUTION IN COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same Instrument and any of the parties hereto may execute this Agreement by signing any such counterpart. Section 32. SECTION HEADINGS Section headings have been Inserted in this Agreement as a matter of convenience of reference only, and It Is agreed that such section headings are not a part of this Agreement and will not be used in the Interpretation of any provision of this Agreement. Section 33. INSURANCE POLICIES 33.1 General Insurance Requirements for Other Contractors and Subcontractors. As a pre -requisite of the work governed, the CONTRACTOR shall obtain, at his/her own expense, insurance as specified In any attached schedules, which are made part of this contract. The CONTRACTOR will ensure that the insurance obtained will extend protection to all Subcontractors engaged by the CONTRACTOR. As an alternative, the CONTRACTOR may require all Subcontractors to obtain Insurance consistent with the attached schedules; however CONTRACTOR Is solely responsible to ensure that said Insurance is obtained and shall submit proof of Insurance to COUNTY. Failure to provide proof of Insurance shall be grounds for termination of this Agreement. The CONTRACTOR will not be permitted to commence work governed by this contract until satisfactory evidence of the required insurance has been furnished to the COUNTY as specified below. Delays In the commencement of work, resulting from the failure of the CONTRACTOR to provide satisfactory evidence of the required insurance, shall not extend deadlines specified In this contract and any penalties and failure to perform assessments shall be Imposed as If the work commenced on the specified date and time, except for the CONTRACTOR's failure to provide satisfactory evidence. The CONTRACTOR shall maintain the required Insurance throughout the entire tern of this contract and any extenslons specified in the attached schedules. Failure to comply with this provision may result In the immediate suspension of all work until the required insurance has been reinstated or replaced and/or termination of this Agreement and for damages to the COUNTY. Delays in the completion of work resulting from the failure of the CONTRACTOR to maintain the required insurance shall not extend deadlines specified in this contract and any penalties and failure to perform assessments shall be imposed as If the work had not been suspended, except for the CONTRACTOR's failure to maintain the required insurance. The CONTRACTOR shall provide, to the COUNTY, as satisfactory evidence of the required Insurance, either. • Certificate of Insurance or • A Certified copy of the actual insurance policy. The County, at Its sole option, has the right to request a certified copy of any or all insurance policies required by this contract. All Insurance policies must specify that they are not subject to cancellation, non -renewal, material change, or reduction in coverage unless a minimum of thirty (30) days prior notification Is given to the County by GBS. The acceptance and/or approval of the Contractor's Insurance shell not be construed as relieving the Contractor from any liability or obligation assumed under this contract or imposed by law. The Monroe County Board of County Commissioners, Its employees and officials will be Included as "Additional Insured" on general liability and vehicle liability policies. 33.2 Insurance Requirements For Contract Between County And Contractor Prior to the commencement of work governed by this contract, the CONTRACTOR shall obtain General Liability Insurance. Coverage shall be maintained throughout the life of the contract and include, as a minimum: • Premises Operations • Bodily Injury Liability • Expanded Definition of Property Damage The minimum limits acceptable shall be: $300,000 Combined Single Limit (CSL) If split limits are provided, the minimum limits acceptable shall be: $100,000 per Person $300,000 per Occurrence $ 50,000 Property Damage An Occurrence Form policy is preferred. If coverage Is provided on a Claims Made policy, Its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of twelve (12) months following the acceptance of work by the County. The Monroe County Board of County Commissioners shall be named as Additional Insured on all policies Issued to satisfy the above requirements. 33.3 Vehicle Llabllity Insurance requirements The minimum limits acceptable shall be owner and non -owned and hired vehicles: $100,000 Combined Single Limit (CSL) If split limits are provided, the minimum limit Is: $50,000 per Person $100,000 per Occurrence $25,000 Property Damage 33.4 Workers' Compensation Insurance Requirements Prior to commencement of work governed by this contract, the CONTRACTOR shall obtain Workers' Compensation Insurance with limits sufficient to respond to the applicable state statutes. In addition, the CONTRACTOR shall obtain Employers' Liability Insurance with limits of not less than: $100,000 Bodily Injury by Accident $500,000 Bodily Injury by Disease, policy limits $100,000 Bodily Injury by Disease, each employee Coverage shall be maintained throughout the entire term of the contract. Coverage shall be provided by a company or companies authorized to transact business in the state of Florida. 