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HomeMy WebLinkAboutCORRESPONDENCE - RFP - P1031 FLEXIBLE SPENDINGAdministrative Services Purchasing Divison Page 1 of 3 215 North Mason Street y 2nd Floor y P.O. Box 580 y Fort Collins, CO 80522-0580 y (970) 221-6775 y Fax (970) 221-6707 www.fcgov.com ADDENDUM NO. 1 SPECIFICATIONS AND CONTRACT DOCUMENTS Description: RFP# P1031-Flexible Spending Account Administrator OPENING DATE: 3:00 P.M. (Our Clock) August 2, 2006 To all prospective bidders under the specifications and contract documents described above, the following changes are hereby made. Questions and Answers: 1. Reference RFP page 6, under FSA Administration, Question #4: What is the current minimum reimbursement that the City issues? $15.00 2. Reference RFP page 6, under FSA Administration, Question #5: Please describe the City’s current methodology for verifying dependent eligibility? City does not currently have a formal system in place. Look at benefit enrollment forms for date of birth to verify dependent status. 3. Reference RFP page 8, under Communications, Question #4: Please provide a brief summary of the current annual Open Enrollment process, to include: a) Methodology for enrollment (paper or electronic): Online (electronic) b) Materials prepared and distributed by the City (paper or electronic): Some paper/some online c) Timeframe and duration of the enrollment: Varies – online enrollment for employees approximately two weeks; but the entire process begins in October and ends in December d) Are employee meetings held? Yes – several meetings at key locations throughout the city Page 2 of 3 4. Reference RFP page 9, Availability, Standard: The standard for evaluation references a Scope of Work which is not included with the solicitation. Is this being provided in a separate document? There is no separate Scope of Work document. The program details and services requested are included in the RFP document. 5. When did the City begin its FSA program and why is the City considering outsourcing FSA administration to a TPA? Unknown – the process is done manually in-house and City is looking for ways to automate the process and to better utilize staff resources. 6. What is the City’s current average claims turnaround time for FSA customers? (Date claim received until date payment issued)? Process claims on a bi-weekly timeframe to be reimbursed on paychecks. 7. You indicate that retirees are provided coverage. Please confirm that any potential actuarial work associated with GASB 45 post-employment health liabilities is not to be included in our proposed fee. Retirees not eligible for the Flexible Spending Account election – not applicable. 8. Reference RFP page 6, under General Administration, Question #2 “Is your FSA system automated?” Clarify the intent of this question. Is this referring to debit card administration or asking if the proposing firm can receive claims from the City’s health insurance provider? Or is something else intended? The current system is a manual process where employees have to fill out a claim form, attach receipts, and mail the information. Intent of question is to determine if vendor can provide automated processes such as debit cards, reimburse claims received electronically from the City's health insurance provider, online submittals, etc. 9. Reference RFP page 8, under Communications, Question #4: What length of time awarded vendor expected to be onsite for open enrollment meetings? City holds several open enrollment meetings at key locations throughout the city over a two week time frame, usually in October/November. This can be discussed with selected vendor. 10. Is the awarded FSA vendor responsible for COBRA administration for health care FSA or will the City administer? Depends - please answer the question as to whether you have the capability to perform this function or not. Could include in proposal as a separate service with a separate cost if offered. Page 3 of 3 11. Reference RFP page 1, concerning the following statement: “Single services as well as multiple service providers are encouraged to respond. Proposers may bid on one or multiple services.” Q: When you say "Multi-Service Providers" are you referring to Medical Reimbursement as well as Dependent Care Reimbursement? I just wanted to confirm that versus "Multiple-Service Providers" meaning services beyond flexible spending. RFP is only for the City’s Flexible Spending Account Reimbursement Programs. City’s preference is to select one vendor to administer both the Medical and Dependent Care Flexible Spending Account Reimbursement Programs. However, vendors preferring to administer only one or the other program may submit proposals. 12. Can you give me an idea on what your buying criteria will be based on? Preferably the top 3 criteria in order of importance. Selection will be based on criteria listed in the RFP document. Change to Section II A- Confidentiality: Section mentions “and accompanying appendices”. However, no appendices are included in this RFP Change to Section II B- Timetable: Appendices sent to organizations that have returned Business Associate Agreements N/A-No Appendices ( was: As agreements are returned to the City of Fort Collins) Written questions due to The City July 26, 2006 Proposals due to The City August 2, 2006 3:00 P.M. Finalist vendors notified August 16, 2006 (was: August 9, 2006) Onsite evaluations of finalists (if necessary) August 28, 2006 (was: August 16, 2006) Finalist negotiations (completed) September 15, 2006 Plan effective date January 1, 2007 NOTE: RECEIPT OF THIS ADDENDUM MUST BE ACKNOWLEDGED BY A WRITTEN STATEMENT ENCLOSED WITH THE BID/QUOTE STATING THAT THIS ADDENDUM HAS BEEN RECEIVED. Administrative Services Purchasing Divison 215 North Mason Street y 2nd Floor y P.O. Box 580 y Fort Collins, CO 80522-0580 y (970) 221-6775 