HomeMy WebLinkAboutAdminSure Inc. - Workers Comp Third Party Administration and Claim Review - 2016AGREEMENT
BY AND BETWEEN
THE CITY OF NATIONAL CITY
AND
ADMINSURE, INC.
THIS AGREEMENT is entered into on this 1st day of August 2016, by and between the
CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and AdminSure, Inc., a
Third Party Administrator of Worker's Compensation Programs (the "CONTRACTOR").
RECITALS
WHEREAS, the CITY desires to employ a CONTRACTOR to provide comprehensive
Workers' Compensation claims administration services in a manner consistent with the claims
administration standards and reporting and reimbursement procedures of the CITY'S excess
Workers' Compensation carrier.
WHEREAS, the CITY has determined that the CONTRACTOR is a Third Party
Administrator of Worker's Compensation Programs and is qualified by experience and ability to
perform the services desired by the CITY, and the CONTRACTOR is willing to perform such
services.
NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS
FOLLOWS:
1. ENGAGEMENT OF CONTRACTOR. The CITY agrees to engage the
CONTRACTOR to perform Third Party Workers' Compensation claims administration and the
CONTRACTOR agrees to perform the services set forth here in accordance with all terms and
conditions contained herein.
The CONTRACTOR represents that all services shall be performed directly by
the CONTRACTOR or under direct supervision of the CONTRACTOR.
2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement
will become effective on August 1, 2016 .The duration of this Agreement is for the period of
August 1, 2016 through July 31, 2018. This Agreement may be extended by mutual agreement
upon the same terms and conditions for an additional three (3) years.The Parties may exercise up
to three one-year extensions. Any extension of this Agreement must be approved in writing by
the City Manager.
3. SCOPE OF SERVICES. The CONTRACTOR will perform Third Party
Workers' Compensation Claims Administration services as set forth in the attached Exhibit "A"
and consistent with CONTRACTOR'S response to the CITY'S Request for Proposals.
The CONTRACTOR shall be responsible for all research and reviews related to
the work and shall not rely on personnel of the CITY for such services, except as authorized in
advance by the CITY. The CONTRACTOR shall appear at meetings as mutually agreed to to
keep staff advised of the progress on the Project.
The CITY may unilaterally, or upon request from the CONTRACTOR, from time
to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under
this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith
and confer for the purpose of negotiating a corresponding reduction or increase in the
compensation associated with said change in services.
4. PROJECT COORDINATION AND SUPERVISION. Stacey Stevenson
Administrative Services Director hereby is designated as the Project Coordinator for the CITY
and will monitor the progress and execution of this Agreement. The CONTRACTOR shall
assign a single Project Director to provide supervision and have overall responsibility for the
progress and execution of this Agreement for the CONTRACTOR. Alithia Vargas -Flores
thereby is designated as the Project Director for the CONTRACTOR.
5. COMPENSATION AND PAYMENT. The total cost for all administrative
work described in Exhibit "A" and shall not exceed the fee schedule established under Exhibit
"B". Monthly invoices will be processed for payment and remitted within thirty (30) days from
receipt of invoice, provided that work is accomplished consistent with Exhibit "A", as
determined by the CITY.
The CONTRACTOR shall maintain all books, documents, papers, employee time
sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such
materials available at its office at all reasonable times during the term of this Agreement and for
three (3) years from the date of final payment under this Agreement, for inspection by the CITY,
and for furnishing of copies to the CITY, if requested.
6. ACCEPTABILITY OF WORK. The City shall decide any and all questions
which may arise as to the quality or acceptability of the services performed and the manner of
performance, the acceptable completion of this Agreement, and the amount of compensation due.
In the event the CONTRACTOR and the City cannot agree to the quality or acceptability of the
work, the manner of performance and/or the compensation payable to the CONTRACTOR in
this Agreement, the City or the CONTRACTOR shall give to the other written notice. Within ten
(10) business days, the CONTRACTOR and the City shall each prepare a report which supports
their position and file the same with the other party. The City shall, with reasonable diligence,
determine the quality or acceptability of the work, the manner of performance and/or the
compensation payable to the CONTRACTOR.
7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda,
Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the
CONTRACTOR for this Project, whether paper or electronic, shall become the property of the
CITY for use with respect to this Project, and shall be turned over to the CITY upon completion
of the Project, or any phase thereof, as contemplated by this Agreement.