33.5 Professional Liability Requirements Recognizing that the work governed by this contract Involves the furnishing of advise or services of a professional nature, the Contractor shall purchase and maintain, throughout the life of the contract, Professional Liability Insurance which will respond to damages resulting from any claim arising out of the performance of professional services or any error or omission of the Contractor arising out of work governed by this contract and covered under the terms of the (GBS) policy. The minimum limits of liability shall be: $250,000 per occurencet$500,000 Aggregate Section 34. INDEMNIFICATION The CONTRACTOR does hereby consent and agree to Indemnify and hold harmless the COUNTY, Its Mayor, the Board of County Commissioner:, appointed Boards and Commissions, Officers, and the Employees, and any other agents, individually and collectively, from all tines, suits, claims, demands, actions, costs, obligations, attorneys fees, or liability of any kind arising out of the sole negligent actions of the CONTRACTOR or substantial and unnecessary delay caused by the willful nonperformance of the CONTRACTOR and shall be solely responsible and answerable for any and all accidents or injuries to persons or property arising out of its performance of this contract. The amount and type of insurance coverage requirements set forth hereunder shall In no way be construed as limiting the scope of Indemnity set forth in this paragraph. Further the CONTRACTOR agrees to defend and pay all legal costs attendant to acts attributable to the sole negligent act of the CONTRACTOR. At all times and for all purposes hereunder, the CONTRACTOR is an independent contractor and not an employee of the Board of County Commissioners. No statement contained in this agreement shall be construed so as to find the CONTRACTOR or any of his/her employees, contractors, servants or agents to be employees of the Board of County Commissioners for Monroe County. As an independent contractor the CONTRACTOR shall provide independent, professional Judgment and comply with all federal, state, and local statutes, ordinances, rules and regulations applicable to the services to be provided. The CONTRACTOR shall be responsible for the completeness and accuracy of its work, plan, supporting data, and other documents prepared or compiled under its obligation far this project, and shall correct at its expense all significant errors or omissions therein which may be disclosed. The cost of the work necessary to correct those errors attributable to the CONTRACTOR and any damage Incurred by the COUNTY as a result of additional costs caused by such errors shall be chargeable to the CONTRACTOR. This provision shall not apply to any maps, official records, contracts, or other data that may be provided by the COUNTY or other public or semi-public agencies. The CONTRACTOR agrees that no charges or claims for damages shall be made by it for any delays or hindrances attributable to the COUNTY during the progress of any portion of the services specified in this contract. Such delays or hindrances, If any, shall be compensated for by the COUNTY by an extension of time for a reasonable period for the CONTRACTOR to complete the work schedule. Such an agreement shall be made between the parties. IN W NESS W REOF, the parties hereto have caused these presents to be executed on the /,5day of T 2010 (SEAL) Attest: DANNY L. KOLHAGE, CLERK OF MONRO�E�COUNTY, FLORIDA By'a Ct-u['�GQ[ c . "a'7X' '> Deputy Clerk BOARD OF COUNTY COMMISSIONERS b�y Mayor/Chairman (CORPORATE SEAL) (GALLAG ENEFIT SER 8, I .) ATTEST: 1 � i1 , 0y by 1 `N\ " . Title: = t v� O c- D a m► cA N\ , Z i k- e_ f L r o N _ ' MON ' E COUNTY ATT RNEY �`- N w= ' AP OV AS c � N ASSISTANZ COLINTWORNEY Date `f �? OIrJIU SECTION THREE: RESPONSE FORMS RESPOND TO: MONROE COUNTY BOARD OF COUNTY COMMISSIONERS c/o Purchasing Department 1100 Simonton Street GATO BUILDING, ROOM 1.213 1100 SIMONTON STREET KEY WE F ORIDA 3040 I acknowledge receipt of Addenda No. (s) 0. 1� 10 ic, I have included • Lobbying and Conflict of Interest Clause El • Non -Collusion Affidavit lid • Drug Free Workplace Form lid • Public Entity Crime Statement IR • Insurance Requirements El • Local Preference Form (it applicable) Ok In addition, I have included a current copy of the following professional and occupational licenses: Gallagher Benefit Services, Inc. Agency License, Agent Licenses Richard A. Capizzi, Mary Kay Lantz List all charges for services, inclusive of all travel and other expenses (there will be no reimbursable expense items): J /aq "_ Qo (Check mark items above, as reminder that they are included) Mailing Address: Gallagher Benefit Servicee, Inc. Telephone: 561-995-6706 2255 Gladee Road, Suite 400 B ton, 3041 Signed: Witness: Jeffrey P. Angello (Print Name) Area President (Title) STATE OF: Florida COUNTY OF: Palm Beach Subscribed d s m to or affirmed) before me on �;f /9r ,10ro (date) by�y �. Anoello name of afflant). Me/She is persona own to me or has produced (type of identification) as identification. NOTMY rulkl- . LURIDA COMWo Linda Welbm —J& NOTARY PUBLIC�pmc� My Commission Expires: LOBB G AND CONFLICT OF INTEREST CLAUSE SWORN STATEMENT UNDER ORDINANCE NO.010.1990 MONROE COUNTY, FLORIDA ETHICS CLAUSE Gallagher Benefit Services, Inc. " (Company) "...warrants that he/it has not employed, retained or otherwise had act on his/her behalf any former County officer or employee in violation of Section 2 of Ordinance No. 010-1990 or any County officer or employee in violation of Section 3 of Ordinance No. 010-1990. For breach or violation of this provision the County may, in its discretion, terminate this Agreement without liability and may also, in its discretion, deduct from the Agreement or purchase price, or otherwise recover, the full amount of any fee, commission, percentage, gift, or consideration paid to the former County officer or employee." (Signature) Date 7/ f 60fc) STATE OF: Florida COUNTY OF: Palm Beach Subscribed and sworn to (or affirmed) before me on /9, -)of 0 (date) by Jy ie y A An4e I lu (name of affiant). He/90e is perso" known to me or has produced (type of identification) as Identification. 04 GV�a4.. N TARY PUBLIC MTI,,,,..�� Lima ,ti�l[tuau a My Commission Expires: mi.a.