y Fax (970) 221-6707 www.fcgov.com REQUEST FOR PROPOSAL P1031 Flexible Spending Account Administrator The City of Fort Collins is seeking proposals from firms reflecting fees for administering a full-service Flexible Spending Account Medical and Dependent Care Reimbursement Program for participating employees. Single service as well as multiple service providers are encouraged to respond. Proposers may bid on one or multiple services. Proposals are being solicited by the City to obtain the most competitive benefits for its employees and their eligible dependents. Currently, the City of Fort Collins administers these reimbursement programs in-house. There is no TPA currently involved in any part of the process. Written proposals, six (6) copies, will be received at the City of Fort Collins Purchasing Division, 215 North Mason St., 2nd Floor, Fort Collins, Colorado 80521. Proposals will be received before 3:00 p.m. (our clock), on August 2, 2006. Reference proposal number P1031. If delivered, send to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80521. If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Questions concerning the scope of the project should be directed to Amy Sharkey, Compensation and Benefits Manager, phone: (970) 416-272, e-mail: asharkey@fcgov.com Questions regarding proposal submittal or process should be directed to David Carey, CPPB, Buyer, phone: (970) 416-2191, e-mail: dcarey@fcgov.com A copy of the Proposal may be obtained as follows: 1. Download the Proposal/Bid from the BuySpeed Webpage, https://secure2.fcgov.com/bso/login.jsp 2. Come by Purchasing at 215 North Mason St., 2nd Floor, Fort Collins, and request a copy of the Bid. Sales Prohibited/Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies or services where such officer or employee exercises directly or indirectly any decision-making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kickback or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins reserves the right to reject any and all proposals and to waive any irregularities or informalities. Sincerely, James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management Administrative Services Purchasing Divison 215 North Mason Street y 2nd Floor y P.O. Box 580 y Fort Collins, CO 80522-0580 y (970) 221-6775 y Fax (970) 221-6707 www.fcgov.com REQUEST FOR PROPOSAL P1031 Flexible Spending Account Administrator The City of Fort Collins is seeking proposals from firms reflecting fees for administering a full-service Flexible Spending Account Medical and Dependent Care Reimbursement Program for participating employees. Single service as well as multiple service providers are encouraged to respond. Proposers may bid on one or multiple services. Proposals are being solicited by the City to obtain the most competitive benefits for its employees and their eligible dependents. Currently, the City of Fort Collins administers these reimbursement programs in-house. There is no TPA currently involved in any part of the process. Written proposals, six (6) copies, will be received at the City of Fort Collins Purchasing Division, 215 North Mason St., 2nd Floor, Fort Collins, Colorado 80521. Proposals will be received before 3:00 p.m. (our clock), on August 2, 2006. Reference proposal number P1031. If delivered, send to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80521. If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Questions concerning the scope of the project should be directed to Amy Sharkey, Compensation and Benefits Manager, phone: (970) 416-272, e-mail: asharkey@fcgov.com Questions regarding proposal submittal or process should be directed to David Carey, CPPB, Buyer, phone: (970) 416-2191, e-mail: dcarey@fcgov.com A copy of the Proposal may be obtained as follows: 1. Download the Proposal/Bid from the BuySpeed Webpage, https://secure2.fcgov.com/bso/login.jsp 2. Come by Purchasing at 215 North Mason St., 2nd Floor, Fort Collins, and request a copy of the Bid. Sales Prohibited/Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies or services where such officer or employee exercises directly or indirectly any decision-making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kickback or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins reserves the right to reject any and all proposals and to waive any irregularities or informalities. Sincerely, James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management SA January 2005 2 To participate in the RFP process vendors need to sign and return this Business Associate Agreement. BUSINESS ASSOCIATE AGREEMENT – SECURITY STANDARDS This agreement is entered into between ___________________________ (Business Associate) and the City of Fort Collins. 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 the City of Fort Collins 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. 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. Business Associate agrees that it will report security incidents to the City of Fort Collins, Security Manager. By: _________________________________ Date: ________________ ____________________________________ PRINT NAME ____________________________________ TITLE Return to: City of Fort Collins Attn: Purchasing-RFP# P1031 PO Box 580 Fort Collins, CO 80522-0580 SA January 2005 3 City of Fort Collins P1031 Flexible Spending Account Administrator I. BACKGROUND The City of Fort Collins (“City”) currently provides a Flexible Spending Account Medical and Dependent Care benefit to approximately 1305 active employees. Approximately 450 employees participate in the Medical Flexible Spending Account and approximately 50 employees participate in the Dependent Care Flexible Spending Account. The maximum annual contribution for Health Care is $5,000 per 12-month Plan Year. The maximum annual contribution for Dependent Care is $5,000 per 12-month