Loading...
HomeMy WebLinkAboutDENVER RESERVE - CONTRACT - RFP - P1031 FLEXIBLE SPENDING ACCOUNT ADMINISTRATORSERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and Denver Reserve Company LLC, hereinafter referred to as "Service Provider". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Service Provider agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of four (4) pages and incorporated herein by this reference. 2. Contract Period. This Agreement shall commence January 1, 2007, and shall continue in full force and effect until December 31, 2007, unless sooner terminated as herein provided. In addition, at the option of the City, the Agreement may be extended for additional one year periods not to exceed four (4) additional one year periods. Renewals and pricing changes shall be negotiated by and agreed to by both parties. The Denver Boulder Greeley CPIU published by the Colorado State Planning and Budget Office will be used as a guide. Written notice of renewal shall be provided to the Service Provider and mailed no later than ninety (90) days prior to contract end. 3. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. 4. Eat Termination by City/Notice. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Service Provider. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All SA 09/01/06 EXHIBIT B FEES Plan Set -Up Services Plan Design Plan Document and Summary Plan Description Enrollment Materials Enrollment Meetings (Service Provider staff time) Enrollment Meetings (travel expenses — outside Colorado) Loading the Plan on Service Provider systems Monthly Record Keeping Fees Base Fee ($504/12 months) Spending Accounts Participants Per Participant Per Month Other Services Participant replacement check (paid by participant) Document amendment Document amendment and restatement DRC Visa Debit Card (use of card is participants decision) Employer Sponsored Employee Paid Card Paid by City $500.00 $ 42.00 $ 3.25 $ 20.00 $175.00 $350.00 $12/plan year $15/plan year A participant includes all currently employee participants. It also includes participants who have terminated employment but are eligible to submit claims (they have an available balance). There are no additional fees for including all reimbursement accounts (health care and dependent care) on the card. SA 09/01 /06 10 EXHIBIT C INSURANCE REQUIREMENTS 1. The Service Provider will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Service Provider shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: "The insurance evidenced by this Certificate will not be cancelled or materially altered, except after ten (10) days written notice has been received by the City of Fort Collins." In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Service Provider, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Service Provider under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Service Provider's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider's employees engaged in work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Service Provider shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $500,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Service Provider shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. SA 09/01/06 11 EXHIBIT D HIPAA HEALTH INFORMATION PRIVACY & SECURITY A. Obligations and Activities of the Business Associate (Denver Reserve Corp. LLC). 1. Business Associate agrees to not use or disclose Protected Health Information other than as permitted or required in the Administrative Services Agreement of which this Appendix is a part or as required by law. 2. Business Associate agrees to use appropriate safeguards to prevent use or disclosure of the Protected Health Information other than as provided for by this Appendix. 3. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a use or disclosure of Protected Health Information by Business Associate in violation of the requirements of this Appendix. 4. Business Associate agrees to report to the Plan Sponsor (City of Fort Collins, Colorado) any use or disclosure of the Protected Health Information not provided for by this Appendix of which it becomes aware. 5. Business Associate agrees to ensure that any agent, including a subcontractor, to whom it provides Protected Health Information received from, or created or received by Business Associate on behalf of the Plan Sponsor agrees to the same restrictions and conditions that apply through this Appendix to Business Associate with respect to such information. 6. Business Associate agrees to make internal practices, books, and records, including policies and procedures and Protected Health Information, relating to the use and disclosure of Protected Health Information received from, or created or received by Business Associate on behalf of, the Plan Sponsor available to the Plan Sponsor, or to the Secretary, in a time and manner or designated by the Secretary, for purposes of the Secretary determining the Plan Sponsor's compliance with the Privacy Rule. 7. Business Associate agrees to document such disclosures of Protected Health Information and information related to such disclosures as would be required for the Plan Sponsor to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with 45 CFR § 164.528. 