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CY2019 01/01/2019 Agreement County of Monroe .L`'4 „a'`` BOARD OF COUNTY COMMISSIONERS • • Mayor Sylvia J.Murphy,District 5 The Florida Keys : Mayor Pro Tern Danny L. Kolhage,District 1 George Neugent,District 2 Ito, , Heather Carruthers,District 3 David Rice,District 4 Monroe County Board of County Commissioners Office of the County Administrator The Historic Gato Cigar Factory 1100 Simonton Street, Suite 205 Key West,FL 33040 (305) 292-4441 —Phone (305)292-4544-Fax MEMORANDUM TO: Pam Hancock, Deputy Clerk FROM: Lindsey Ballard, Aide to County Administrator 14 DATE: February 26, 2019 SUBJECT: Small Contracts Small contract for your records only. Enclosures: Worxtime,LLC—one enclosed Sea Tech of the Florida Keys-one enclosed - -- -- ClearTrack HR,LLC—one enclosed NOAA/Florida Keys National Weather Service (NWS)-one enclosed ATTACHMENT D.6 COUNTY ADMINISTRATOR CONTRACT SUMMARY FORM FOR CONTRACTS LESS THAN $50,000.00 Contract with: Worxtime, LLC Contract# Universal Service Agreement Effective Date: January 1,2019 Expiration Date:. December 31,2019 Contract Purpose/Description: Preparation and mailing of Forms 1094-C and 1095-C, proof of employer-provided • health care coverage, required by the Affordable Care Act, for Plan Year 2018. Contracts y Ori inal Agreement Contract Amendment/Extension Renewal Contract Manager: Bryan Cook x4458 Employee Services/Stop#1 (Name) (Ext.) (Department/Stop #) CONTRACT COSTS Total Dollar Value of Contract: $ 3,500.00 Current Year Portion: $ 3,500.00 (must be less than$50,000) • (If multiyear agreement then requires BOCC approval.unless the 11-.111 Budgeted? Yes* No n Account Codes: 502_ _ 08002 _ 530 _ 310 _ Grant: $ - - County Match: $ _ _ - ADDITIONAL COSTS Estimated Ongoing Costs: $ /yr For: (Not included indollar value above) . (e.g. maintenance, utilities,janitorial,salaries,etc.). CONTRACT REVIEW Changes Date Out Dat In Needed - e sewer ! Department Head Z4((� YesL No Z(.r eL Risk Management (i4949 Yesn No ' O.M.B./Purchasing/AP./! -1 YesL No Tel '1 J(,/(Gj County Attorney a-4-3.019 Yes❑ NoKI t-• 2`, a p(q Comments: Page 71 of 74 DocuSign Envelope ID:47544D1 E-F1 FB-438B-883E-A24C5837029D UNIVERSAL SERVICE AGREEMENT This UNIVERSAL SERVICE AGREEMENT(the"Agreement") is entered into and shall be binding upon the parties as of the last date executed below, and effective as of January 1,2019 (the "Effective Date") by and between Worxtime, LLC ("Worxtime"), a Georgia Limited Liability Company (and a wholly owned subsidiary of TALX Corporation), and Monroe County Board of County Commissioners ("Client"), a/an Government entity in the state of Florida. The parties agree as follows: 1.0 CONTRACT SERVICES By entering into this Agreement, Client hereby authorizes Worxtime to provide the employment or payroll related services (the "Services") as described in each applicable schedule, or schedule set, and any exhibits attached thereto (the "Schedule(s)"). The parties may enter into one or more Schedule(s), each Schedule corresponding to a service or group of services provided by Worxtime, and such schedules, whether attached hereto or entered into after the execution of this Agreement, shall be a part of this Agreement. The terms of this Agreement shall apply to each Service, except as the parties may otherwise provide in the Schedule(s). 2.0 TERM The term for each Service is set forth in the applicable Schedule. A Schedule may expire or be terminated without affecting the other Schedules. This Agreement shall remain in effect as long as there is an outstanding schedule with a term then in effect. However, the cumulative amounts paid under this Agreement can never exceed forty-nine thousand nine hundred ninety-nine dollars and ninety-nine cents ($49,999.99). 3.0 WORXTIME OBLIGATIONS Worxtime agrees that the Service (i) will be provided in compliance with laws and regulations applicable to Worxtime's performance thereof, and (ii) will not infringe trademarks, patents or other intellectual property rights of others. Worxtime MAKES NO WARRANTIES AS TO THE SERVICE OR THE DATA, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE EVEN IF Worxtime KNOWS OF SUCH PURPOSE. 4.0 CONFIDENTIALITY Subject to and without waiving the requirements of Florida public records law, the parties agree that the following will be treated as "Confidential Information": (i) all employment and income data ("Data") provided by or on behalf of Client to Worxtime; (ii) all information provided by Worxtime to Client pertaining to the Services; (iii) all information which is labeled as such in writing and prominently marked as "Confidential," "Proprietary" or words of similar meaning by either party; or(iv) business information of a party which a reasonable person would understand under the circumstances to be confidential. Any Confidential Information acquired or received by either party (the "Recipient") in the course of this Agreement will not be disclosed or transferred to any person or entity other than to employees of a party and, as to Worxtime, for the purpose of performing its obligations under this Agreement. Confidential Information received under this Agreement will be treated with the same degree of care and security as each party uses with respect to its own Confidential Information, but not less than a reasonable degree of care. The parties agree to use Confidential Information only for the purpose of performance of this Agreement and to make no copies except as necessary for performance of this Agreement. "Confidential Information" does not include information which (i) is or becomes generally available to the public other than as a result of disclosure by the Recipient , (ii) was known by the Recipient at the time of disclosure of the information without any obligation of confidence, and that knowledge is evidenced by reasonable proof, (iii) was or becomes available from a source other than the owner if the source was not legally bound to maintain the confidentiality of the information, (iv) the Recipient independently develops without use of or reference to the Confidential Information, or (v) is required to be produced in response to a public records request by Florida public records law. Each party acknowledges that unauthorized disclosure or use of the Confidential Information by a party may irreparably damage the other party in such a way that adequate compensation could not be obtained from damages in an action at law. Accordingly, the actual or threatened unauthorized disclosure or use of any Confidential Information shall give the owner the right to seek injunctive relief restraining such unauthorized disclosure or use, in March 30,2018 Template UNIVERSAL SERVICE AGREEMENT-Worxtime Page 1 of 8 CUS-74921 LRD—1.22.19 DocuSign Envelope ID:47544D1E-F1FB-438B-883E-A24C5837029D addition to any other remedy otherwise available (including reasonable attorneys' fees). Each party hereby waives the posting of a bond with respect to any action for injunctive relief. Upon Client's written request at any time during the Term of this Agreement (including termination or completion of the Services hereunder), Worxtime will purge, destroy, or otherwise render inaccessible, Data housed in the Worxtime production database(s), provided that Worxtime may retain archival copies of Data for audit and dispute resolution purposes, and Worxtime may retain copies of Data on'encrypted back-up media in which such Data is co-resident with other employment and income data. Worxtime shall remain under its contractual obligation of confidentiality and security to Client during such retention and such obligations shall survive termination of the Agreement. Notwithstanding the foregoing, Worxtime acknowledges that Client may be subject to a request under the Florida public records law, Law, as further defined in Fla. Stat. § 119.0701 (the "Law"). If Client is compelled to disclose any Confidential Information under the Law, Client will provide Worxtime with prompt written notice so that Worxtime may seek protection of its Confidential Information which may be exempt from disclosure under the Law. If such protection is not obtained by the date that Client must comply with the request, Client will furnish only that portion of the Confidential Information that it is advised by counsel that it is legally required to furnish, and Client will exercise commercially reasonable efforts to obtain confidential treatment of the Confidential Information so disclosed. This Section shall survive the termination of this Agreement. 