Contemporaneously with the transfer of documents, the CONTRACTOR hereby
assigns to the CITY, and CONTRACTOR thereby expressly waives and disclaims any copyright
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in, and the right to reproduce, all written material, drawings, plans, specifications, or other work
prepared under this Agreement, except upon the CITY' S prior authorization regarding
reproduction, which authorization shall not be unreasonably withheld. The CONTRACTOR
shall, upon request of the CITY, execute any further document(s) necessary to further effectuate
this waiver and disclaimer.
The CONTRACTOR agrees that the CITY may use, reuse, alter, reproduce,
modify, assign, transfer, or in any other way, medium, or method utilize the CONTRACTOR'S
written work product for the CITY' S purposes, and the CONTRACTOR expressly waives and
disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to
intellectual property and artistic works.
Any modification or reuse by the CITY of documents, drawings, or specifications
prepared by the CONTRACTOR shall relieve the CONTRACTOR from liability under Section
14, but only with respect to the effect of the modification or reuse by the CITY, or for any
liability to the CITY should the documents be used by the CITY for some project other than
what was expressly agreed upon within the Scope of this project, unless otherwise mutually
agreed.
8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of
this Agreement will be acting in an independent capacity and not as agents, employees, partners,
or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'S
employees are employees of the CITY, and are not entitled to any of the rights, benefits, or
privileges of the CITY'S employees, including but not limited to retirement, medical, unemploy-
ment, or workers' compensation insurance.
This Agreement contemplates the personal services of the CONTRACTOR and
the CONTRACTOR'S employees, and it is recognized by the parties that a substantial
inducement to the CITY for entering into this Agreement was, and is, the professional reputation
and competence of the CONTRACTOR and its employees. Neither this Agreement nor any
interest herein may be assigned by the CONTRACTOR without the prior written consent of the
CITY. Nothing herein contained is intended to prevent the CONTRACTOR from employing or
hiring as many employees, or SUBCONTRACTORS, as the CONTRACTOR may deem
necessary for the proper and efficient performance of this Agreement. All agreements by
CONTRACTOR with its SUBCONTRACTOR(S) shall require the SUBCONTRACTOR(S) to
adhere to the applicable terms of this Agreement.
9. CONTROL. Neither the CITY nor its officers, agents, or employees shall have
any control over the conduct of the CONTRACTOR or any of the CONTRACTOR'S
employees, except as herein set forth, and the CONTRACTOR or the CONTRACTOR'S agents,
servants, or employees are not in any manner agents, servants, or employees of the CITY, it
being understood that the CONTRACTOR its agents, servants, and employees are as to the
CITY wholly independent CONTRACTOR, and that the CONTRACTOR'S obligations to the
CITY are solely such as are prescribed by this Agreement.
10. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, in the
performance of the services to be provided herein, shall comply with all applicable state and
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federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City
of National City, whether now in force or subsequently enacted. The CONTRACTOR and each
of its SUBCONTRACTOR(S), shall obtain and maintain a current City of National City business
license prior to and during performance of any work pursuant to this Agreement.
11. LICENSES, PERMITS, ETC. The CONTRACTOR represents and covenants
that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally
required to practice its profession. The CONTRACTOR represents and covenants that the
CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the term of
this Agreement, any license, permit, or approval which is legally required for the
CONTRACTOR to practice its profession.
12. STANDARD OF CARE.
A. The CONTRACTOR, in performing any services under this Agreement,
shall perform in a manner consistent with that level of care and skill ordinarily exercised by
members of the CONTRACTOR'S trade or profession currently practicing under similar
conditions and in similar locations. The CONTRACTOR shall take all special precautions
necessary to protect the CONTRACTOR'S employees and members of the public from risk of
harm arising out of the nature of the work and/or the conditions of the work site.
B. Unless disclosed in writing prior to the date of this Agreement, the
CONTRACTOR warrants to the CITY that it is not now, nor has it for the five (5) years
preceding, been debarred by a governmental agency or involved in debarment, arbitration or
litigation proceedings concerning the CONTRACTOR'S professional performance or the
furnishing of materials or services relating thereto.
C. The CONTRACTOR is responsible for identifying any unique products,
treatments, processes or materials whose availability is critical to the success of the project the
CONTRACTOR has been retained to perform, within the time requirements of the CITY, or,
when no time is specified, then within a commercially reasonable time. Accordingly, unless the
CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that all
products, materials, processes or treatments identified in the project documents prepared for the
CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due
diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any
increased costs that result from the CITY'S later inability to obtain the specified items or any
reasonable substitute within a price range that allows for project completion in the time frame
specified or, when not specified, then within a commercially reasonable time.
13. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall not
discriminate against any employee or applicant for employment because of age, race, color,
ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or
medical condition. The CONTRACTOR will take positive action to insure that applicants are
employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation,
marital status, national origin, physical handicap, or medical condition. Such action shall include
but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or
recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and
selection for training, including apprenticeship. The CONTRACTOR agrees to post in
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conspicuous places available to employees and applicants for employment any notices provided
by the CITY setting forth the provisions of this non-discrimination clause.
14. CONFIDENTIAL INFORMATION. The CITY may from time to time
communicate to the CONTRACTOR certain confidential information to enable the
CONTRACTOR to effectively perform the services to be provided herein. The CONTRACTOR
shall treat all such information as confidential and shall not disclose any part thereof without the
prior written consent of the CITY. The CONTRACTOR shall limit the use and circulation of
such information, even within its own organization, to the extent necessary to perform the
services to be provided herein. The foregoing obligation of this Section 14, however, shall not
apply to any part of the information that (i) has been disclosed in publicly available sources of
information; (ii) is, through no fault of the CONTRACTOR, hereafter disclosed in publicly
available sources of information; (iii) is already in the possession of the CONTRACTOR without
any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the
CONTRACTOR by a third party, but only to the extent that the use or disclosure thereof has
been or is rightfully authorized by that third party.
The CONTRACTOR shall not disclose any reports, recommendations,
conclusions or other results of the services or the existence of the subject matter of this
Agreement without the prior written consent of the CITY. In its performance hereunder, the
CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting
the information or other property of any other person, firm or corporation.
CONTRACTOR shall be liable to CITY for any damages caused by breach of this
condition, pursuant to the provisions of Section 14.
15. INDEMNIFICATION AND HOLD HARMLESS. The CONTRACTOR
agrees to defend, indemnify and hold harmless the City of National City, its officers, officials,
agents, and employees, against and from any and all liability, loss, damages to property, injuries
to, or death of any person or persons, and all claims, demands, suits, actions, proceedings,
reasonable attorneys' fees, and defense costs, of any kind or nature, including workers'
compensation claims, of or by anyone whomsoever, resulting from or arising out of the
CONTRACTOR'S performance or other obligations under this Agreement; provided, however,
that this indemnification and hold harmless shall not include any claims or liability arising from
the established sole negligence or willful misconduct of the City, its agents, officers, or
employees. CITY will cooperate reasonably in the defense of any action, and CONTRACTOR
shall employ competent counsel, reasonably acceptable to the City Attorney.
The indemnity, defense, and hold harmless obligations contained herein shall survive the
termination of this Agreement for any alleged or actual omission, act, or negligence under this
Agreement that occurred during the term of this Agreement.
16. WORKERS' COMPENSATION. The CONTRACTOR shall comply with all
of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of
California, the applicable provisions of Division 4 and 5 of the California Government Code and
all amendments thereto; and all similar State or federal acts or laws applicable; and shall
indemnify, and hold harmless the CITY and its officers, and employees from and against all
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claims, demands, payments, suits, actions, proceedings, and judgments of every nature and
description, including reasonable attorney's fees and defense costs presented, brought or
recovered against the CITY or its officers, employees, or volunteers, for or on account of any
liability under any of said acts which may be incurred by reason of any work to be performed by
the CONTRACTOR under this Agreement.
17. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall purchase
and maintain, and shall require its SUBCONTRACTOR(S), when applicable, to purchase and
maintain throughout the term of this Agreement, the following checked insurance policies:
A. ® If checked, Professional Liability Insurance (errors and
omissions) with minimum limits of $1,000,000 per occurrence.
B. Automobile Insurance covering all bodily injury and property damage
incurred during the performance of this Agreement, with a minimum coverage of $1,000,000
combined single limit per accident. Such automobile insurance shall include owned, non -owned,
and hired vehicles ("any auto"). The policy shall name the CITY and its officers, agents and
employees as additional insureds, and a separate additional insured endorsement shall be
provided.