8. Business Associate agrees to provide to the Plan Sponsor or an Individual, in a reasonable time and manner, information collected in accordance with Section A.7. of this Provision, to permit Plan Sponsor to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with 45 CFR § 164.528. SA 09/01 /06 12 B. Permitted Uses and Disclosures by Business Associate 1. Except as otherwise limited in this Appendix, Business Associate may use or disclose Protected Health Information on behalf of, or to provide services to, the Plan Sponsor for the following purposes, if such use or disclosure of Protected Health Information would not violate the Privacy Rule if done by the Plan Sponsor or the minimum necessary policies and procedures of the Plan Sponsor: performing plan administration functions, obtaining premium bids from insurance companies or other health plans for providing insurance coverage under or on behalf of the group health plan, or modifying, amending, or terminating the group health plan. 2. Except as otherwise limited in this Appendix, Business Associate may use Protected Health Information to provide data aggregation services to the Plan Sponsor as permitted by 42 CFR § 164.504(e)(2)(i)(B). 3. Business Associate may use Protected Health Information to report violations of law to appropriate Federal and State authorities, consistent with § 164.5020)(1). C. Obligations of Plan Sponsor 1. Plan Sponsor shall notify Business Associate of any restriction to the use or disclosure of Protected Health Information that the Plan Sponsor has agreed to in accordance with 45 CFR § 164.522, to the extent that such restriction may affect Business Associate's use or disclosure of Protected Health Information. 2. Plan Sponsor shall not request Business Associate to use or disclose Protected Health Information in any manner that would not be permissible under the Privacy Rule if done by Plan Sponsor. D. Termination 1. In addition to the termination provisions set forth in the Administrative Services Agreement of which this Appendix is a part, the following termination provisions are applicable: a. Upon the Plan Sponsor's knowledge of a material breach by Business Associate of this Appendix, the Plan Sponsor shall either: i. Provide an opportunity for Business Associate to cure the breach or end the violation and terminate the Administrative Services Agreement of which this Appendix is a part if Business Associate does not cure the breach or end the violation within the time specified by Plan Sponsor; or ii. Immediately terminate the Administrative Services Agreement of which this Appendix is a part if Business Associate has breached a material term of this Appendix and cure is not possible; or iii. If neither termination nor cure are feasible, the Plan Sponsor shall report the violation to the Secretary. SA 09/01 /06 13 E. Effect of Termination 1. Except as provided in paragraph (2) of this section E, upon termination of the Administrative Services Agreement of which this Appendix is a part, for any reason, Business Associate shall return or destroy all Protected Health Information received from the Plan Sponsor, or created or received by Business Associate on behalf of the Plan Sponsor. This provision shall apply to Protected Health Information that is in the possession of subcontractors or agents of Business Associate. Business Associate shall retain no copies of the Protected Health Information. 2. In the event that Business Associate determines that returning or destroying the Protected Health Information is infeasible, Business Associate shall provide to the Plan Sponsor notification of the conditions that make return or destruction infeasible. Upon the Plan Sponsor's agreement that return or destruction of Protected Health Information is infeasible, Business Associate shall extend the protections of this Appendix to such Protected Health Information and limit further uses and disclosures of such Protected Health Information to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such Protected Health Information. F. Miscellaneous 1. The Parties agree to take such action as is necessary to amend this Appendix from time to time as is necessary for Plan Sponsor to comply with the requirements of the Privacy Rule and the Health Insurance Portability and Accountability Act of 1996, Pub. L. No. 104-191. 2. The respective rights and obligations of Business Associate under Section E of this Provision shall survive the termination of the Administrative Services Agreement of which this Appendix is a part. 3. Any ambiguity in this Appendix shall be resolved to permit the Plan Sponsor to comply with HIPAA. G. Security Standards 1. Business Associate agrees that it will implement policies and procedures to ensure that its creation, receipt, maintenance, or transmission of electronic protected health information ("ePHI") on behalf of Plan Sponsor complies with the applicable administrative, physical, and technical safeguards required to protect the confidentiality and integrity of ePHI under the Security Standards 45 CFR Part 164. 2. Business Associate agrees that it will ensure that agents or subcontractors agree to implement the applicable administrative, physical, and technical safeguards required to protect the confidentiality and integrity of ePHI under the Security Standards 45 CFR Part 164. 3. Business Associate agrees that it will report security violations to the Plan Sponsor. H. Definitions 1. "Protected Health Information" shall have the same meaning as the term "protected health information" in 45 CFR § 164.501, limited to the information created or received by Business Associate from or on behalf of the Plan Sponsor. 