Plan Year. If the employee is married and files a separate income tax return, contribution amount is up to $2,500 per 12-month Plan Year. Minimum Contributions to either the health care or dependent care FSA is $120.00 per 12-month Plan Year. Plan Year is defined as January 1 – December 31 of each year. The City of Fort Collins did not adopt the definition of 14 ½ months as it’s Plan Year. Currently, active employee deadline to file claims is March 31st following the end of the plan year, or earlier if the account balance is exhausted. Terminated employees may file reimbursement claims only for charges incurred on or before their termination date but while they were a participant; such claims must be filed within ninety (90) days following their employment termination date. Newly hired employees may elect to participate within thirty-one (31) days of becoming eligible for group insurance which is the first day of the month following completion of thirty (30) calendar days of continuous service. The City believes that an essential factor in managing the cost/service/quality balance is the relationship with each of its business partners. The City will view the selected vendor as an active partner in assuring employee satisfaction. II. PROPOSAL PROCESS INFORMATION AND REQUIREMENTS The intent of this Request for Proposal (RFP) is to confirm key information about specific proposers and receive financial proposals. The following describes the anticipated proposal process, including confidentiality, timing, expected response format, and requirements for interaction regarding questions. Please note that The City reserves the right to accept or reject any and all proposals, to waive any technicalities or irregularities therein, to award contracts, or to withdraw the request for proposal without awarding a contract. Your response to this RFP and any subsequent correspondence related to this proposal process will be considered part of the contract, if one is awarded to you. Under no circumstances are commissions related to The City’s medical benefits payable to anyone in conjunction with this request. SA January 2005 4 A. Confidentiality All data included in this RFP and accompanying appendices, as well as any attachments, are proprietary to The City. It is for your exclusive use in preparing a proposal and must not be shared with any other firm or used for any other purpose. The use of The City’s name in any way as a potential customer is strictly prohibited. B. Timetable The following is a proposed timetable developed for this project. You will be notified of any significant changes which might occur: Appendices sent to organizations that have returned Business Associate Agreements As agreements are returned to the City of Fort Collins Written questions due to The City July 26, 2006 Proposals due to The City August 2, 2006 3:00 P.M. Finalist vendors notified August 9, 2006 Onsite evaluations of finalists (if necessary) August 16, 2006 Finalist negotiations (completed) September 15, 2006 Plan effective date January 1, 2007 C. Response Format Proposal must clearly indicate the name of the responding organization, as well as the name, address and telephone number of the primary contact. Proposal must include the contact name for local service and account management whom The City can call directly. Submit proposal, six (6) copies, no later than 3:00 p.m. (our clock) on August 2, 2006 to: If delivered: City of Fort Collins, Purchasing Reference: RFP# P1031 215 North Mason, 2nd Floor Fort Collins, Colorado 80521 If mailed: City of Fort Collins, Purchasing Reference: RFP# P1031 PO Box 580 Fort Collins, CO 80522-0580 Questions regarding this RFP are due to The City no later than July 26, 2006. A written response to substantive questions will be provided to all proposers. The City assumes no responsibility or liability for any costs you may incur in responding to this RFP, including attending meetings, site visits or negotiations. SA January 2005 5 D. Deviations from RFP Specifications All responses to the RFP must be prepared in accordance with the Proposal Requirements set forth in Section III of this RFP. The City reserves the right to refuse any proposal not prepared according to the Proposal Requirements. The City retains the right to directly negotiate the finer points of your proposal that comply in spirit with this RFP and that satisfy The City’s objectives for effective, interactive and proactive claims and network administration. The City may, at its discretion, authorize Mercer Human Resources Consulting (Mercer) to negotiate with any proposer on its behalf. The City shall not be bound to accept the proposal with the lowest price. The RFP may be amended or revoked at anytime prior to final execution of an Agreement by The City. Any deviations from this RFP must be clearly explained in your proposal. These deviations are to be delineated as instructed in the Proposal Requirements as set forth in Sections III and IV of this RFP. It is intended that you should conform to these specifications as much as possible. Do not quote alternative plan designs unless absolutely necessary. Quote the requested financial arrangements only. Vendor will be bound to comply with the provisions set forth in this RFP unless any and all deviations are explicitly stated in their proposal. E. Miscellaneous The City shall not infringe upon any intellectual property right of any vendor, but specifically reserves the right to use any concept or methods contained in the proposal. Any desired restrictions on the use of information contained in the proposal should be clearly stated. Responses containing your proprietary data shall be safeguarded with the same degree of protection as The City’s own proprietary data. All such proprietary data contained in your proposal must be clearly identified. The City may