- D955496 amaoenraA°,rn wneea�rnuaCkNA NON -COLLUSION AFFIDAVIT I, Jeffrey P. Angello of the city of Lighthouse Point according to law on my oath, and under penalty of perjury, depose and say that 1. ISM Area President of the firm of Gallagner menerit services, Inc. the bidder making the Proposal for the pro�ect described in the Request for Proposals for Employee Benefits consulting services and that I executed the said proposal with full authority to do so; 2. The prices In this bid have been arrived at independently without collusion, consultation, communicatkm or agreement for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor, 3. Unless otherwise required by law, the prices which have been quoted in this bid have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to bid opening, directly or Indirectly, to any other bidder or to any competitor, and 4. No attempt has been made or will be made by the bidder to induce any other person, partnership or corporation to submit, or not to submit, a bid for the purpose of restricting competition; and 5. The statements contained in this affidavit are true and correct. and made with knowledge that Monroe County relles upon the truth of ants in this affidavit In awarding contracts for saki project. (Signor e) Date: 7�1947or o STATE OF: Florida COUNTY OF: Palm Beach Subscribed and sworn to (or affirmed) before me on a.1010, (date) by ; e� P. n 4 e ll o (name of affiant). He/ale Is personally kr�wn to me or has produced (type of Identification) as Identification. NOTARY PUBLIC My Commission Expires: Lode DRUG -FREE WORKPLACE FORM The undersigned vendor in accordance with Florida Statutes Section 287.087 hereby certifies that: Gallagher Benefit -Services, Inc. (Name of Business) 1. Publishes a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Informs employees about the dangers of drug abuse in the workplace, the business' policy of maintaining a drug -free workplace, any available drug counseling, rehabilitation, and employee assistance programs, and the penalties that may be imposed upon employees for drug abuse violations. 3. Gives each employee engaged in providing the commodities or contractual services that are under bid a copy of the statement specified in subsection (1). 4. In the statement specified in subsection (1). notifies the employees that, as a condition of working on the commodities or contractual services that are under bid, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo contendere to, any violation of Chapter 893 (Florida Statutes) or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5) days after such conviction. S. Imposes a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program If such is available in the employee's community, or any employee who is so convicted. 6. Makes a good faith effort to continue to maintain a drug -free workplace through Implementation of this section. As the person authorized to sign the statement, I certify that this firm complies full ith the above requirements. J (Sign re) Date: 7/160lo STATE OF: Florida COUNTY OF: Palm Beach Subscribed and sworn to (or affirmed) before me on f �Olu (date) by Le "ref �'. Ange /'o (name of affiant). He/She is personally known to me or has produced (type of identification) as identification. NOTARY PUBLIC My Commission Expires: Ift OG # j�D955496 JAI1. TS„ ZOlit PUBLIC ENTITY CRIME STATEMENT "A person or affiliate who has been placed on the convicted vendor list following a conviction for public entity crime may not submit a bid on a contract to provide any goods or services to a public entity, may not submit a bid on a contract with a public entity for the construction or repair of a public building or public work, may not submit bids on leases of real property to public entity, may not be awarded or perform work as a contractor, supplier, subcontractor, or CONTRACTOR under a contract with any public entity, and may not transact business with any public entity in excess of the threshold amount provided in Section 287.017, Florida Statutes, for CATEGORY TWO for a period of 36 months fro the date of being placed on the convicted vendor list." I have read the above and state that neither Jeffrey P. Angello (Respondent's name) nor any Affiliate has been placed on the convicted vendor list within the last 36 months. (Signature) Date: 7/11k1 o i 0 STATE OF: Florida COUNTY OF: Palm Beach Subscribed and sworn to(or(or affirmed) before me on S A /9, a of O (date) by f c { rex / - �no e 1 %u (name of affiant). He/Sha is personally known to me or has produced (type of Identification) as identification. cz NOTARY PUBLIC My Commission Expires: PVB LIindWt "" camme �W eDDy no-cd�� EXHIBIT A SCOPE OF SERVICES SPECIFICATIONS The CONTRACTOR shall provide consulting services on an as needed basis In the areas of Group Health Insurance. The key personnel identified In Section 2 are considered to be essential to the work performed. No personnel substitutions shall be made without the consent In writing of Monroe County. The scope of services to be provided on an as needed basis by the Provider include, but shall not be limited to, the following. Monroe County currently provides a salt -insured health plan to Its employees, the employees of other Constitutional officers, retirees, spouses and dependents. The County is planning on Issuing a Request for Proposal no later than the and of 2010, which will seek (a) third party administrator, utilization review and large claim management if the county remalns self -insured; (b) comparative quotes from fully Insured health Insurance providers; and (c) excess or stop -lose Insurance under either. Prior to issuance of the RFP, the Consultant will work with County staff and advise the County on the following Issues: o Should the County remain self-Inoured or should the County consider the possibility of going with a fully Insured plan? o Contracts with existing networks and alternative networks. o Terms and conditions of the contracts with networks, Including negotiated rates for physicians, hospitals, and other services. • After the above discussions, Consultant will prepare RFP specifications, Identify appropriate markets, analyze proposals submitted, prepare and submit recommendations and supporting documentation for recommendations, present results to management, and assist In negotiation of (preferably multi -year) contracts. Will assist In soliciting bids for any employee benefits necessary. 