2. "Secretary" shall mean the Secretary of the Department of Health and Human Services or his designee. SA 09/01 /06 14 EXHIBIT E ADDITIONAL PROVISIONS A. PLAN RECORDS OWNERSHIP AND ACCESS: All materials, records, documents, accounting records, software programs, computer tapes, or discs which are specifically purchased or developed for purposes relative to deducted amounts of City Participants in the Plan, maintained by Service Provider, shall, at all times, remain the property of the City, notwithstanding the fact that the records may be stored upon or within one or more computers or data retention systems owned, operated or leased by Service Provider. The City shall at all times have access to those records, to the extent permitted by the City's HIPAA Privacy Rules, as adopted by the City from time -to -time. To the extent that any of those records are maintained upon a computer or other data retention system, which is not owned or controlled by Service Provider, Service Provider shall provide the City with written assurances from the owner of the computer or other data retention system that the records will be available to the City at all times, to the extent permitted by the City's HIPAA Privacy Rules, as adopted by the City from time -to -time. The assurances of the owner of the computer, or other data retention systems, shall be in a form that is satisfactory to the City. The City shall make available to Service Provider those records or information which it possesses relating to the Plan administered by Service Provider which the City believes to be essential or necessary to the administration of the Plan. Service Provider shall also make its records available to the City. Service Provider shall comply with the HIPAA Business Associate Addendum attached hereto and made a part of this Agreement (Exhibit B). B. COMPLIANCE WITH FEDERAL, STATE, AND LOCAL LAWS: Service Provider shall assist the City to ensure that the Plan is administered in conformance with the requirements of all applicable regulatory jurisdictions, including but not limited to the any applicable provisions of the Internal Revenue Code, and with the laws of the State of Colorado. Service Provider shall promptly advise the City of any changes necessary to maintain compliance with the requirements of such laws and affirms that all its actions shall be in compliance with all applicable federal, state and local laws, rules and regulations C. PROHIBITION AGAINST EMPLOYING ILLEGAL ALIENS: This paragraph shall apply to all Contractors whose performance of work under this Agreement does not involve the delivery of a specific end product other than reports that are merely incidental to the performance of said work. Pursuant to Section 8-17.5-101, C.R.S., et. seq., Contractor represents and agrees that: 1. As of the date of this Agreement: a) Contractor does not knowingly employ or contract with an illegal alien; and b) Contractor has participated or attempted to participate in the basic pilot employment verification program created in Public Law 208, 104th Congress, as amended, and expanded in Public Law 156, 108th Congress, as amended, administered by the United States Department of Homeland Security (the "Basic Pilot Program") in order to verify that Contractor does not employ any illegal aliens. SA 09/01 /06 15 2. Contractor shall not knowingly employ or contract with an illegal alien to perform works under this Agreement or enter into a contract with a subcontractor that fails to certify to Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. 3. Contractor shall continue to apply to participate in the Basic Pilot Program and shall in writing verify same every three (3) calendar months thereafter, until Contractor is accepted or the public contract for services has been completed, whichever is earlier. The requirements of this section shall not be required or effective if the Basic Pilot Program is discontinued. 4. Contractor is prohibited from using Basic Pilot Program procedures to undertake pre -employment screening of job applicants while this Agreement is being performed. 5. If Contractor obtains actual knowledge that a subcontractor performing work under this Agreement knowingly employs or contracts with an illegal alien, Contractor shall: a. Notify such subcontractor and the City within three days that Contractor has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and b. Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to this section the subcontractor does not cease employing or contracting with the illegal alien; except that Contractor shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. 6. Contractor shall comply with any reasonable request by the Colorado Department of Labor and Employment (the "Department") made in the course of an investigation that the Department undertakes or is undertaking pursuant to the authority established in Subsection 8-17.5-102 (5), C.R.S. 7. If Contractor violates any provision of this Agreement pertaining to the duties imposed by Subsection 8-17.5-102, C.R.S. the City may terminate this Agreement. If this Agreement is so terminated, Contractor shall be liable for actual and consequential damages to the City arising out of Contractor's violation of Subsection 8-17.5-102, C.R.S. 8. The City will notify the Office of the Secretary of State if Contractor violates this provision of this Agreement and the City terminates the Agreement for such breach. D. NONEXCLUSIVE AGREEMENT: This Agreement is not exclusive, and does not in any manner limit the rights of the City to hire or otherwise contract with a third party, including but not limited to hiring or contracting with a consultant to administer, consult, advise, or to act in any other capacity on behalf of, or for, in any matters concerning the Plan. SA 09/01 /06 16 notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: City: Service Provider: City of Fort Collins City of Fort Collins Denver Reserve Company LLC Attn: Purchasing Attn: Amy Sharkey Attn: Mitchell A. Chesney PO Box 580 PO Box 580 7852 South Elati Street, Suite 200 Fort Collins, CO 80522 Fort Collins, CO 80522 Littleton, CO 80120 In the event of early termination by the City, the Service Provider shall be paid for services rendered to the date of termination, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. 