use Mercer to review the proposals. Neither The City nor Mercer shall be under any obligation to return any materials submitted in response to this RFP. The City expects to enter into a written Services Agreement (“Agreement”) with the chosen vendor (“Chosen Vendor”) that shall incorporate this RFP and your proposal. The anticipated terms and conditions of the Agreement are set forth in this RFP; however, the City may include additional terms and conditions in the Agreement as deemed necessary. SA January 2005 6 III. PROPOSAL SUBMITTAL A. Proposal Requirements Your response should be organized into the following sections: Section I Executive Summary Section II Proposal compliance letter (A letter signed by an authorized officer of your organization signifying your proposal’s complete compliance with the RFP specifications, except as specifically noted in the appropriate sections) Section III Questionnaire Responses Section IV Financial Exhibits Section V Items Included with Proposal (these items should be indexed) IV. QUESTIONNAIRE Instructions: This section is to request additional information for evaluating services you provide that would best meet The City’s needs. All explanations should be labeled and tabbed in the response to the RFP. If you are unable to answer a question, please indicate why you cannot. If you are unwilling to disclose particular information asked in a question, please indicate why you will not respond. General Administration 1. What is the core business you administer? 2. Is your FSA system automated? Please Explain. 3. How long have you been administering FSA plans? 4. What is your target market size, and what size groups do you work with? FSA Administration 1. Can you electronically accept account contributions withheld from participant’s paycheck? 2. Will you provide FSA reimbursements by either check or direct deposit? Can each participant elect one or the other? Is there an additional charge for either process? 3. Can you provide discrimination testing for FSA plans? Indicate if there are any additional charges. 4. What is the minimum amount of FSA reimbursement you will process? 5. How will you know who is an eligible dependent for reimbursement? 6. Do you provide a debit card? If so, which company provides the card, and is there an additional charge? Can participants elect to opt out of the card? When is the card issued for new employees and the next year enrollment? SA January 2005 7 7. If a service/provider does not accept a debit card, how does the reimbursable service get reimbursed to the employee? 8. If no debit card, what format do you use for accepting and reimbursing claims? 9. What is the process used for Dependent Care reimbursements? 10. How often do you need to be notified of terminations? What is your policy for reimbursements submittals after termination (deadline date, etc.)? 11. Can your systems accommodate the 14 ½ month eligible reimbursement extension? Customer Service/Account Management 1. Please provide the location of the customer service unit that would be assigned to our client. Will there be a dedicated person assigned to the client? 2. Provide a complete list of customer service and account management services you provide for FSA administration. 3. Do you provide a toll-free number for employee questions? 4. What are the proposed days and hours of operation staffed by live customer service representatives for the customer service unit? 5. Please provide the number of staff members employed full time within the company. 6. How can participants access up-to-the-minute status of their account? Web? 800#? 7. Please provide the most recent calendar year results for the administration office that will be administering our client’s claims for: − Average speed of answer − Call abandonment rates − Total number of calls received 8. How is an employee notified of an ineligible reimbursement? How is the ineligible reimbursement reconciled? 9. What is the turnaround time for reimbursements? Implementation Services 1. Describe your overall account management services during the implementation. Will the same person be responsible for servicing our client once the implementation is complete? 2. Provide a copy of your proposed implementation timetable with a January 1, 2007 implementation date. 3. Will a Client Administration Manual will be included with implementation? 4. What are your implementation costs? Data Reporting Capabilities 1. What data is required from an employer initially and on a monthly basis to maintain your account systems? 2. In what format can you receive and transmit eligibility data including additions and deletions? 3. Are you able to furnish monthly reports or electronic files for payment status? What is included in these reports? 4. Do you have any limitations with electronic payroll systems? Please describe your technology capabilities. 5. What is your timeframe for receiving annual open enrollment processing dates? 6. Do you require Social Security # or can you accept other ID #s? SA January 2005 8 7. Describe the security parameters for your systems both for the employer and the employees (ex: passwords). Do you require an email address for online access? 8. Do you provide employer and employee statements if no online or phone access available? Communications 1. What employee communication materials are provided? 2. Is printing and distribution of materials included or is there an additional cost? If so, please list all that apply. 3. Do you provide any of the following (include examples of materials, reimbursement statements, etc.): • Plan Documents • Summary Plan Description • Enrollment kits • Claim forms • Explanation of Benefits/Statements • Other communication materials Is there an additional charge for any of these services? 