008 will only recommend vendors that have an A- (Excellent) or better rating from A.M. Best. GBS will evaluate Monroe County's employee benefit plans Initially and on an annual basis for the following: o Optimal balance between pricing and benefits. o Optimal mix of benefits offered to provide a well-balanced plan for ensuring employee security. o Optimal mix of vendors. o Competitive value. Will provide benchmarking Information. o Effective use of vendors to streamline administrative burdens. o Optimal funding mechanisms for beneffts. o Employer and Employee contribution levels. o Sufficient coverage In networks to satisfy employees and If network discounts are sufficient to satisfy the County's needs. Assist with renewals, Including negotiation of any change In contracts. Review Benefit Plan Documents and contracts. Assist In design and delivery of employee health benefits communication pieces. o Prepare open enrollment presentations to clearly communicate the value of employee benefits and the processes they will follow for open enrollment. The development will be done In collaboration with the County's vendors to ensure accuracy. o Prepare summary communication materials to consolidate benefit plan Information Into an easy to use, portable format. o Assist the County with communication campaigns to disseminate appropriate Information about benefits or employment policies. o Facilitate open enrollment meetings to explain benefits during open enrollment, whether on-alts at critical locations or online meetings to accommodate employees. o Create open enrollment forms, open enrollment brochures, posters, payroll stuthm, eta as requested by the County. o Work with the County's staff to develop customized education programs. Review coverage under present Provider contracts and overall benefit plan to establish goals and objectives. o Review contracts and Insurance policies for compliance with the terms of carriers' proposals to ensure accuracy, consistency, and applicability. o Review contracts and Summary Plan Descriptions for compliance with regulatory guidelines. o Develop components of the County's plan document to "wrap" benefit plans into one document for simplification and reporting. Analyze and evaluate Monroe County's performance with respect to Its self -insured program and make recommendations based on performance and current Industry practices. This may Include funding alternatives, procedures, health-care cost containment, retention levels, stop -loss limits, and multiple -option plan designs. WIN provide a recommended reporting frequency (quarterly at a minimum) and will prepare and review the reporting package with Monroe County's staff and, If needed, the Board of County Commissioners, to discuss key findings and Identify potential opportunities. The reports will based on the County's needs and may Include: o Executive Summary o Plan costs by line of coverage (medical, dental, vision, life, etc.) o Costs versus Budget o Cost comparison to prior claim perlods o Plan cost trends o Large claims tracking o Renewal projections and altematives o Incurred but not reported projections o Future plan cost projections (8 years) o Employer versus employee contributions o Benefit modeling (cost Impacts of benefit changes) o Top diagnostic categories • Assist In on -site audits In regards to claim processing and payment accuracy. o QBS will assist with audits of payment accuracy for Individual claims and for Issues that result from a specific type of claim. o Third Party Administrator In-depth claims audits can be performed at a negotiated fes. • Perform research and provide responses to technical questions posed by the County. • Provide annual Actuarial report for Sef 4nsured Program In accordance with Florida Statute 112.08. • Provide annual Imputed Income evaluation for Domestic Partners to determine the amount of the Imputed Income rates that employees and retirees who carry domestic partners or children of domestic partners are taxed on. • Provide comply Actuarial Valuation of Postemployment Benefit Plan every two years (next valuation due 2012) to determine the Plan's accrued liability and annual OPEB expense and document actuarial assumptions and plan provisions. Provide roll forward report for years In which a full valuation Is not required providing disclosure amounts and assumptions. • Provide annual Medicare Part D Attestation report in conjunction with the application for the Medicare Part D subsidy. The consultant shall confirm that the total value of benefits provided to Medicare Part D eligible Individuals under the County's plan Is at least as generous as what they could have received under the standard Medicare Part D coverage. • Be available to meet with the Board of County Commissioners, County staff and the general employee population as reasonably necessary. • Be available to answer questions and assist in resolving Issues that arise during the year In regards to employee benefits. o Identlflsd urgent requests will be responded to as quickly as possible. Routinely, calls will be returned within Z to 3 hours. • Provide actuarial services as may be necessary and provide written analysis with sufficient details to support conclusions and recommendations. GBS will most with the County after the first quarter's experience and will be available for monthly meetings thereafter until the reporting needs are flne tuned. Face to face meetings will be with the OBS in-house actuary who approves the reports. • Provide estimates of renewal rates and assist management In preparation of budget figures for health benefits. • Keep management Informed as to pending legislation that may have an Impact on existing or future benefits and any changes In State and Federal laws affecting benefit plans. Provide plan document revisions through the use of professlonal compliance staff. GBS will assist the County in keeping current on critical regulatory Issues through the following mechanisms: o Directions — Monthly newsletter sent to the County electronically. o Technical Builotlns — Published as needed. o Webinars • Assist with the initial tactical responses for compliance with any law changes and assist with long-term strategies as a result of the recently enacted Patient Protection Affordability and Accountability (Health Care Reform) Act. • Provide information on employee benefit Issues and trends. • Provide employee survey services through GBS Viewpoints. Develop and Implement employee surveys from survey design to analysis. Cross tabulats results by location or other variables desired by the Courtly provide detailed and summary reports, and make appropriate recommendations based on the results. • Deliver secure, personalized online access with GOS Insight: o My Desktop - personalized workspace that provides one -click access to compliance Internet resources and the County's GBS account team. o My Documents - personalized directory of documents that the administrative staff shares with the County's GBS account team and an entire archive of GBS compliance newsletters and bulletins. o My Benefit Plan - electronic access to benefit plan Information. o My Service Requests - secure message board that allows staff to submit, respond to, and track service requests to any member of the County's GBS account team. GBS will provide full disclosure and transparency In their compensation. GBS will provide the County with this Information up front, at every contract renewal, and with every bid analysis. During the term of the contract, GBS will have no relationships that In any way Impact their ability to provide benefits consulting services to the County. The Contractor shall record and maintain statistical data concerning the services, and such additional Information as may be required by the County. The Contractor shall retain all records pertaining to this contract for a period of four (4) years after the termination of this contract. The County, the Clerk, the State Auditor General, and agents thereof shall have access to Contractor's books, records, and documents required by this contract for the purposes of inspection or audit during normal business hours, at the Contractor's place(s) of business. al. Gallagher Benefit Services, Inc. GBS Insight User Agreement Addendum This GBS Insight User Agreement Addendum (the "Addendum") is attached to and made a part for all purposes of the Contract for Employee Benefit Consulting Services (the "Contract') dated September 15, 2010, by and between Gallagher Benefit Services, Inc. ("GBS") and Monroe County (the "Cllentl. The Contract is amended as set forth herein, Including Attachment A which is incorporated by reference. All other terms of the Contract are affirmed. For purposes of the Addendum, the term "Web Site" (whether one or more) shall refer to any or all of the Web Sites hosted under the domain name www.gailagherbenefits.com. Upon execution of the Addendum, GBS will set up two Web Site Users for Client, and the Web Site User will be able to access the Web Site with the user name and password that GBS will provide. A Web Site User Is any employee or agent of Client who visits any area of the Web Site, or posts licensing and technology transfer opportunities, whether such User is registered or not. Client and all Web Site Users are governed by these terms and conditions. Any Web Site User who does not agree with any parts of these terms and conditions will not be permitted to access or otherwise use any part of the Web Site. Pricing Client agrees to pay GBS an annual, non-refundable fee of $0.00 for the following GBS Insight Services: X My Desktop X My Documents X My Benefit Plan Such fee is due and payable upon receipt of invoice. The cost for each Web Site User in excess of two shall be $250.00 per User if the HReSource service is selected, which is payable upon receipt of invoice. Client may cancel the GBS Insight Services under this Addendum upon 30 days advance written notice to GBS. HIPAA Privacy/Security Client understands and agrees that the Web Site contains protected health information ("PHI") as that term is defined under the Health Insurance Portability and Accountability Act of 1996 ('HIPAA'), and the implementing regulations. Client will only allow Web Site Users to have access to PHI for Client's health plan for purposes of plan administration. Client will ensure that Web Site Users access, use and disclose PHI only for authorized purposes consistent with HIPAA and the implementing regulations and that Web Site Users shall do so in a manner consistent with HIPAA and the implementing regulations. Privacy Client acknowledges receipt of the GBS Privacy Policy, which is incorporated into and made a part of this Addendum. Copyrights Copyright Gallagher Benefit Services, Inc. 2005. All rights reserved. GBS, a wholly owned subsidiary of Arthur J. Gallagher & Co., grants permission to Client to view, copy, print and distribute the information found on the Web Site provided that the above copyright notice appears on all copies, use is internal to Client or for personal noncommercial informational purposes only, and no modification is made to any materials; Client grants to GBS permission to view, copy, print and distribute any information posted on the Web Site by Users. Any other modification, use, reproduction or distribution of the Web Site or its contents must be first approved by GBS in writing. Trademarks GBS Insight is a trademark of GBS. Client will not suffer or permit any unauthorized use of any GBS trademark, service mark or logo. No Warranties All products and services offered by GBS, including but not limited to the exchanges on the Web Site and any information presented on the exchanges, are presented "as is" and GBS makes no warranties, express or implied, regarding the Clients or any User's involvement or participation. GBS does not represent or �0' Gallagher Benefit Services, Inc. warrant that the information provided on the exchanges regarding invention descriptions or search profiles has been validated nor does GBS represent or warrant that