5.0 DATA SECURITY AND PRIVACY Worxtime shall maintain an information security program that includes appropriate administrative, technical and physical safeguards reasonably designed to: 1) ensure the security and confidentiality of Data; 2) protect against any anticipated threats or hazards to the security or integrity of such Data; 3) protect against unauthorized access to or use of such Data that could result in substantial harm or inconvenience to Client; and 4) dispose of such Data in a secure manner. To comply with the safeguard obligations generally described above, Worxtime has (a) designated an employee to coordinate its information security program, (b) identified reasonably foreseeable internal and external risks to the security, confidentiality, and integrity of Data that could result in the unauthorized disclosure, misuse, alteration, destruction, or other compromise of such Data, and assessed the sufficiency of any safeguards in place to control these risks, and (c) designed and implemented information safeguards (including encryption of Data at rest and during transmission), to control the risks identified through the risk assessment, and regularly tests or otherwise monitors the effectiveness of safeguards' key controls, systems and procedures. Worxtime shall notify Client in writing as soon as possible and without unreasonable delay, after Worxtime has either actual or constructive knowledge of a breach which affects Data (an "Incident"). Notification may be delayed as required by law enforcement to prevent any impediment(s) to its investigation of the Incident. Worxtime shall have actual or constructive knowledge of an Incident if Worxtime actually knows there has been an Incident or if Worxtime has reasonable basis in facts or circumstances, whether acts or omissions, for its belief that an Incident has occurred. Worxtime shall cooperate with law enforcement in accordance with applicable law provided however, that such cooperation shall not result in or cause an undue delay to remediation of the Incident. Worxtime shall promptly take appropriate action to mitigate such risk or potential problem at Worxtime's expense. In the event of an Incident, Worxtime shall, at its sole cost and expense, fully restore the Data and institute appropriate measures to prevent any recurrence of the problem as soon as is commercially practicable. 6.0 DATA QUALITY AND DATA TRANSMISSION Client acknowledges that the ability of Worxtime to provide accurate information is dependent upon receipt of accurate Data from Client. Client shall provide current and accurate Data necessary for Worxtime to provide the Services. Client agrees to provide such Data to Worxtime in the Worxtime format within a mutually agreeable timeframe and to promptly correct and update Data. Client further agrees to test and validate the accuracy of the Data on a mutually agreeable frequency using paper-based or electronic Data validation reports provided by Worxtime. Both parties agree to work together to identify and resolve all identified historical and ongoing Data errors within two(2)of Client's pay periods. Client agrees that any action required of Worxtime to March 30,2018 Template UNIVERSAL SERVICE AGREEMENT-Worxtime • Page 2 of 8 CUS-74921 LRD—1.22.19 DocuSign Envelope ID:47544D1E-F1FB-438B-883E-A24C5837029D correct the Data for Client may result in additional fees, as provided in each applicable Schedule attached hereto. Furthermore, Client agrees to transfer Data to Worxtime using one of the approved secure shipping methods provided in Attachment 1. 7.0 PROPRIETARY RIGHTS Neither party's ownership rights, including but not limited to, any intellectual property rights in or used by Worxtime to perform the Services nor any intellectual property rights in or to Client's Data, shall be transferred pursuant to this Agreement. This Section shall survive termination of this Agreement. 8.0 INDEMNIFICATION/LIMITATION OF LIABILITY 8.1 Each party agrees to indemnify, defend and hold harmless the other party and its affiliates, and their directors, officers and employees (each, an"Indemnified Party"), from and against any and all third party claims, demands, liabilities, suits, damages, expenses and costs (including reasonable attorneys', experts' and investigators'fees and expenses) incurred by the Indemnified Party arising from or related in whole or in part to the indemnifying party's, or its affiliates', or its directors', officers' or employees' (i) breach of Section 4.0 or Section 6.0 of this Agreement, (ii) infringement on the intellectual property rights of third parties and/or (iii) intentional wrongful act or omission, provided that (a) the party seeking indemnity promptly notifies the indemnifying party of any claim for indemnity and - cooperates fully in the defense of the claim, and (b) the party providing indemnity shall select counsel to defend any such claim. 8.2 EXCEPT FOR WORXTIME'S INDEMNIFICATION OBLIGATIONS, IN NO EVENT SHALL DAMAGES BY EITHER PARTY HEREUNDER EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY CLIENT DURING THE TWELVE MONTHS PRIOR TO THE ACT OR OCCURRENCE WHICH GIVES RISE TO THE CLAIM, OR (B) THE SUM OF TWENTY- FIVE THOUSAND DOLLARS ($25,000). THIS LIMITATION ON LIABILITY SHALL NOT APPLY TO ANY THIRD PARTY CLAIM FOR WHICH EITHER PARTY HAS AN OBLIGATION OF INDEMNITY. 8.3 ANY OTHER TERM OR PROVISION OF THIS AGREEMENT TO THE CONTRARY NOTWITHSTANDING, IN NO EVENT SHALL EITHER PARTY, OR ITS AFFILIATES, THEIR DIRECTORS, OFFICERS OR EMPLOYEES, BE LIABLE FOR LOSS OF PROFITS OR FOR INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THE PERFORMANCE OF THIS AGREEMENT, EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 9.0 MISCELLANEOUS 9.1 Entire Agreement. This Agreement, which includes all schedules attached hereto and/or entered into after the execution hereof, comprises the entire Agreement between the parties, which supersedes all prior proposals, purchase orders, understandings and agreements with respect to the subject matter hereof. 9.2 Force Majeure. Neither party shall be responsible for any failure or delay in the performance of any obligations (excepting obligations to pay money) to the extent that failure is caused by acts of God, acts of terror, flood, fire, labor disputes, acts or omissions of the other party, non-delivery or delays in delivery by any other supplier of goods or services deliverable under this Agreement, or other causes beyond such party's reasonable control. 9.3 Severability. If any provision of this Agreement is held to be invalid or unenforceable under applicable law in any jurisdiction, the validity or enforceability of the remaining provisions thereof shall be unaffected as to such jurisdiction and such holding shall not affect the validity or enforceability of such provision in any other jurisdiction. To the extent that any provision of this Agreement is held to be invalid or unenforceable because it is overbroad, that provision shall not be void but rather shall be limited only to the extent required by applicable law and enforced as so limited. March 30,2018 Template UNIVERSAL SERVICE AGREEMENT-Worxtime Page 3 of 8 CUS-74921 LRD—1.22.19 DocuSign Envelope ID:47544D1E-F1FB-438B-883E-A24C5837029D 9.4 Assignment/Modification. Client shall not transfer, assign or otherwise dispose of (through operation of law or otherwise) any of its rights or obligations under this Agreement to any other person or entity, without the express written consent of Worxtime. Worxtime may assign this Agreement (and any corresponding schedules or attachments) to its affiliates, successors, or assigns, whether by way of business reorganization/reassignment, merger, sale of equity or assets, or otherwise, without the consent of Client. This Agreement will be binding upon, inure to the benefit of and be enforceable by the parties hereto and their respective affiliates, successors, and assigns in accordance with this subsection 9.4. 