5. Contract Sum. The City shall pay the Service Provider for the performance of this Contract, subject to additions and deletions provided herein, per the attached Exhibit "B" Fees, consisting of one (1) page, and incorporated herein by this reference. 6. City Representative. The City will designate, prior to commencement of the work, its representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the services provided under this agreement. All requests concerning this agreement shall be directed to the City Representative. 7. Independent Service Provider. The services to be performed by Service Provider are those of an independent service provider and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Service Provider's compensation hereunder for the payment of FICA, Workmen's Compensation or other taxes or benefits or for any other purpose. 8. Personal Services. It is understood that the City enters into the Agreement based on the special abilities of the Service Provider and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Service Provider shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written SA 09/01 /06 2 consent of the City. 9. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement or cause of action arising out of performance of this Agreement. 10. Warranty. (a) Service Provider warrants that all work performed hereunder shall be performed with the highest degree of competence and care in accordance with accepted standards for work of a similar nature. (b) Unless otherwise provided in the Agreement, all materials and equipment incorporated into any work shall be new and, where not specified, of the most suitable grade of their respective kinds for their intended use, and all workmanship shall be acceptable to City. (c) Service Provider warrants all equipment, materials, labor and other work, provided under this Agreement, except City -furnished materials, equipment and labor, against defects and nonconformances in design, materials and workmanship/workwomanship for a period beginning with the start of the work and ending twelve (12) months from and after final acceptance under the Agreement, regardless whether the same were furnished or performed by Service Provider or by any of its subcontractors of any tier. Upon receipt of written notice from City of any such defect or nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by Service Provider in a manner and at a time acceptable to City. 11. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 12. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non - defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because SA 09/01 /06 3 of the default. 13. Bindinq Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 14. Indemnity/Insurance. a. The Service Provider agrees to indemnify and save harmless the City, its officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, result from or occurring in connection with the performance of any service hereunder. b. The Service Provider shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property. c. Without limiting any of the Service Provider's obligations hereunder, the Service Provider shall provide and maintain insurance coverage naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit "C" consisting of one (1) page, attached hereto and incorporated herein by this reference. The Service Provider before commencing services hereunder, shall deliver to the City's Director of Purchasing and Risk Management, P. O. Box 580 Fort Collins, Colorado 80522 one copy of a certificate evidencing the insurance coverage required from an insurance company acceptable to the City. 15. Entire Agreement. This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 16. Law/Severability. The laws of the State of Colorado shall govern the construction interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. SA 09/01/06 4 17. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit "D"- HIPPA Health Information Privacy & Security, consisting of three (3) pages; and Exhibit "E" - Additional Provisions, consisting of two (2) pages, attached hereto and incorporated herein by this reference. CITY OF FORT COLLINS, COLORADO a municipal corporation �OF FORT CO`� Jam s B O'Neill II, CPPO, FNIGP Dire of Purchasing and Risk Management 5EALT W ATTi - (1 Date: t L[7,Ia� [ -4 i" L ( A� PS n PRINT NAME r6 CORPORATE PRESIDENT OR VICE PRESIDENT Date: (Corporate Seal) SA 09/01/06 4� EXHIBIT A Scope of Services A. SERVICE PROVIDER'S SERVICES: Service Provider Agrees to perform the following services: 1) Service Provider will perform all necessary work to implement a Cafeteria Plan for the City (hereafter the "Plan"), pursuant to and consistent with Sections 125 and 129 of the Internal Revenue Code of 1986, as amended ("IRC"), for the following types of flexible spending accounts: Qualified Medical Expense Account (hereafter "Health Spending Account") and Qualified Dependent Care Expense Account (hereafter "Dependent Care Spending Account"). This work will include Service Provider conducting employee meetings, payroll consulting, preparing and distributing enrollment materials, reviewing the City's Plan and making recommendations for amendments to the Plan. 2) Service Provider agrees to comply with all terms of the Plan and of the Health Insurance Portability and Accountability Act of 1996, as amended ("HIPAA"), the Regulations issued thereunder, and the HIPAA Privacy Policy for the Plan as adopted by the City from time to time ("HIPAA Privacy Policy"), to the extent that the Plan and Policy are consistent with IRC Sections 125 and 129, and with HIPAA. Service Provider agrees to promptly notify the City in writing of any provision of the Plan or HIPAA Privacy Policy of which Service Provider is of the opinion it cannot comply and the legal reasons therefore. 