the information is accurate. Liability Client agrees that in no event shall GBS or its affiliates or suppliers be liable for any damages, direct or indirect or special or consequential (including but not limited to negligence), lost profits or lost opportunities resulting from or related to the terms of use of the Web Site or this Addendum. The Client agrees to be responsible for any claims arising out of any breach of the terms of use of the Web Site or this Addendum. GBS DISCLAIMS ALL LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE WEB SITE. Indemnification To the extent allowed by Section 768.28, Florida Statutes, Client hereby agrees to indemnify, defend and hold GBS and its employees, officers, directors, stockholders, advisors, successors and assigns harmless from and against all losses, costs, expenses, liabilities and damages of every nature and kind, including, without Ilmitation, interest, penalties, reasonable attorneys' fees and arbitration and/or litigation costs arising out of or in connection with the terms of use set forth in this Addendum or in any way relating to the Web Site. Site Access Client understands and agrees that access to certain areas of the Web Site requires registration or membership. GBS offers both unpaid registrations, as well as paid membership. Unpaid members may have restrictions with respect to accessing certain levels of service pursuant to GBS policy. Access to the Web Site using automated computer programs to acquire voluminous data, such as scrapers and spiders, is strictly prohibited and Client agrees not to engage in such activity. GBS reserves the right to after, change, modify, add, or remove any portion of these terms and conditions with 10 days notice. Passwords and Security Upon execution of this Addendum, Client will be provided one password for each Web Site User. Client agrees to maintain the confidentiality of the password(s) given to access the Web Site, and is fully responsible for all activities that occur under Client's password(s). Client will provide to GBS the name and contact information for the person(s) in Client's organization that is authorized to use the password(s) and immediately inform GBS if the person(s) changes. Client agrees to notify GBS immediately of any unauthorized use of Cllent's password(s). Membership The membership and rights conferred by this Addendum are not transferable to others. Usage of the Web Site, for any fraudulent or illegitimate purpose is not allowed. GBS may receive copies of communications between Web Site Users to monitor and control the proper use of our Web Site and business opportunity databases, but is not obligated to do so. The personal information provided by authorized Web Site Users shall be used in a manner consistent with the GBS privacy policy. Right to Modify GBS reserves the right, at any time, to modify, temporarily or permanently, the Web Site (or any part thereof), without any notice and remove any of the information that Client may have posted at any time. GBS also reserves the right to discontinue, temporarily or permanently, any area of the Web Site, with 10 days notice. GBS will not be liable to Client or any third party for any modification, suspension, or discontinuance of the Web Site, This Addendum may be modified only by written agreement between the parties. Links The Web Site may contain links to the web sites of other parties. Client acknowledges and agrees that GBS does not control these other sites nor the policies applicable to such sites. Third party links to other web sites or resources are not endorsed by GBS and GBS is not responsible for any data, software or other content available from such web sites or resources. Client acknowledges and agrees that GBS shall not be liable, directly or indirectly, for any damage or loss relating to Client's reliance or use of such data, software or other content. GBS Insight User Agreement Addendum Page 2 of 3 (M. Gallagher Benefit Services, Inc. No Redistribution or Export Information supplied to the Client is intended for the sole use of the Client and Web Site Users. Redistribution or export of any information supplied by GBS is strictly prohibited. Termination of Access J Monitoring Client agrees that GBS may, in GBS' sole discretion, at any time terminate Client's access to the Web Site. Client also agrees that GBS may monitor the Web Site and may remove any information Client posts that GBS feels in GBS' sole discretion, is inappropriate to the Web Site. The Web Site may not be used in violation of any community standards, accepted Internet policy, laws or regulations of local, state, foreign or Federal governments or agencies thereof, or intemational treaty. Actions such as, but not limited to, misuse of copyrighted, patented or protected materials, use of the Web Site for defamatory, threatening or obscene purposes, the mass distribution of any message on an intrusive basis to users of the Internet, or denlal-of- service or security related attacks is prohibited. Venue Client acknowledges that GBS has its headquarters and operates its Web Site at the direction of individuals in the State of Illinois, United States of America. GBS does not represent or warrant that the content of its Web Site is appropriate or available for use outside of the United States. Access to the Web Site from countries other than the United States is at the risk of Client. Client agrees that any use of the Web Site from a country outside of the United States will be on the express condition that United States law applies. Client agrees to comply with the laws of the United States when visiting the Web Site and to resolve any disputes with GBS that are in any manner connected to or arise out of Client's use of the Web Site in the State of Illinois. This Agreement and any claims relating to the information available on the Web Site shall be governed by and construed in accordance with the laws of the State of Illinois, excluding its conflict of law rules. Agreed to this 21st day of March , 2012 CLIENT By • _ :, Name DavidP ce .