9.5 Notices. Every notice required under this Agreement shall be in writing and effective three (3) days after being mailed first class postage prepaid, or upon delivery by an overnight or other courier or delivery service, in either case addressed as follows: To Client: To Worxtime: Monroe County Board of County Worxtime, LLC (a wholly owned subsidiary of Commissioners TALX Corporation) 1100 Simonton Street Room 268 11432 Lackland Road Key West, FL 33040 St. Louis, MO 63146 Attn: Roman Gastesi Attn: President Either Party may change its notice address with written notice to the other party. 9.6 Entirety. This Agreement, together with all appendices, exhibits, schedules, attachments and addenda attached hereto, constitutes the entire agreement between the parties with respect to its subject matter, and, with respect to that subject matter, supersedes all previous agreements, promises, representations, understandings and negotiations, whether written or oral, between the parties. This Agreement shall control over any other agreement or any contrary terms contained in any other agreement (including, but not limited to, master agreement(s), service agreement(s), subscription agreement(s), business associate agreement(s), or similar agreement(s)). 9.7 Counterparts/Execution by Facsimile. For the convenience of the parties, copies of this Agreement, including Schedules hereto, may be executed in two or more counterparts and signature pages exchanged by facsimile or scanned copies via e-mail. The parties intend that counterpart copies signed and exchanged as provided in the preceding sentence shall be fully binding as an original handwritten executed copy hereof and all of such copies together shall constitute one instrument. 9.8 Waiver of Jury Trial. EACH PARTY AGREES TO WAIVE AND HEREBY WAIVES THE RIGHT TO TRIAL BY JURY OF ANY ACTION, SUIT, PROCEEDING, DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES. 9.9 FLORIDA LOCAL GOVERNMENT PROMPT PAYMENT ACT The parties agree to adopt and abide by the Florida Local Government Prompt Payment Act, as found in Fla. Stat. §§218.70-80. 9.10 SALES AND USE TAXES Except to the extent that Client has provided an exemption certificate, direct pay permit or other such appropriate documentation, EWS shall add to each invoice any sales, use, excise, value-added, gross receipts, services, consumption and other similar transaction taxes however designated that are properly levied by any taxing authority upon the provision of the Services, excluding, however, any state or local privilege or franchise taxes, taxes based March 30,2018 Template UNIVERSAL SERVICE AGREEMENT-Worxtime Page 4 of 8 CUS-74921 LRD—1.22.19 DocuSign Envelope ID:47544D1 E-F1 FB-438B-883E-A24C5837029D upon EWS's net income and any taxes or amounts in lieu thereof paid or payable by EWS as a result of the foregoing excluded items. 9.11 PUBLIC RECORDS AND AUDITS: Pursuant to Fla. Stat. § 119.0701, Worxtime shall, to the extent applicable, comply with all public records laws of the State of Florida, including but not limited to the obligation to: a. The parties agree that all Data and/or other information is sent from Client. To the extent these Data or other information sent to Worxtime from Client might be deemed public records pursuant to Florida law, and/or subject to retention requirements pursuant to Florida law, Client agrees that Worxtime is not responsible for.the maintenance or retention of those records. To the extent Worxtime creates any records that might be deemed a public record pursuant to Florida law, Worxtime agrees to keep and maintain public records required by Client in order to perform the service provided by Worxtime according to Worxtime's retention policy. If Client anticipates those records may be subject to Florida law, Client accepts responsibility to timely request those records and that Client is responsible to keep and maintain those records. The parties agree that Worxtime is not responsible for the failure by Client to timely request those records. b. To the extent required by applicable law, upon request from the public agency's custodian of public records, provide the public agency with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Florida Statutes, Chapter 119 or as otherwise provided by law. c. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if Worxtime does not transfer the records to the public agency. d. Upon timely rquest by Client, transfer, at no cost, to Client all public records in possession of Worxtime or keep and maintain public records required by the Client to perform the service according to Worxtime's retention policy. If Worxtime transfers all public records to the Client upon completion of the contract, Worxtime shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements according to Worxtime's destruction of information policy. If Worxtime keeps and maintains public records upon completion of the contract, Worxtime shall meet all applicable requirements for retaining public records according to Worxtime's retention policy. All records stored electronically must be provided to Client, upon request from the Client's custodian of records, in a format agreeable between Worxtime and Client. This contract and all related public records maintained by, provided to or required to be provided to the State and the Client are subject to F.S. 119.0701(2018) ("Law"), provided, however, if Client is compelled to disclose any Worxtime Confidential Information or Data under the Law, Client will provide Worxtime with prompt written notice so that Worxtime may seek protection of its Confidential Information or Data which may be exempt from disclosure under the Act. If such protection is not obtained by the date that Client must comply with the request, Client will furnish only that portion of the Confidential Information or Data that it is advised by counsel that it is legally required to furnish, and Client will exercise commercially reasonable efforts to obtain confidential treatment of the Confidential Information or Data so disclosed. Client will not disclose any Confidential Information or Data that is protected by law. March 30,2018 Template UNIVERSAL SERVICE AGREEMENT-Worxtime Page 5 of 8 CUS-74921.LRD—1.22.19 DocuSign Envelope ID:47544D1 E-F1 FB-4386-883E-A24C5837029D IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, BRIAN BRADLEY, AT (305) 292-3470, bradlev-brianamonroecounty-fl.gov, do Monroe County Attorney's Office, 1111 12th St., Suite 408, Key West FL 33040. • 9.12 Federal Contract Clauses. A portion of the funds used to pay for these services are • expected to come from federal.awards, as that term is defined in 2 CFR part 200. Therefore, the following federal contract clauses from 2 CFR part 200 are incorporated in and made part of this Agreement to the extent applicable: a. Debarment and Suspension (Executive Orders 12549 and 12689)-A contract award (see 2 CFR 180.220) will not be made to parties listed on the governmentwide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989.Comp., p. 235), "Debarment.and Suspension."SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties. declared ineligible under statutory or regulatory authority other than Executive Order 12549. b. Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee -of a member of Congress in connection'with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. c. Americans with Disabilities Act of 1990 (ADA) Worxtime.