C. Commercial General Liability Insurance, with minimum limits of either
$2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and
$2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property
damage arising out of its operations, work, or performance under this Agreement. The policy
shall name the CITY and its officers, agents and employees as additional insureds, and a separate
additional insured endorsement shall be provided. The general aggregate limit must apply solely
to this "project" or "location". The "project" or "location" should be noted with specificity on an
endorsement that shall be incorporated into the policy.
D. Workers' Compensation Insurance in an amount sufficient to meet
statutory requirements covering all of CONTRACTOR'S employees and employers' liability
insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed
with a waiver of subrogation in favor of the City. Said endorsement shall be provided prior to
commencement of work under this Agreement.
If CONTRACTOR has no employees subject to the California Workers'
Compensation and Labor laws, CONTRACTOR shall execute a Declaration to that effect. Said
Declaration shall be provided to CONTRACTOR by CITY.
E. Fidelity/Crime Bond, with a $1,000,000 payable to the City with an
approved corporate surety covering all officers and employees involved with the City's Claims
handling.
F. The aforesaid policies shall constitute primary insurance as to the CITY,
its officers, officials, employees, and volunteers, so that any other policies held by the CITY
shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30)
days prior written notice to the CITY of cancellation or material change.
G. If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three years
after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date
must be on or before the date of this Agreement.
H. Insurance shall be written with only California admitted companies that
hold a current policy holder's alphabetic and financial size category rating of not less than A:VII
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according to the current Best's Key Rating Guide, or a company equal financial stability that is
approved by the CITY'S Risk Manager. In the event coverage is provided by non -admitted
"surplus lines" carriers, they must be included on the most recent California List of Eligible
Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
I. This Agreement shall not take effect until certificate(s) or other sufficient
proof that these insurance provisions have been complied with, are filed with and approved by
the CITY'S Risk Manager. If the CONTRACTOR does not keep all of such insurance policies in
full force and effect at all times during the terms of this Agreement, the CITY may elect to treat
the failure to maintain the requisite insurance as a breach of this Agreement and terminate the
Agreement as provided herein.
J. All deductibles and self -insured retentions in excess of $10,000 must be
disclosed to and approved by the CITY.
18. LEGAL FEES. If any party brings a suit or action against the other party arising
from any breach of any of the covenants or agreements or any inaccuracies in any of the
representations and warranties on the part of the other party arising out of this Agreement, then
in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -
court settlement, shall be entitled to have and recover of and from the other party all costs and
expenses of suit, including attorneys' fees.
For purposes of determining who is to be considered the prevailing party, it is
stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not
be considered in determining the amount of the judgment or award. Attorney's fees to the
prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's
fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual
amount of attorney's fees incurred by the prevailing party.
19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this
Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute
by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of
the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of
mediation shall be borne equally by the parties. Any controversy or claim arising out of, or
relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled
by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of
the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a
judgment thereon may be entered in any court having jurisdiction over the subject matter of the
controversy. The expenses of the arbitration shall be borne equally by the parties to the
arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence
and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof
against a specified party as part of the arbitration award.
20. TERMINATION.
A. This Agreement may be terminated with or without cause by the CITY.
Termination without cause shall be effective only upon 60-day's written notice to the
CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in
accordance with this Agreement.
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B. This Agreement may also be terminated immediately by the CITY for
cause in the event of a material breach of this Agreement, misrepresentation by the
CONTRACTOR in connection with the formation of this Agreement or the performance of
services, or the failure to perform services as directed by the CITY.
C. Termination with or without cause shall be effected by delivery of written
Notice of Termination to the CONTRACTOR as provided for herein.
D. In the event of termination, all finished or unfinished Memoranda Reports,
Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR,
whether paper or electronic, shall immediately become the property of and be delivered to the
CITY, and the CONTRACTOR shall be entitled to receive just and equitable compensation for
any work satisfactorily completed on such documents and other materials up to the effective date
of the Notice of Termination, not to exceed the amounts payable hereunder, and less any
damages caused the CITY by the CONTRACTOR'S breach, if any. Thereafter, ownership of
said written material shall vest in the CITY all rights set forth in Section 7.
E. The CITY further reserves the right to immediately terminate this
Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a
reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business
reorganization, change in business name or change in business status of the CONTRACTOR.