�;4 Its_ Mavor �. EPU cr.X GALLAGHER BE S, INC. B Name: �kftey P. Angel o Its: Area President - • r'� '71 -71 N CO O :7 _ =C n _ w cj o _. m N CO GBS Insight User Agreement Addendum Page 3 of 3 . Gallagher Benefit Services, Inc. Gallagher Benefit Services, Inc. Internet Privacy Policy Our Commitment We are committed to protecting the privacy of our clients and their employees. Since we collect certain types of information when you visit our web site and at the time when our online services are used, we believe that it is important to lei you know what information is collected, how the collected information is used and protected. Welcome to Gallagher Benefit Services In visiting our web site, we want you to know that you have control over your business and personal information. You can visit us on the web without telling us who you are or revealing any business and personal information whatsoever, including your email address. Gallagher Benefit Services Online Services We encourage you to take advantage of Gallagher Benefit Services online services. When you use our online services, we can assure you that the personal information you provide us is managed with care. In order to use these services, we will ask for Information about you such as name, business, business address, and e-mail address. Within each of these service areas on our web site, you will be informed of the manner in which information will be collected and used. We know how important your privacy is to you and we appreciate you trusting us to handle your business and personal information responsibly and with integrity. Your Personal Information You do not have to give us personal information to visit our web site. By personal information we mean data that is unique to an individual such as a name, address, social security number or telephone number. We request personal information from you at our site in order to deliver requested materials to you and deliver a service. We do not sell, trade or rent your personal information to others under any circumstances. We collect only that personal information which you choose to provide to us. By using our web site you agree to the uses of your personal information described in this notice. If at any time this policy changes, those changes will be posted to this page so that you are aware of our intent to better protect your privacy. Confidentiality Practices At Gallagher Benefit Services, we support the concept of total confidentiality. We also hold our business associates and our affiliates to similar confidentiality standards. All personal Information or other confidential information must be used and disclosed in a manner consistent with applicable federal and state statutes and regulations, contractual obligations, and Gallagher Benefit Services policies and procedures. Confidential information includes but is not limited to, protected health information, non-public financial information, and trade secrets. Protected health information is individually identifiable health information that is transmitted or maintained by our clients and Gallagher Benefit Services in performance of our service agreement. This includes information in electronic, paper and oral form. If an individual's past, present, or future medical information can be discovered from the information it is protected. Protected health information may be used and disclosed solely for Gallagher Benefit Services business activities related to health care operations. Non-public financial information includes confidential information of a financial nature that is shared with Gallagher Benefit Services in the course of providing products and services to current, prospective or prior clients. This information is not otherwise available to the public and includes but is not limited to the following: credit history, financial benefits, business records, accounting, contracts, claims, policy information, and any other data financial in nature. Trade secrets include any proprietary information of our current, prospective or prior clients that is obtained through the course of business activities, through the provision of products and services. This information is not otherwise available to the public and Includes but is not limited to the following: business records, contracts, claims, products, business methods, data processing procedures, marketing strategies, pending projects or proposals, mailing lists, and any other information related to an organization's activities, products or services. GBS Insight User Agreement Addendum Page 1 of 2 Gallagher Benefit Services, Inc. Information Collection and Use The information we collect is limited to the data elements on the prescribed fortes. In the course of conducting our business we may share information you provide to us strictly on an as needed basis or otherwise required by law. In certain situations, and in no event contrary to applicable public policy, we would share information about you to: 1) our affiliated companies in order to provide a service to you; 2) a third party if reasonably necessary to enable them to perform services for us such as claims inquiries, appraisals, or the detection of fraud or material representations; 3) governmental authorities; 4) persons or organizations conducting legitimate research. Gallagher Benefit Services does not use, disclose, sell or transfer any personal information without consent unless required or permitted by law or regulation. In cases of permitted disclosure, we will disclose information in compliance with applicable laws and regulations and will require the recipient to protect the information and use it only for the purpose provided. Click Streams We may capture click streams to help us learn what parts of our site are most popular and among which audiences. We may also use them to help us optimize our user interface, to analyze site usage statistically, to improve content, and to customize our site's content and