("Contractor's .will comply with all the.requirements as imposed by the ADA, the regulations of the Federal government issued thereunder, and the assurance by the CONTRACTOR pursuant thereto. d. : Disadvantaged Business Enterprise (DBE) Policy and Obligation - It is the policy of the COUNTY that DBE's, as defined in 49 C.F.R. Part 26, as amended, shall have the opportunity to participate in the performance of contracts financed in whole or in part with COUNTY funds under this Agreement. The DBE requirements of applicable federal and state laws and regulations apply to this Agreement. The. COUNTY and its CONTRACTOR agree to ensure that DBE's have the opportunity to participate in the performance of this Agreement. In this regard, all recipients and contractors shall take all necessary and reasonable steps in accordance with applicable federal-and state laws and regulations to ensure that the DBE's have the opportunity to compete for and perform contracts. The COUNTY and the CONTRACTOR and subcontractors shall not discriminate on the basis of race, color, March 30,2018 Template UNIVERSAL SERVICE AGREEMENT-Worxtime Page 6 of 8 CUS-74921 LRD—1.22.19 DocuSign Envelope ID:47544D1 E-F1 FB-438B-883E-A24C5837029D national origin or sex in the award and performance of contracts, entered pursuant to this Agreement. e. The Contractor shall utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the Contractor during the term of the Contract and shall expressly require any subcontractors performing work or providing services pursuant to the Contract to likewise utilize the U.S. Department of Homeland .Security's E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor • during the Contract term. • f. No Obligation by Federal Government. The federal government is not a party to this contract and is not subject to any obligations or liabilities to the non-Federal entity, contractor, or any other party pertaining to any matter resulting from the contract. • g. Program Fraud and False or Fraudulent Statements or Related Acts. The Contractor acknowledges that 31 U.S.C. Chapter 38 (Administrative Remedies for False Claims and Statements) applies to the Contractor's actions pertaining to this contract. IN WITNESS WHEREOF, the parties hereto have executed this Agreement. Monroe County Bo rd of County Worxtime, LLC Commission DoeuuSigned by: By: By: FR .v' AY{.Atn.1, 831'012837908450... Name: Roman Gastesi Name: Heather McFarland Title: County Administrator Title: VP of Operations & Finance Date: ' ( f 2- 11 Date: 1/31/2019 • MONROE COUNTY ATTORNEY'S OFFICE APPROVED AS TO FORM: Digitally signed by Cynthia L.Hall • DN:cn=Cynthia L.Hall, • 1• 1AL emailo=Monrohalle- County BOCC,ou,• _cyhthia@mo nro eco unty-fl.gov, c=US Date:2019.01.28 10:41:56-05'00' • March 30,2018 Template UNIVERSAL SERVICE AGREEMENT-Worxtime Page 7 of 8 CUS-74921 LRD—1.22.19 DocuSign Envelope ID:47544D1 E-F1 FB-438B-883E-A24C5837029D Attachment 1 Security Requirements when Client Sends Employment and Income Data to Worxtime • The following table outlines the acceptable options for the secure transfer of employment and income Data, to Worxtime. Client agrees to use one of the approved secure delivery or transmission methods provided below. The Worxtime preferred method of receiving Data is Secure File Transfer Protocol (SFTP)with PGP encryption. Transfer Option Description For Added Protection Secures credentials and information in PGP desktop software and use of the Worxtime 1a SFTP the file during transmission using the PGP encryption key adds extra protection to the SSH protocol. Data file itself. Secures credentials and information in PGP desktop software and use of the Worxtime 1 b FTPS the file during transmission using PGP encryption key adds extra protection to the SSL/TLS protocols. Data file itself. Encrypted Secures information in email PGP desktop software and use of the Worxtime 2 Email attachment only. PGP encryption key encrypts the Data file. Attachment Allows for sending data files using PGP desktop software and use of the Worxtime 3 CD/DVD encryption software with additional PGP encryption key encrypts the Data file. password protection. 4 Secure Email Secures information in the body of the Client to confirm presence of TLS with their (Voltage, TLS) email and attachments. internal email service team. 1. USPS Certified Mail Unencrypted Secured transport service approved by 2. USPS Overnight delivery 5 Media Worxtime for unencrypted media and 3. FedEx Overnight or 2-day delivery documents. 4. UPS Overnight or 2-day delivery March 1,2018 Template UNIVERSAL SERVICE AGREEMENT Page 8 of 8 ATTACHMENT 1 DocuSign Envelope ID:47544D1E-F1FB-438B-883E-A24C5837029D SCHEDULE A—ACA TRACKING AND REPORTING SERVICE SERVICE PROVIDER,TERMS AND FEES FOR SERVICES Client Name: Monroe County Board of County Commissioners Effective Date: January 1,2019 The ACA Tracking and Reporting Service("ACA Service")and its corresponding Implementation and Support,the optional ACA Tax Form 1095-C Print Service("ACA Tax Form Service"),the Employment Verification Service, and the optional ACA Subsidy Management Service, all described more fully below or in Schedule B hereto (collectively,the"Services") are provided by Worxtime,LLC, a Georgia Limited Liability Company(a wholly owned subsidiary of TALX Corporation—"TALX"),("Worxtime"). Client authorizes Worxtime as its authorized agent to provide the Services. Worxtime shall provide the applicable Services in accordance with the Universal Service Agreement(the"Agreement") dated 1/1/19 this Schedule A,and Schedule B (which are part of the Agreement)utilizing any and all of the employment data and information,and if Client elects the ACA Tax Form Service,tax form information supplied by and on behalf of Client. All capitalized terms used herein and not otherwise defined shall have the meaning set forth in the Agreement. 1. Scope of Undertaking: Worxtime shall provide(i)the ACA Service and applicable Implementation and Support in relation to certain of Client's group health plans,which may or may not be"employee welfare benefit plans",within the meaning of Section 3(1)of the Employee Retirement Income Security Act of 1974(E12ISA)("Plans"),as more specifically set forth in Schedule B;(ii)the Employment Verification Service,detailed below in Sections 6 and 7 of this Schedule A;and(iii)at Client's option(as indicated by Client's initials in Exhibit 1 hereto),(a)the ACA Tax Form Service and(b)the ACA Subsidy Management Service,each described more fully in Schedule B. The ACA Service is designed to assist Client in understanding its options with respect to its Plans under the employer shared responsibility provisions of Internal Revenue Code Section 4980H and related issues under the Patient Protection and Affordable Care Act of 2010,Pub.L.No. 111-148,and the Health Care and Education Reconciliation Act of 2010,Pub.L.No. 111-152,and the regulations and guidance issued thereunder("PPACA"). 2. Term: The initial term of this Schedule A(the"Initial Term")shall begin on the Effective Date hereof,and shall remain in effect for one(1) year.This Schedule A shall automatically renew for successive one(1)year terms(each a"Successive Term")unless either party provides the other with written notice of termination at least ninety(90)days prior to the end of the then-current term. 3. Termination: Either party may terminate this Schedule A if the other party has materially breached the Agreement, provided that the party claiming breach must give the other party at least thirty(30)days prior written notice in which to cure the breach before terminating this Schedule A. Notwithstanding anything to the contrary, this Schedule A may not be terminated for convenience (i.e., Client is responsible for making payments for all amounts contracted for and owed for the entire length of the term of this Schedule,and Worxtime will bill and collect any and all amounts owed under this Schedule). 4. Payment Terms and Fees: All prices and fees for the Services performed under this Schedule A and Schedule B are stated in Exhibit 1 -Fees, attached hereto and made part of this Schedule A.All fees are in U.S.dollars. • Annual fees will commence upon execution of this Schedule A and renewing annual fees will be invoiced on the last day of the month that the Term renews. • All Set-up Fees and One Time Fees for historical data,additional carriers and EINs will be billed upon execution of this Schedule A. ACA Subsidy Notification and ACA Subsidy Appeals Fees will bill the month following Worxtime providing the service. • If applicable,fees for the ACA Tax Form Service will be invoiced after charges are incurred. • Invoices are due net thirty(30)days. • Payments not received within forty-five(45)days of the invoice date will bear interest at a rate of 1.5%per month. • Payments not received within sixty(60)days of the invoice date will result in the suspension of the Service(at the discretion of Worxtime) until payment is received. • Except to the extent that Client has provided an exemption certificate, direct pay permit,or other such appropriate documentation, Worxtime shall add to each invoice any sales,use,excise,value-added,gross receipts,services,consumption,and other similar transaction taxes,however designated,that are properly levied by any taxing authority upon the provision of the Services,excluding,however,any state or local privilege or franchise taxes,taxes based upon Worxtime's net income,and any taxes or amounts in lieu thereof paid or payable by Worxtime as a result of the foregoing excluded items. • Additionally,any