21. NOTICES. All notices or other communications required or permitted hereunder
shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express
or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or
sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex,
telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally
delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by
overnight mail, the business day following its deposit in such overnight mail facility, (iii) if
mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is
outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or
other like facility regularly maintained by the United States Postal Service, (iv) if given by
telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given
by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other
communication delivered or sent as specified above shall be directed to the following persons:
To CITY:
Stacey Stevenson
Director of Administrative Services
City of National City
1243 National City Boulevard
National City, CA 91950-4397
To CONTRACTOR:
Alithia Vargas -Flores
Vice President/Director of Operations
AdminSure, Inc.
1470 South Valley Vista Drive, Suite 230
Diamond Bar, CA 91765
Standard Agreement 8 City of National City and
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Notice of change of address shall be given by written notice in the manner specified in this
Section. Rejection or other refusal to accept or the inability to deliver because of changed
address of which no notice was given shall be deemed to constitute receipt of the notice,
demand, request or communication sent. Any notice, request, demand, direction or other
communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-
eight (48) hours by letter mailed or delivered as specified in this Section.
22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT
OBLIGATIONS. During the term of this Agreement, the CONTRACTOR shall not perform
services of any kind for any person or entity whose interests conflict in any way with those of the
City of National City. The CONTRACTOR also agrees not to specify any product, treatment,
process or material for the project in which the CONTRACTOR has a material financial interest,
either direct or indirect, without first notifying the CITY of that fact. The CONTRACTOR shall
at all times comply with the terms of the Political Reform Act and the National City Conflict of
Interest Code. The CONTRACTOR shall immediately disqualify itself and shall not use its
official position to influence in any way any matter coming before the CITY in which the
CONTRACTOR has a financial interest as defined in Government Code Section 87103. The
CONTRACTOR represents that it has no knowledge of any financial interests that would require
it to disqualify itself from any matter on which it might perform services for the CITY.
❑ If checked, the CONTRACTOR shall comply with all of the reporting
requirements of the Political Reform Act and the National City Conflict of Interest Code.
Specifically, the CONTRACTOR shall file a Statement of Economic Interests with the City
Clerk of the City of National City in a timely manner on forms which the CONTRACTOR shall
obtain from the City Clerk.
The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or
expenses the CITY may suffer by virtue of any violation of this Paragraph 22 by the
CONTRACTOR.
23. PREVAILING WAGES. State prevailing wage rates may apply to work
performed under this Agreement. State prevailing wages rates apply to all public works contracts
as set forth in California Labor Code, including but not limited to, Sections 1720,1720.2, 1720.3,
1720.4, and 1771. CONTRACTOR is solely responsible to determine if State prevailing wage
rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and
regulations.
24. MISCELLANEOUS PROVISIONS.
A. Computation of Time Periods. If any date or time period provided for in
this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date
shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a
Saturday, Sunday or federal, state, or legal holiday.
B. Counterparts. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original, but all of which, together, shall constitute but one and
the same instrument.
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C. Captions. Any captions to, or headings of, the sections or subsections of
this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
D. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights
upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto.
E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference for all purposes. To the extent any exhibits or
schedules or provisions thereof conflict or are inconsistent with the terms and conditions
contained in this Agreement, the terms and conditions of this Agreement shall control.
F. Amendment to this Agreement. The terms of this Agreement may not be
modified or amended except by an instrument in writing executed by each of the parties hereto.
G. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision
hereof.
H. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
I. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the
parties shall be subject to the examination and audit of the State Auditor for a period of three (3)
years after final payment under the Agreement, per Government Code Section 8546.7.
J. Entire Agreement. This Agreement supersedes any prior agreements,
negotiations and communications, oral or written, and contains the entire agreement between the
parties as to the subject matter hereof. No subsequent agreement, representation, or promise
made by either party hereto, or by or to an employee, officer, agent or representative of any party
hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby.
K. Successors and Assigns. This Agreement shall be binding upon and shall
inure to the benefit of the successors and assigns of the parties hereto.
L. Subcontractors or SubCONTRACTORs. The City is engaging the services
of the CONTRACTOR identified in this Agreement. The CONTRACTOR shall not subcontract
any portion of the administration work, unless such subcontracting was part of the original
proposal or is allowed by the City in writing. In the event any portion of the work under this
Agreement is subcontracted, the subCONTRACTOR(s) shall be required to comply with and
agree to, for the benefit of and in favor of the City, both the insurance provisions in Section 17
and the indemnification and hold harmless provision of Section 15 of this Agreement.