3) Service Provider agrees to pay claims no later than seven business days from, the later of, the date the claim is received or the date the company contribution (which allows Service Provider to pay the claim) is received. Payment is initiated by mailing a check or by sending an electronic funds transfer. The average "turn around" time for claims shall be three business days. 4) Within thirty (30) days from the date that this Agreement is executed by the parties, Service Provider will make available a web site from which Plan participants ("Participants") may obtain their Plan account balances. Participants may also request year-to-date statements from Service Provider at any time by fax or mail to Service Provider at no cost. 5) If the filing of Internal Revenue Service ("IRS") Form 5500 is a legal requirement for the Plan under the IRC or U.S. Treasury Regulations thereunder, Service Provider will prepare the IRS 5500 Form each year and provide it to the City for signature and filing. 6) If discrimination testing is a legal requirement for the Plan under the IRC or U.S. Treasury Regulations thereunder, discrimination testing for IRS compliance will be calculated by Service Provider at the start of the year and again at the end of the year. Service Provider will conduct the testing quarterly if necessary. The City will be notified by Service Provider of any discrimination test problems. 7) Service Provider is the recordkeeper for the Plan. Notwithstanding any other declaration in this agreement or the Plan document, Service Provider is not the SA 09/01 /06 6 trustee or fiduciary of the Plan. Money sent to Service Provider for Plan reimbursements will be maintained in a segregated account and not commingled with Service Provider general funds. 8) During the term of this Agreement, Service Provider shall maintain the monies sent to Service Provider by the City for Plan reimbursements or for other claim payments of Participants in the Service Provider custodial account, and said account shall be in the name of the City, but shall not be subject to actions of or otherwise accessible to the City's creditors. 9) Service Provider agrees to notify the City when the Health Flexible Spending Account balance falls below zero, with a request to the City to remit funds to bring the balance above zero. City recognizes that failure to remit timely may cause Service Provider to suspend payment of claims. 10) Fees for Service Provider services are billed monthly and listed in an attached fee Exhibit, which is incorporated herein as part of this Agreement. 11) By February 1, 2007, Service Provider will send all Participants the Visa Direct Reimbursement Cards if requested by the Participant. Participants' use of the card is optional. When activated, Service Provider will deduct the fee as shown on fee Exhibit from the Participant's flexible spending account. 12) Service Provider will charge Participants $20.00 per check for replacement checks. 13) Service Provider shall employ, at its expense, such personnel of a management or executive nature, and such technical, sales, and other personnel as are reasonably required by the City for the proper administration of the Plan. 14) Service Provider agrees to provide at its expense: (a) Reports reasonably required for the proper administration of the Plan, or such reports as may be reasonably required from time to time by the City; (b) An annual summary report to be submitted to the City which summarizes the overall activities of the Plan for the Plan Year; and 15) Service Provider agrees to use Participants' Employee Identification Numbers in lieu of Social Security Numbers in order to identify Participants and their respective accounts at the option of the City. Participants shall have the opportunity to receive their claim payment by direct electronic transfer into their checking account or by check mailed directly to them. If a Participant fails to make an election then a check for the claim payment will be mailed directly to the Participant's address of record. B. ENROLLMENT SOLICITATION: At least annually and at other times as directed by the City, Service Provider shall provide at Service Provider's expense appropriate personnel to address, and make presentations with enrollment and Plan information. In carrying out such duties, Service Provider shall coordinate enrollment schedules with the City at a mutually convenient time and place. Service Provider shall make presentations to groups of eligible City SA 09/01/06 officers, employees, and eligible elected or appointed officials at the premises of the City during working hours. The City shall, within a reasonable period of time, review and approve or disapprove of all sales literature, advertising material and visual aids proposed by Service Provider. The