applicable fees for the Employment Verification Service will be set forth in Exhibit 1—Fees. 5. Data: Client acknowledges that Client is solely responsible for the quality of the Data provided by Client or by a third-party on behalf of Client. Client will validate the completeness and accuracy of all Data prior to submitting to Worxtime,and Client shall notify Worxtime in advance of any and all changes or modifications in format or type concerning the Client's computer interface and/or any of its Data. Worxtime may use depersonalized Client Data to perform analytics, modeling and/or demographic studies. Depersonalized Client Data shall not include any information that individually,or collectively,could be used to specifically identify either Client or Client's employees. Use of Client's Data for Employment Verification Service is set forth in Sections 6 and 7 of this Schedule A. 6. Employment Verification Service: Worxtime is authorized by Client to provide employment and income verification of Client's employees. The Employment Verification Service is designed to assist (i) Client, (ii) employees of Client, and (iii) commercial, private, non-profit and governmental entities("Verifier(s)")who wish to verify an employee's employment and/or income. Worxtime will serve the interests of Client, employees of Client, and Verifiers(a)by providing verifications to relieve the employer of the burden of employment and income verification obligations as often as practicable;(b)by providing verifications where the employee has applied for a benefit(such as a job application,subsidies, or a loan application)or has obtained a benefit,and the Verifier is seeking to determine whether the employee is qualified to receive the benefit or is seeking to enforce obligations undertaken by the employee in connection with the benefit;(c)by providing verifications where the employee is obligated by Federal,state or local law to provide the verification information to the Verifier; and(d)by providing analytics,modeling and/or demographic studies that will not include any information that individually,or collectively,could be used to specifically identify either Client or Client's employees. 7. Fair Credit Reporting Act("FCRA")Obligations: Concerning the Employment Verification Service,Client acknowledges receipt of Schedule A,Schedule B,and the"Notice to Furnisher"document provided below in Schedule B. Client agrees that it shall comply with all of the obligations of a furnisher set forth in such Notice to Furnisher. In the event that an employee notifies Worxtime of an error in any Data,and Worxtime or March 29,2018 Template ACA Tracking and Reporting Service Page 1 CUS-74921 LRD—12.11.18 DocuSign Envelope ID:47544D1E-F1FB-438B-883E-A24C5837029D SCHEDULE A—ACA TRACKING AND REPORTING SERVICE SERVICE PROVIDER,TERMS AND FEES FOR SERVICES Client concludes that the Data is incorrect,Client shall correct the Data as required. If,after completing an investigation and acknowledging that the Data is incorrect,Client does not correct the Data,then Worxtime(by and/or through its parent company TALX)may as required under the FCRA: (i)correct the Data on behalf of Client, and/or(ii)block the Data from being accessed by Verifiers. TALX is a Consumer Reporting Agency("CRA"),as defined by the FCRA. As such,TALX(and its subsidiary Worxtime)complies with the FCRA in providing the Employment Verification Service. FCRA compliance enhances the protections available to Client's employees,with respect to the privacy and accuracy of the Data. Client acknowledges that Worxtime(by and/or through its parent company TALX)has the responsibility to maintain Data accuracy as required under the FCRA,and grants the authority necessary to Worxtime and TALX under this Schedule to fulfill this responsibility. 8. Set-up and Implementation: Client acknowledges that it must undertake certain steps for the Services to be provided correctly and timely, including,without limitation,providing Data in a proper format,undergoing validation and,if applicable,testing procedures,and assisting with the Implementation and Support.Client agrees to fully cooperate with Worxtime to implement the Service and if applicable,the ACA Tax Form Service in accordance with Schedule B. Worxtime shall have no liability with regard to any errors that result from Client's failure to timely provide Data(or update Data)accurately and completely and in the format required by Worxtime. 9. Responsibilities: Client understands that Worxtime is not a law firm and Worxtime has not and cannot provide legal advice to Client or the Plan concerning any legal issues associated with the Services. Client is responsible for compliance with all applicable federal,state and local laws and regulations, including,but not limited to, compliance with PPACA, the San Francisco Health Care Security Ordinance and the Massachusetts Health Care Act. Client is responsible for working with its legal counsel to develop and implement any strategies(tax,legal or otherwise),and to make all determinations regarding whether to offer coverage under its Plans and to whom coverage should be offered, in response to Data or information developed as part of the Service,and to monitor and comply with any applicable laws,regulations and guidance(formal or informal) that affect the Services, and/or the Client's Plans. Client understands that Client's failure to follow any established parameters of the Services may materially affect the risks and liabilities associated with any development and implementation of any strategies based on the Services. Client acknowledges that Worxtime is not providing tax or legal advice and that Worxtime is not responsible for determining the legal and tax status of the Services and/or the Client's Plans. Worxtime does not have authority to control and manage the operation of Client's Plans. Worxtime does not assume any responsibility for the general policy design of the Plans,the terms of the Plans,the legal compliance of the Plans,the administration of the Plans or any act or omission or breach of duty by Client related to the Plans. In addition,Worxtime does not assume any financial risk or obligation with respect to the Plans.Nothing herein shall be deemed to constitute Worxtime as a party to the Plans or to confer upon Worxtime any discretionary authority, responsibility or control concerning or with respect to management of the Plans, administration of the Plans or operation of the Plans. Nothing in this Schedule A or Schedule B shall be deemed to impose upon Worxtime any obligation to any employee of Client or any person who is participating in the Plans. Worxtime is and shall remain an independent contractor with respect to the Services,and shall not for any purpose be deemed an employee of Client.Nor shall Worxtime and Client be deemed partners,engaged in a joint venture or governed by any legal relationship other than that of independent contractor. 10. Third Party Indemnity.Client agrees to indemnify,defend and hold harmless Worxtime(and its parent company and/or affiliates)with regard to any third party claims, demands, liabilities, suits,damages, expenses and costs as a result of any action arising out of or relating to (i) any premium charge,tax,penalty,payment or similar assessment(federal,state or local)for which Client or its group health plans are liable,including but not limited to, any assessable payment or tax under the Internal Revenue Code or any provision of PPACA, and (ii) any of Client's responsibilities as set forth in Paragraph 7 of this Schedule A. The indemnity obligations set forth above shall survive termination of this Schedule A and/or the Agreement 11. No Third Party Beneficiaries: Nothing express or implied in this Schedule A or Schedule B is intended to confer, and nothing herein shall confer,upon any person,including any Plan participant,any rights,remedies,obligation or liabilities whatsoever. 