M. Construction. The parties acknowledge and agree that (i) each party is of
equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and
negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity
to consult with its own, independent counsel and such other professional advisors as such party
has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv)
each party and such party's counsel and advisors have reviewed this Agreement, (v) each party
has agreed to enter into this Agreement following such review and the rendering of such advice,
and (vi) any rule or construction to the effect that ambiguities are to be resolved against the
drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or
any amendments hereto.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first above written.
CITY OF NATIONAL CITY
on Morrison, Mayor
PPROVE
audia Gac
City Atto
AS TO
ADMINSURE, INC.
By: kVat6'i `br6
Alithia Vargas -ores
ice President/Dir of Operations
By: IL'/VII 19kiri{ 6 n! l
Alycia Anthony
Corporate Silretary
Standard Agreement 1 1 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
Exhibit A
ADMINSURE INC. — SCOPE OF SERVICES
Effective August 1, 2016
1. PERIODIC MEETINGS: The Contractor (AdminSure Inc.) shall meet with the City
and staff periodically to:
A. Assist in developing internal procedures.
B. Provide orientation and training to personnel involved in the administration of the
Program.
C. Discuss specific claims and general trends in the Program.
2. ADVISORY SERVICES: The Contractor shall provide the City information regarding
the adoption, amendment or repeal of all Statutes, Rules and Regulations, et cetera, which may
directly affect the Program.
3. REQUIRED FORMS: The Contractor shall provide the City with all forms required by
the State in connection with the Program.
4. COMPLIANCE WITH LAW: The Contractor shall administer the Program in full
compliance with all laws, rules and regulations governing Workers' Compensation and Self -
Insurance.
5. CLAIMS ADMINISTRATION: The Contractor shall comply with all performance
standards of the City's excess insurer. The Contractor shall also comply with the Contractor's
Workers' Compensation Claims Administration Standards, but under no circumstances are they
to be construed as having precedence over the performance standards of the City's excess
insurer. The Contractor shall also have the authority and responsibility to provide claims
administration services, which include:
A. Establishing an electronic claim file and computer database record upon receipt of
an injury report.
B. Setting and updating reserves.
C. Initiating and maintaining contact with injured workers or their attorneys.
D. Arranging for investigation.
Page 1 of 4
E. Determining compensability.
F. Preparing and issuing benefit notices, if applicable.
G. Arranging for medical treatment and medical services from clinics, facilities,
pharmacies, hospitals, specialists, and other vendors as necessary.
H. Performing all utilization review services through MedReview; communicating
decisions to approve, modify, delay or deny medical treatment in accordance with
State law.
I. Monitoring disability status by reviewing medical reports and contacting doctors
for updates.
J. Auditing and reviewing all medical bills through MedReview (OMFS/IHFS/PPO)
and paying all properly adjusted medical bills in a timely and accurate manner.
K. Paying mileage or medical reimbursements to injured workers.
L. Paying temporary disability compensation when appropriate to do so or advising
the City of the need to adjust payroll records when salary continuation is
appl icable.
M. Arranging medical exams in conformance with State law to determine whether an
injured worker's medical condition is permanent and stationary (reached
Maximum Medical Improvement/MMI) and what, if any, permanent disability
exists.
N. Paying the permanent disability compensation in accordance with the law.
O. Arranging for attorney representation of the City whenever the need arises.
P. Monitoring attorneys and assisting them in preparing cases.
Q. Auditing and paying legal expenses.
R. Arranging for vocational rehabilitation services when appropriate, monitoring
vocational rehabilitation consultants and assisting them as necessary.
S. Auditing and paying vocational rehabilitation expenses.
T. Preparing and issuing Supplemental Job Displacement Benefits (SJDB) notices
and benefits.
U. Preparing and issuing the permanent disability compensation notices.
V. Pursuing subrogation when there is a viable third party.
W. Notifying the City and excess insurers of all claims which exceed or may exceed
the self-insurance retention; maintaining a liaison between the City and their
Page 2 of 4
excess insurers on matters affecting the handling of such claims and arranging for
reimbursement to the City of losses in excess of its self-insurance retention.
X. Obtaining settlement authority and negotiating settlement on appropriate claims.
Y. Attending all hearings that are required by law.
Z. Closing claim files when appropriate to do so.
6. CHECKING ACCOUNT: The City and the Contractor agree that:
A. The City shall establish and maintain a checking account from which all Workers'
Compensation benefits and expenses are to be paid.
B. The Contractor shall prepare checks and issue those checks directly to payees
without delay.