layout. In short, we use this information to allow us to tailor our site and to meet your needs better. We analyze click stream data to track trends and behaviors —not individuals. We are interested in our audience size, return visit rate, and similar data on an aggregate basis. We also capture date and time information of visits, pages visited, and the time you spend with us. Cookies Cookies are pieces of information that a site transfers to your computer's hard drive for record -keeping purposes. They can make the site more useful by storing information about your preferences at our site. It is almost standard for any interactive Web site to use cookies. Cookies do not identify a user, but they do identify a user's computer. Most browsers are set up to accept cookies. If you prefer, you can set your browser to refuse cookies. We do not use cookies to track, report on activity when you are not on our site, or pass your data to other sites. We do not use cookies to collect personal information such as your email address. We do not combine information collected through cookies with other personal information. We do not knowingly make any of the foregoing information we collect available to anyone else. We make no attempt to look at or examine other cookies or information that may be stored on your computer. Use of E-mail E-mail messages sent in clear text over the public Internet can be observed by an unintended third party. Nonencrypted Internet email communications may be accessed and viewed by other Internet users without your knowledge and permission while in transit to us. If you wish to keep your information private, please do not use email to communicate information to us or request information from us that you consider confidential. If you wish, you may contact us instead via telephone at the phone number provided elsewhere in this web site. Correcting or Removing Your Personal Information If you would like to correct any personal information you have provided to us or request that we remove your information from our records, email us at gbswebmaster@gallagherbenefits.com with the correction or removal request. Links to Other Sites We may provide links to other web sites not owned or controlled by us that we think might be useful or of interest to you. We cannot however be responsible for the privacy practices used by other web site owners or the content or accuracy of those other web sites. Links to other web sites do not constitute or imply endorsement by us of the web sites, any products or services described on these sites or any other material contained in them. Contact those web sites for their individual privacy policies. Changes to Our Privacy Policy We reserve the right to make changes to our privacy policy. We encourage you to review the web site and these terms periodically for any updates or changes. Your continued access or use of this web site shall be deemed your acceptance of this privacy policy. GB5 Insight User Agreement Addendum Page 2 of 2 gbsnslght Attachment A At Gallagher Benefit Services, we believe that building strong relationships with our clients is the cornerstone of our success. To strengthen out client relationships even further, we have developed GBS Insight. GBS Insight uses a powerful portal framework to deliver secure, personalized online access to the latest information and tools you need to effectively manage your company's human resource and employee benefit needs. Through innovative technology, GBS Insight's portal platform will support solutions that are appropriate to help you get your job done. GBS Insight offers the following complimentary core features: N My Desktop A personalized workspace that will conveniently provide you one -click access to all of your online business needs of GBS. You can store your most frequently used internet links or contact any one of your GBS Account Team members with a click of a mouse. Additionally, My Desktop also offers you valuable insight to the latest industry updates through daily news feeds from FIR & Benefit Essentials. N My Documents A personal directory of your documents that you and your GBS account team can share. You can upload, download, and edit any document in your company folder and be assured that you and your GBS account team are the only individuals that will access your company's documents. N My Benefit Plan A benefit plan manager that provides you convenient electronic access to your comprehensive employee benefit plan. You can improve employee customer service and enable more competitive and cost-efficient employee benefit packages by having your benefit plan readily available at your desktop through GBS Insight. M My Service Requests A secure message board that allows you to submit, respond to, and track service requests containing private health information to any member of your GBS account team. In addition to the complimentary core features, GBS Insight will provide you with the optimum flexibility to add the following services to your personalized desktop. It HReSouree A comprehensive library of FIR and benefits information powered by HR & Benefits Essentials. It features easy -to -understand and navigate I IR and employee benefits content, a targeted search engine, and hundreds of downloadable forms. M Additional GBS Technology Solutions A convenient way to gain single sign -on access to additional technology solutions available through GBS. GBS will store your usernames and passwords and provide you with one -click access to our technology solutions. Technology solutions currently available through GBS Insight include SmartBen, Connect2MyBenefits, and GBSInsider. Please contact your Gallagher Benefit Services Consultant for more information regarding GBS Insight - the robust, insightful online benefits resource only available to Gallagher Benefit Services clients. GBS Insight is the latest benefit of business designed for you to compliment the valued relationship we share. 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