12. Terms&Conditions:Worxtime will assign an account manager to assist Client with Data set-up,initial importation of Data,and system training. Worxtime will also make available appropriate technical staff as reasonably required. Certain items are to be delivered in a timely manner by Client during the onboarding process. The initial testing file is due by Client twenty-one(21)days after the initial onboarding call and delivery of the templates. Failure to provide the initial test file within the time frame will result in an additional fee of one thousand,six hundred ninety-five dollars($1,695). At the completion of each additional twenty-one(21)day period in which the test file has failed to be sent by Client, Client agrees to pay an additional fee in the amount of three hundred dollars($300)due and payable at the conclusion of each such twenty-one (21) business day period. March 29,2018 Template ACA Tracking and Reporting Service Page 2 CUS-74921 LRD—12.l 1.18 DocuSign Envelope ID:47544D1E-F1FB-438B-883E-A24C5837029D • SCHEDULE A—ACA TRACKING AND REPORTING SERVICE .SERVICE PROVIDER,TERMS AND FEES FOR SERVICES Schedule A and Schedule B shall be binding on the patties upon the date last executed below. Client—Monroe Conn '"ward of County Commissioners/ Worxtime,LLC [Doc:sl:::dbY. By: By: 83F01283790.B450... Name: Roman Gastesi Name: Heather McFarland Monroe County Administrator Title: VP of Operations&Finance Title: .f Date: `I Ili ( I i Date: . 1/31/2019 MONROE COUNTY ATTORNEYS OFFICE APPROVED AS TO FORM: Digitally signed by Cynthia L.Hall t DN:cn=Cy , Monroe aegod ' pie + County BOCC,nthia ouL,emailHallo==hall- b•1�`"'` rynthia@monroecounty-fl.gov, c=US Date:2019.01.2810:43:27-05'00'• • • • March 29,2018 Template ACA Tracking and Reporting Service Page 3 CUS-74921 LRD—12.11.18 • SCHEDULE A—ACA TRACKING AND REPORTING SERVICE EXHIBIT 1-FEES ACA Tracking and Reporting Service The ACA Tracking and Reporting Service is being provided on an annual basis, in accordance with the Payment Terms in • Schedule A. The fees shall be in the amounts set forth below,and the pricing and fees specified herein will increase by 5%on each anniversary of the Schedule's Effective Date. Optional Services: Fulfillment-Tax Form 1095-C Print Service: Yes client's Initials required: Subsidy Management:No (Client''Iiritials required: Billing mode Annually Contract Begin Date Fee: PEPM(Per Employee per Month) $0.5.0 Estimated Number of Employees 606 Minimum Annual Measurement Fee for measurement $3,500 of less than 668 EE One-time Initial Fees Historical Data Fee One-time historical data load *First set of file feeds from one $Included File Feeds source/carrier Additional File feed uploads:$500 $0 per file Additional Fees • Additional EINs #0 $250 per each additional EIN $0 **File Reformatting Fees $495 $0 Data Analyst Upload Service Data Analyst processes file(s) Optional Services ACA Tax Form 1095-C Print Service $2.25 per printed&mailed 1095- Yes C form(includes postage) ACA Subsidy Management Service The pricing specified herein will $1,200 annually increase by 5%on each $10 per subsidy notice anniversary of the Schedule's case received Effective Date $15 per appeal requested * Set of files includes employee and coverage file from one source. Additional employee and coverage files from additional sources results in additional file feed costs. **Reformatting fees are charged to Client when they fail to provide files in the required format. Client Purchase Orders. If the use of a Purchase Order("PO")or similar ordering document is required by Client, the following information must be provided as part of this Schedule.Failure to include this information reflects Client's agreement that a PO shall not be required by Client. Client shall provide notice of any PO changes no less than ninety(90)days prior to the expiration of the current PO. No additional terms and conditions shall be included in the PO unless expressly agreed to in writing by the parties.If there is a conflict between language in the PO and the Agreement and/or Schedule,the Agreement and/or Schedule shall control. PO Number: PO effective dates(does not impact the Effective Date(s)or Tenn(s)specified in the Agreement or Schedule):from to Dollar limit,if applicable,of initial PO(does not limit or otherwise impact any minimum ordering obligations or purchase commitments specified in the Agreement): March 29,2018 Template ACA Tracking and Reporting Service Page 4 CUS-74921 LRD—12.11 1 8 DocuSign Envelope ID:47544D1 E-F1 FB-438B-883E-A24C5837029D SCHEDULE B—ACA TRACKING AND REPORTING SERVICE SERVICE DESCRIPTION OVERVIEW ACA Tracking and Reporting Service Definition and Description of the ACA Tracking and Reporting Service The ACA Tracking and Reporting Service(the"ACA Service")is a hosted application and relies on a software program.The software program uses Data provided by Client to assist with certain aspects of the Affordable Care Act("ACA").This includes measuring and tracking employee benefit eligibility and providing Client with reports,alerts and a dashboard that helps Client to analyze Data relevant to their compliance with the ACA. •The ACA Service includes: • (1) a health care reform compliance service for the IRS-issued rules and regulations associated with ACA eligibility and reporting for the Employer Mandate,as defined in the ACA; (2)the utilization of a web-based data center and processing facilities which are SSAE16 compliant; (3)assistance with the measurement process,administration process,and stability periods to provide Client with data needed to help Client comply with the eligibility rules(as published in the Employer Mandate section of the ACA); (4)the creation of standard and customized reports; (5)access to data mapping tools for data conversion; ' (6)transmission of the 1094/5-Cs to the IRS;and (7)PDF file of employee 1095-C forms. Consistent with the terms and conditions contained in Schedule A, the Data supplied by Client will be analyzed and timely submitted to the IRS forms 1095-C and 1094-C per Client's direction and as required by the ACA. Prior to submitting the 1094-C and 1095-C forms,Client will be provided the opportunity to review,make corrections,and approve the 1095-C forms. Once approval is received,a PDF file of the 1095-C forms for distribution to employees will be provided,and the 1094-C will be filed with the IRS. Eligibility and Affordability The ACA Service will calculate Client employees' full-time determination under the look-back and/or the monthly measurement method as set forth in Internal Revenue Code (IRC) Section 4980H and the regulations and guidance issued thereunder. All calculations are based on Client's Data. The ACA Services will provide affordability and compliance status pertaining to the affordability requirements of the ACA provided Client loads complete and accurate pay data per the timesheet file specifications. IRS Reporting The ACA Service will support the collection and configuration of data fields required to comply with the reporting requirements under IRC§6055 and§6056. ACA Service User Names Client agrees to be solely responsible for all user names or passwords assigned. Client is responsible for improper use of user names and passwords and releases all liability associated with misuse. ACA Tracking and Reporting Service-Implementation and Support Description The ACA Service allows employers access to the hosted Worxtime environment. Client Services is available via phone, e- mail and/or online chat during normal business hours(8:00 am to 5:00 pm,Central Time),Monday through Friday of normal business days(non-holidays). Client agrees and understands the accuracy of setup is the responsibility of Client and agrees to perform or provide certain assigned implementation tasks.Client will be assigned an account manager to assist Client with basic ACA setup,file(s)format and structure,initial importation of Data,and system training. Client is required to upload their Data directly into the system. Should Client have Data that is not acceptable for direct upload and would require SFTP transfer of the Data,then Client will be subject to additional Data fees listed in the fee schedule. March 29,2018 Template ACA Tracking and Reporting Service Page 5 CUS-74921 LRD—12.11.18 DocuSign Envelope ID:47544D1E-F1FB-438B-883E-A24C5837029D Client agrees to make a staff member available as a`Point of Contact' for ACA reporting,accountability for Data,initial setup, assist in the resolution of any issues,and completion of wizard for approving 1094/5-C forms. • March 29,2018 Template ACA Tracking and Reporting Service Page 6 CUS-74921 LRD—12.11.18 DocuSign Envelope ID:47544D1E-F1FB-438B-883E-A24C5837029D SCHEDULE B—ACA TRACKING AND REPORTING SERVICE SERVICE DESCRIPTION OVERVIEW Client will have the ability to set up certain alerts regarding