C. The Contractor shall sign checks with a facsimile signature or manually.
D. The Contractor shall secure checks in a locked area accessible to a limited number
of personnel.
E. The City shall maintain an adequate balance in their checking account to meet all
Workers' Compensation obligations without delay.
F. The checking account may be used to pay penalties in which case the Contractor
shall reimburse the City within fifteen (15) working days for any amount of the
penalty which the Contractor caused.
7. ELECTRONIC DATA PROCESSING: The Contractor shall provide the City with
electronic data processing services that will allow for the production of loss experience and
transaction reports within ten (10) days following the close of each calendar month. The
Contractor will also work with the City to develop ad hoc and other specialized reports as
requested.
8. REGULATORY REPORTING: The Contractor shall prepare all reports required by
State and Federal regulatory agencies (if any) in connection with the Program, including the
Self -Insurer's Annual Report required by the Department of Self -Insurance Plans.
9. RECORDS: The Contractor shall establish and maintain electronic claim files, claim
logs, transaction documents and all other records associated with the Program. These records
Page 3 of 4
shall be the property of the City. Unless this Agreement is cancelled, closed hard files, if any,
shall be stored by the Contractor for five (5) years and shall thereafter become the responsibility
of the City. Upon cancellation of this Agreement, the City shall be responsible for maintaining
and storing all data, records, et cetera. The Contractor shall not dispose of or destroy hard files
without the prior, written authorization of the City.
10. OBLIGATIONS OF THE CITY:
The City shall perform the following:
A. Submit all reports of work injury to the Contractor in a timely manner not to
exceed two business days of the City's knowledge of the injury.
B. Respond to the Contractor's requests for information and authority within five
days of such requests.
C. Provide information that is accurate and is in a form specified by the Contractor.
D. Grant settlement authority to the Contractor in advance of WCAB, Rehabilitation,
and legal hearings, or be available by phone or in person during same.
Page 4 of 4
Exhibit B
Price Proposal Attachment C Request for Proposal RFP
Summary of TPA Fees with Bill Review Services
TPA Fees
Group Pricing
City of National
City Fees
Year 1
$83,380
Year2
$86,030
Year3
$88,760
Year4
$91,575
Years
$94,470
Total
$444 , 215
Services Included (Y/N) If no, include fee
MMSEA Fee
Yes
Conversion Fee
$3, 852
Assumption of tail claims
Yes
License fee for VOS
Yes
Monthly reports
Yes
SIP Annual Report
Yes
1099's
Yes
DWC-1, posters, pamphlets
Yes
Index checking
Yes
Attendance at hearings
Yes
Storage of claims
Yes
Check printing
Yes
BankingfeesAny banking
fees shall be
between tie
City and the
City's choice
of Ban
UR Stat approvals
See Utilization
Review
Filing fees
Yes
Correspondence fees
Yes
Medical Provider Network
Annual Maintenance Fee
At -Cost: Dependent
on the
City's choice
of MPN
Provider (s)
Creation of MPN
Same as above
MPN Update fees
Same as above
Other We
3o no charge
any MPN fees
for our services
and we
shall not
Medical Bill Review
add on any fee to the City's choice of MPN provider's fee.
Per bill
$10
In Patient Medical Fee
Schedule (IMFS)
No additional
fee
PPO Network- % of savings
fee & Cap *Cap: $10k
At -cost and
There are no
Shall not exceed
PPO fees it:
23% PPO
there are no
fee of reduction/savir
PPO reduction/saving:
Pharmacy
No additional fee
U&CSavings
No additional fee
Outpatient
No additional fee
Negotiated
No additional fee
Medical EDI
No additional
fee
Duplicates
No additiona
l fee
Other
No additional
fee
provide Nurse case Management Services. We utilize
Nurse Case Management
Early Intervention/Triagethe ^ity's choic
Other
reco
'timendations/r
preference.***
Utilization Review ***Please see below: ***
seivice
eferrals sY
piovidcis a d are ablc o make
.o uld the
1st Level Peer Review
Peer to Peer
Other
*Flat fee of $85 per RN decision, or 4% of billed charges capped at $750.
*Flat Physician Review fee billed at cost, at the rate of $200 per hour, billed
in l0-minute increments. City approval will be obtained prior to a physician's
review that may exceed one hour.