City shall use reasonable efforts to secure the support of the Plan by eligible officers, employees, and eligible elected officials and to assist in the efficient collection and remitting of each Participant's deferral amounts. C. ENROLLMENT PROCEDURES: Service Provider shall develop, working with the City, necessary procedures for the withholding and reporting of applicable payroll deductions for each Participant. Such procedures shall include, but not be limited to, employee payroll deductions forms, procedures for the inclusion of deductions on payroll forms by City department payroll officers, reporting of deductions by Participants, agency, appropriation, and amount, subject to available payroll information at various payroll information centers. The information provided on individual deductions will be consistent with information obtainable from City payroll computer files, as determined by the City. Service Provider will develop, working with the City, procedures for the transmittal of information and payments into the Plan. The City shall be responsible for making all decisions necessary for the operation of the Plan, including but not limited to decisions determining whether a person is eligible for participation in the Plan, except for decisions expressly delegated to Service Provider by this Agreement. Service Provider agrees to credit the deducted amounts received in good order to the appropriate Participant's accounts, as of the date of receipt of such amounts by Service Provider. As soon as Service Provider becomes aware of the failure to comply with this requirement, Service Provider shall notify the City of such failure, and Service Provider shall use prompt and reasonable efforts to attain compliance therewith. D. CITY: The City agrees to provide the following: 1) Employer Representative: The City will designate an Employer Representative who shall be an employee of the City, to act as a liaison between the City and Service Provider. 2) Payroll Deduction: The City will provide payroll deduction each payroll period for Participants participating in the Plan. 3) The City shall forward the funds to Service Provider's designated financial institution at least once a month based upon Service Provider's instructions for file layouts and wire information. Funds will be credited to individual accounts based on deduction information sent by the City. Upon signing of this Agreement, Service Provider will issue the City a unique identification code to be used when submitting funds or deduction information to Service Provider, if it has not already done so. 5) No City Liability: It is further understood that the City assumes no financial responsibility beyond the submission of payroll deductions to Service Provider R except for item A 10 above. 6) The City acknowledges that it is the responsibility of the Participants to notify Service Provider of any changes to their account such as address or status changes. SA 09/01 /06 8 7) Enrollment / Payroll Deduction Dates: For each Plan Year, the Enrollment Start Date is January 1S' following Open Enrollment, or for Participants not enrolled before the beginning of the calendar year who are new hires or have a Qualified Status Change, by the second payroll date following enrollment ("Waiting Period"). Payroll Deduction Date, first pay day following Waiting Period. 8) City agrees to provide Service Provider with all necessary information for implementation of the Plan and its continued record keeping, except to the extent limited by the City's HIPAA Privacy Policy. This information includes, but is not limited to employee records, ownership information, and payroll withholdings E. SUPPLYING INFORMATION, ACCESS TO RECORDS, AND AUDIT: The City agrees to furnish to Service Provider on a timely basis such information as is necessary for Service Provider to carry out its responsibilities as an administrator of the Plan, including information needed to allocate individual Participant deductions to the accounts, and information as to the employment status of Participants, addresses and other identifying information, to the extent permitted by law. Service Provider shall be entitled to rely upon the accuracy of any written information that is furnished to it by the City or any written information relating to an individual Participant. Service Providershall not be responsible for any error arising from its reliance on such information; to the extent its reliance was reasonable. Service Provider agrees that any representative duly authorized by the City until expiration of three (3) years after termination of this Agreement, have access to and the right to examine any books, documents, papers and records of Service Provider, deemed pertinent by the City, or to the extent the books, documents, papers and records involve transactions related to this Agreement. Authorization for such access and examination shall be provided in the form of a letter from such authorized representative and directed to Service Provider which shall set forth in reasonable detail the purpose of the access and examination and shall generally describe the records or materials required for examination. Any such examination of records under this paragraph shall take place in the regular business offices of Service Provider and during normal business hours. In addition, Service Provider agrees to fully cooperate with the City in an audit of Plan administered by Service Provider, which may occur as often as necessary as determined by the City, but no more frequently than annually. SA 09/01 /06 9