compliance with the ACA to be sent to the email address provided. From time to time,Client may be asked to verify receipt of alerts. A copy of the alerts shall be maintained on the server. Client is responsible for making any modifications to Client's email system in the event alerts are treated as"spam"or blocked in any manner. Optional-ACA Tax Form 1095-C Print Service Description The ACA Tax Form 1095-C Print Service is designed to print and mail U.S.Tax Form 1095-C for Clients'required individuals, based on Data provided by Client. Service Delivery Tasks Clients must approve 1095-C forms by established deadlines, for on-time delivery of forms to employee's mailing address. Forms will be mailed to the address provided as part of the Data importation. Optional-ACA Subsidy Management Service Description The ACA Subsidy Management Service is an optional service that is designed to assist Client with the communication and management of subsidy notices from state and federal health insurance exchanges. Modification to the Service Description Overview Worxtime reserves the right to modify the Services from time to time,provided that any such modification applies in a similar manner to all other clients receiving such Services, and the changes made will only enhance and not reduce the quality of the Services. If the modification shall be a substantial change from this Service Description Overview, Worxtime shall provide notice of the change to Client. A substantial change shall be a change which is inconsistent with this Service Description Overview. A change that does not alter functionality of the Services,such as a change for upgraded security of Data, is not a substantial change.Client may terminate this Schedule A and B by notice given to Worxtime within thirty(30)days after notice of an amendment to the Service Description Overview, and termination shall be effective ninety (90) days after notice is provided unless the parties agree otherwise in writing. Absence of such termination shall constitute Client's agreement to the modified Service Description Overview. March 29,2018 Template ACA Tracking and Reporting Service Page 7 CUS-74921 LRD—12.l 1.18 DocuSign Envelope ID:47544D1E-F1FB-438B-883E-A24C5837029D SCHEDULE B—ACA TRACKING AND REPORTING SERVICE SERVICE DESCRIPTION OVERVIEW Notice to Furnishers of Information: poF Notice to Furnishers of Information - 02-28 March 29,2018 Template ACA Tracking and Reporting Service Page 8 CUS-74921 LRD—12.11.18 ACCPREP CERTIFICATE OF LIABILITY INSURANCE DATE(MMDD/YYYY) 03/14/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT MARSH USA,INC. PPHON E FAX TWO ALLIANCE CENTER IA/C. Extl: (A/C,No): 3560 LENOX ROAD,SUITE 2400 E-MAIL ATLANTA,GA 30326 ADDRESS. INSURER(S)AFFORDING COVERAGE NAIC# CN101920890-EQUIF-PROF-18-19 INSURER A:Syndicates 2623/623 at Lloyds INSURED INSURER B Equifax Inc.&All Subsidiaries WorxTime LLC INSURER C: 360E Quality Circle,Ste 220 Huntsville,AL 35806 INSURER D INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: ATL-004924750-01 REVISION NUMBER: 4 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS,• CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS; EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF POLICY EXP LIMITS (MMlDD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY PRO- JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: _ $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ (Ea accidentL__._-__ _ _ ANY AUTO API E GEMENT AUTOS ONLY AUTOS BODILY INJURY(Per person) $ AWNED SCHEDULED AT BODILY INJURY(Per accident) $ HIRED NON-OWNED WAIVE N/ PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY (Per accident) UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY Y/N STATUTE ER ANYPROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A PROFESSIONAL LIABILITY W20485180701 09/28/2018 12/15/2019 Limit 15,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE:Co#: 235-WorxTime LLC Cyber and E&O coverages are also included. CERTIFICATE HOLDER CANCELLATION Monroe County Board SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE of County Commissioners THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 1100 Simonton Street Room 268 ACCORDANCE WITH THE POLICY PROVISIONS. Key West,FL 33040 AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Manashi Mukherjee auoa>.. »atia r c I ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD ACORD® DATE(MMIDD/YYYY) �,. CERTIFICATE OF LIABILITY INSURANCE 03/1412019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT *MARSH USA,INC. NAME: TWO ALLIANCE CENTER (A/�No.Ext): FAX Not: 3560 LENOX ROAD,SUITE 2400 E-MAIL ATLANTA,GA 30326 ADDRESS: Attn:Atlanta.CertRequest@marsh.com/Fax:212-948-4321 INSURER(S)AFFORDING COVERAGE NAIC# CN101920890-EQUFX-GAWU-18- INSURER A:Phoenix Insurance Company 25623 INSURED INSURER B:Travelers Property Casualty Company Of America 25674 Equifax Inc.&All Subsidiaries WorxTime LLC INSURER C:Travelers Indemnity Co Of America 25666 3608 Quality Circle,Ste 220 INSURER D:The Travelers Indemnity Company 25658 Huntsville,AL 35806 INSURER E: INSURER F: _ COVERAGES CERTIFICATE NUMBER: ATL-004924745-01 REVISION NUMBER: 3 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD. (MM/DD/YYYY) (MM/DD/YYYY) C X COMMERCIAL GENERAL LIABILITY HH-GLSA-8741P758-18 05/01/2018 05/01/2019 EACH OCCURRENCE $ 1,000,000 DAMAGE RENTED CLAIMS-MADE X OCCUR P EM SESO(Ea occurrence) $ 1,000,000 APPR V EM NT 10,000 BY MED EXP(Any one person) $ DA ` j L� PERSONAL&ADV INJURY $ 1,000,000 WAIVE N/A 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ X POLICY JECT PRO LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER: $ A AUTOMOBILE LIABILITY HN-CAP-162D8633-18 05/01/2018 05101/2019 COMBINED SINGLE LIMIT $ 1,000,000 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) 1 $ B X UMBRELIALIAB X OCCUR HSMJ-CUP-162D8645-18 05/01/2018 05101/2019 5,000,000 EACH OCCURRENCE $ EXCESS LIAR CLAIMS-MADE AGGREGATE $ 5,000,000 DED RETENTION$ $ C WORKERS COMPENSATION TC2HUB95178727-18(AOS) 05/01/2018 05/0112019 X PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER D ANYPROPRIETOR/PARTNER/EXECUTIVE Y/N TRKUB395J17OA 18(AZ,MA,WI) 05/01/2018 05/01/2019 E.L.EACH ACCIDENT $ 1,000,000 OFFICER/MEMBEREXCLUDED? N N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE:Co#: 235-WorxTime LLC Monroe County Board of County Commissioners,Its Officials,Officers and Employees are included as additional insured on the general liability and auto liability policies where required by written contract. CERTIFICATE HOLDER CANCELLATION Monroe County Board SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE of County Commissioners THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 1100 Simonton Street Room 268 ACCORDANCE WITH THE POLICY PROVISIONS. Key West,FL 33040 AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Manashi Mukherjee .3`ot.c>LUJa4c,1,%- .,xd L.a..tc_e, c:r.. I ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD TRAVELERSAfek J POLICY NUMBER: HNCAP-162D8633-PHX-18 EFFECTIVE DATE: 05-01-18 ISSUE DATE: 04-04-18 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION OR NONRENEWAL TO DESIGNATED PERSONS OR ORGANIZATIONS - EQUIFAX This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY The following is added to the Common Policy Conditions and supersedes any other provision to the contrary: Notice Of Cancellation Or Nonrenewal To Designated Persons Or Organizations If we cancel or do not renew this policy, we will mail or deliver a written notice of cancellation or nonrenewal to any person or organization to whom you have agreed in a written contract that notice of cancellation or nonrenewal of this policy will be given, but only if: a.You send us a written request to provide such notice, including the name and address of such person or organization, after the first Named Insured receives notice from us of the cancellation or nonrenewal of this policy; and b.We receive such written request at least 44 days before the cancellation or nonrenewal is to take effect. We will mail or deliver such notice to each such person or organization, at its address provided to us, at least 30 days before the cancellation or nonrenewal is to take effect. If notice is mailed, proof of mailing is sufficient proof of notice. ILT8011093 TravelersPropertyCasualty as .a7 k hwelersCrnu� THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION OR NONRENEWAL TO