4. Are you available and willing to attend open enrollment meetings? Is there an extra cost? Quality Assurance/Compliance/Financial 1. Describe your quality control and audit procedures. 2. Please confirm that your organization administers all programs according to all federal laws. How do you stay informed of and implement changes to reflect the laws/regulations? 3. Do you provide clients with legislative updates? If so, how do you obtain this information and how do you disseminate it to the client? 4. What amount of general professional and liability insurance do you maintain? 5. What is your rate guarantee? Are you willing to provide rate caps if you cannot provide a multi-year rate guarantee? 6. Provide an outline of your performance guarantees. 7. Provide a minimum of 3 references. SA January 2005 9 Review and Assessment Professional firms will be evaluated on the following criteria. These criteria will be the basis for review of the written proposals and interview session. The rating scale shall be from 1 to 5, with 1 being a poor rating, 3 being an average rating, and 5 being an outstanding rating. WEIGHTING FACTOR QUALIFICATION STANDARD 2.0 Scope of Proposal Does the proposal show an understanding of the project objective, methodology to be used and results that are desired from the project? 2.0 Assigned Personnel Do the persons who will be working on the project have the necessary skills? Are sufficient people of the requisite skills assigned to the project? 1.0 Availability Can the work be completed in the necessary time? Can the target start and completion dates be met? Are other qualified personnel available to assist in meeting the project schedule if required? Is the project team available to attend meetings as required by the Scope of Work? 1.0 Motivation Is the firm interested and are they capable of doing the work in the required time frame? 2.0 Cost and Work Hours Do the proposed cost and work hours compare favorably with the project Manager's estimate? Are the work hours presented reasonable for the effort required in each project task or phase? 2.0 Firm Capability Does the firm have the support capabilities the assigned personnel require? Has the firm done previous projects of this type and scope? SA January 2005 10 Reference Evaluation (Top Ranked Firm) The project Manager will check references using the following criteria. The evaluation rankings will be labeled Satisfactory/Unsatisfactory. QUALIFICATION STANDARD Overall Performance Would you hire this Professional again? Did they show the skills required by this project? Timetable Was the original Scope of Work completed within the specified time? Were interim deadlines met in a timely manner? Completeness Was the Professional responsive to client needs; did the Professional anticipate problems? Were problems solved quickly and effectively? Budget Was the original Scope of Work completed within the project budget? Job Knowledge a) If a study, did it meet the Scope of Work? b) If Professional administered a construction contract, was the project functional upon completion and did it operate properly? Were problems corrected quickly and effectively? SA January 2005 11 SERVICES 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 , 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 ( ) page and incorporated herein by this reference. 2. The Work Schedule. The services to be performed pursuant to this Agreement shall be performed in accordance with the Work Schedule attached hereto as Exhibit "B", consisting of ( ) page, and incorporated herein by this reference. 3. Contract Period. This Agreement shall commence , and shall continue in full force and effect until , 200 , 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 ( ) 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. 4. 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 SA January 2005 12 Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. [Early Termination clause here as an option. 5. Early 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 notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: City: Service Provider: 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. 6. 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 "C", consisting of ( ) page(s), and incorporated herein by this reference. 7. 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. 8. 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. SA January 2005 13 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. 9. 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 consent of the City. 10. 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. 11. 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. SA January 2005 14 12. 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. 13. 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 of the default. 14. Binding 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. 15. 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 , consisting of ( ) pages[s], attached hereto and incorporated herein by this SA January 2005 15 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. 16. 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. 17. 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. CITY OF FORT COLLINS, COLORADO a municipal corporation By:_______________________________ James B. O'Neill II, CPPO, FNIGP Director of Purchasing and Risk Management ATTEST: _________________________________ City Clerk APPROVED AS TO FORM: ________________________________ Assistant City Attorney Date:_____________________________ By:_______________________________ __________________________________ SA January 2005 16 PRINT NAME __________________________________ CORPORATE PRESIDENT OR VICE PRESIDENT Date:_____________________________ ATTEST: (Corporate Seal) _____________________________ CORPORATE SECRETARY 2/9/00 EXHIBIT B 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.