DESIGNATED PERSONS OR ORGANIZATIONS - EQUIFAX This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY The following is added to the Common Policy Conditions and supersedes any other provision to the contrary: Notice Of Cancellation Or Nonrenewal To Designated Persons Or Organizations If we cancel or do not renew this policy, we will mail or deliver a written notice of cancellation or nonrenewal to any person or organization to whom you have agreed in a written contract that notice of cancellation or nonrenewal of this policy will be given, but only if: • a.You send us a written request to provide such notice, including the name and address of such person or organization, after the first Named Insured receives notice from us of the cancellation or nonrenewal of this policy; and b.We receive such written request at least 44 days before the cancellation or nonrenewal is to take effect. We will mail or deliver such notice to each such person or organization, at its address provided to us, at least 30 days before the cancellation or nonrenewal is to take effect. If notice is mailed, proof of mailing is sufficient proof of notice. POLICY NUMBER:HSM,7-CUP-162D8645-TIL-18 ISSUE DATE:04-12-18 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANC OR NONRENEWAL TO DES PERSONS OR ORG - EQUIF_AX This endorsement modifies insurance provided under the following: COMMERCIAL EXCESS LIABILITY (UMBRELLA) INSURANCE NOTICE OF CANCELLATION OR NONRENEWAL TO DESIGNATED PERSONS OR ORGANIZATIONS -EQUIFA_X THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING: ALL COVERAGE PARTS INCLUDED IN THIS POLICY THE FOLLOWING IS ADDED TO THE COMMON POLICY CONDITIONS AND SUPERSEDES ANY OTHER PROVISION TO THE CONTRARY: NOTICE OF CANCELLATION OR NONRENEWAL TO DESIGNATED PERSONS OR ORGANIZATIONS IF WE CANCEL OR DO NOT RENEW THIS POLICY, WE WILL MAIL OR DELIVER A WRITTEN NOTICE OF CANCELLATION OR NONRENEWAL TO ANY PERSON OR ORGANIZATION TO WHOMYOU HAVE AGREED IN A WRITTEN CONTRACT THAT NOTICE OF CANCELLATION OR NONRENEWAL OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: A. YOU SEND US AWRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OR NONRENEWAL OF THIS POLICY; AND B. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 44 DAYS BEFORE THE CANCELLATION OR NONRENEWAL IS TO TAKE EFFECT. WE WILL MAIL OR DELIVER SUCH NOTICE TO EACH SUCH PERSON OR ORGANIZATION, AT ITS ADDRESS PROVIDED TO US, AT LEAST 30 DAYS BEFORE THE CANCELLATION OR NON- RENEWAL IS TO TAKE EFFECT. IF NOTICE IS MAILED, PROOF OF MAKING IS SUFFICIENT PROOF OF NOTICE. COPYRIGHT 2011 THE TRAVELERS INDEMNITY COMPANY. ALL RIGHTS RESERVED. INCLUDES COPYRIGHTED MATERIAL OF INSURANCE SERVICES OFFICE, INC. WITH ITS PERSMISSION PRODUCER:MARSH USA INC-ATLANTA GA OFFICE:005 IL T8 00 Page 1 of 1 ��AJ�L"rI ���� WORKERS COMPENSATION Y EL AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY KFR1FOR➢, CT 06183ENDORSEMENT WC 99 06 R3(00) POLICY NUMBER: TC2H-UB-9517B727-18 NOTICE OF CANCELLATION TO DESIGNATED PERSONS OR ORGANIZATIONS • The following is added to PART SIX-CONDITIONS: Notice Of Cancellation To Designated Persons Or Organizations If we cancel this policy for any reason other than non-payment of premium by you, we will provide notice of such cancellation to each person or organization designated in the Schedule below. We will mail or deliver such notice io each person or organization at its listed address at least the number of days shown for that person or organiza- tion before the cancellation is to take effect. You are responsible for providing us with the information necessary to accurately complete the Schedule below. If we cannot mail or deliver a notice of cancellation to a designated person or organization because the name or address of such designated person or organization provided to us is not accurate or complete, we have no responsibility to mail, deliver or otherwise notify such designated person or organization of the cancellation. SCHEDULE Number of Name and Address of Designated Persons or Organizations: " Days Notice ANY PERSON OR ORGANIZATION WITH WHOM YOU HAVE AGREED IN A WRITTEN 30 CONTRACT THAT NOTICE OF CANCELLATION OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEE TO IT THAT WE RECEIVE A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING TEE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OF THIS POLICY; AND 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS ENDORSEMENT. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. • DATE OF ISSUE: 04-04-18 ST ASSIGN: Page 1 of 3 r0 2013 Tho Trawlers Indumnity Company.All rights rosorvcd. TRAVELERS WORKERS COMPENSATION AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD, CT 06163 ENDORSEMENT WC 99 06 R3(CD) POLICY NUMBER: TC2H-UB-9517B727-18 Number of Name and Address of Designated Persons or Organizations: Days Notice DATE OF ISSUE: 04-04-18 ST ASSIGN: Page 2 of 3 52013 The Travelers Indemnity Company.All rights reserved_ TRAVELERS fELERSAllatk WORKERS CAI MDPENSATION ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD, CT 06183 ENDORSEMENT WC 99 06 R3(00) POLICY NUMBER: TC2H-UB-9517B727-18 Number of Name and Address of Designated Persons or Organizations: Days Notice • • All other terms and conditions of this policy remain unchanged. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 05-01-18 Policy No, TC2HUB-9517B727-18 Endorsement No. Insured EQUIFAX INC Premium$ Insurance Company Countersigned by THE TRAVELERS INDEMNITY COMPANY OF AMERICA DATE OF ISSUE: 04-04-18 ST ASSIGN: Page 3 of 3 0 2013 The Travelers Indemnity Company.All rights reserved. iLg J WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 06 R3(00) POLICY NUMBER: TRJUB-395J170A-18 NOTICE OF CANCELLATION TO DESIGNATED PERSONS OR ORGANIZATIONS The following is added to PART SIX-CONDITIONS: Notice Of Cancellation To Designated Persons Or Organizations If we cancel this policy for any reason other than non-payment of premium by you, we will provide notice of such cancellation to each person or organization designated in the Schedule below. We will mail or deliver such notice to each person or organization at its listed address at least the number of days shown for that person or organiza- tion before the cancellation is to take effect. You are responsible for providing us with the information necessary to accurately complete the Schedule below. If we cannot mail or deliver a notice of cancellation to a designated person or organization because the name or address of such designated person or organization provided to us is not accurate or complete, we have no responsibility to mail, deliver or otherwise notify such designated person or organization of the cancellation. SCHEDULE Number of Name and Address of Designated Persons or Organizations: Days Notice ANY PERSON OR ORGANIZATION WITH WHOM YOU HAVE AGREED IN A WRITTEN 30 CONTRACT THAT NOTICE OF CANCELLATION OF THIS POLICY WILL BE GIVEN, BUT ONLY IF: 1. YOU SEE TO IT THAT WE RECEIVE A WRITTEN REQUEST TO PROVIDE SUCH NOTICE, INCLUDING THE NAME AND ADDRESS OF SUCH PERSON OR ORGANIZATION, AFTER THE FIRST NAMED INSURED RECEIVES NOTICE FROM US OF THE CANCELLATION OF THIS POLICY; AND 2. WE RECEIVE SUCH WRITTEN REQUEST AT LEAST 14 DAYS BEFORE THE BEGINNING OF THE APPLICABLE NUMBER OF DAYS SHOWN IN THIS ENDORSEMENT. ADDRESS: THE ADDRESS FOR THAT PERSON OR ORGANIZATION INCLUDED IN SUCH WRITTEN REQUEST FROM YOU TO US. DATE OF ISSUE: 04_13_18 ST A:3SIGN: Page 1 of 3 C 2013 The Travelers Indemnity Company.All rights reserved. TRAVELERSAlink WORKERS COMPENSATION AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 06 R3(00) POLICY NUMBER: TRJUB-395J170A-18 Number of Name and Address of Designated Persons or Organizations: Days Notice DATE OF ISSUE: 04 _13 -18 ST A3SIGN: Page 2 of 3 2013 The Travelers Indemnity Company.All rights reserved. TRAVELERS WORKERS COMPENSATION f�Y LER AND EMPLOYERS LIABILITY POLICY ENDORSEMENT WC 99 06 R3(00) POLICY NUMBER: TRJUB-395J170A-18 Number of Name and Address of Designated Persons or Organizations: Days Notice All other terms and conditions of this policy remain unchanged. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective 05-01-18 Policy No. TRJUB-395J170A-18 Endorsement No. Insured EQUIFAX INC Premium $ Insurance Company Countersigned by TRAVELERS PROPERTY CASUALTY COMPANY OF AMERICA DATE OF ISSUE: 04-13-18 ST ASSIGN: Page 3 of 3 to 2013 The Travelers Indemnity Company.All rights reserved.