RESOLUTION NO. 2016 — 88
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY
AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT WITH
ADMINSURE, INC., EFFECTIVE AUGUST 1, 2016, FOR WORKERS'
COMPENSATION THIRD PARTY ADMINISTRATION AND CLAIMS REVIEW
IN THE INITIAL AMOUNT OF $3,852 FOR ONE-TIME CONVERSION AND
$169,410 FOR ADMINISTRATION, FOR A TOTAL COST OF $173,262
FOR A PERIOD OF TWO YEARS, AND AUTHORIZING THE CITY MANGER
TO EXECUTE FUTURE AMENDMENTS EXTENDING THE TERM
OF THE AGREEMENT BY ONE-YEAR INCREMENTS FOR
UP TO AN ADDITIONAL THREE YEARS
WHEREAS, the City of National City contracts for third party administration
("TPA") of its Workers' Compensation Program; and
WHEREAS, in August 1995, City Council authorized staff to join the San Diego
Pooled Insurance Program Authority ("SANDPIPA") member group for City-wide Workers'
Compensation claims administration; and
WHEREAS, SANDPIPA entered into an Agreement with a third party for the
performance of this function; and
WHEREAS, under the terms of the July 1, 2016 dissolution of the SANDPIPA
Joint Powers Authority, the SANDPIPA Agreement for Workers' Compensation Administration
will expire on July 31, 2016 and will not be renewed; and
WHEREAS, based on a joint Request for Proposal ("RFP") process in
partnership with the cities of Encinitas, Lemon Grove, and Vista, staff recommends that the City
Council authorize the Mayor to execute an Agreement with AdminSure, Inc., to act as a Third
Party Administrator on behalf of the City of National City for Workers' Compensation
Administration and Claims Review effective August 1, 2016 in the initial amount of $3,852 for
one-time conversion, and $169,410 for administration for a total cost of $173,262 for a period of
two years with the City Manager authorized to extend by one-year increments for up to an
additional three years.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
National City hereby authorizes the Mayor to execute an Agreement with AdminSure, Inc., to act
as a Third Party Administrator on behalf of the City of National City for Workers' Compensation
Administration and Claims Review effective August 1, 2016 in the initial amount of $3,852 for
one-time conversion and $169,410 for administration for a total cost of $173,262 for a period of
two years.
BE IT FURTHER RESOLVED that the City Council hereby authorizes the City
Manager to execute future amendments extending the term of the Agreement by one-year
increments for up to an additional three (3) years.
[Signature Page to Follow]
Resolution No. 2016 — 88
Page Two
PASSED and ADOPTED this 21st day of June, 20
n Morrison, Mayor
ATTEST:
Michael R. Dalla, C. y Clerk
PPROVED A TO FORM:
a dia Ga
City Attorn
Passed and adopted by the Council of the City of National City, California, on June 21,
2016 by the following vote, to -wit:
Ayes: Councilmembers Cano, Mendivil, Morrison, Rios, Sotelo-Solis.
Nays: None.
Absent: None.
Abstain: None.
AUTHENTICATED BY: RON MORRISON
Mayor of the City of National City, California
141111
City CI rk of the City of tional City, California
By:
Deputy
I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO. 2016-88 of the City of National City, California, passed and adopted
by the Council of said City on June 21, 2016.
City Clerk of the City of National City, California
By:
Deputy
Ca0\C-a�
CITY OF NATIONAL CITY, CALIFORNIA
COUNCIL AGENDA STATEMENT
MEETING DATE: June 21, 2016
AGENDA ITEM NO.111
ITEM TITLE:
Resolution of the City Council of the City of National City authorizing the Mayor to execute an agreement with
AdminSure, Inc., effective August 1, 2016, for Workers' Compensation Third Party administration and claims
review in the initial amount of $3,852 for one-time conversion and $169,410 for administration, for a total cost
of $173,262 for a period of two years; and authorizing the City Manager to execute future amendments
extending the term of the agreement by one year increments for up to an additional three years.
PREPARED BY: Stacey Stevenson DEPARTMENT: Human Resources
PHONE: 336-4308
EXPLANATION:
The City of National City contracts for third party administration (TPA) of its Workers' Compensation Program. In
August 1995, City Council authorized staff to join the San Diego Pooled Insurance Program Authority (SANDPIPA)
member group for City-wide Workers' Compensation claims administration. SANDPIPA entered into an agreement
with a third party for the performance of this function. Under the terms of the July 1, 2016 dissolution of the
SANDPIPA Joint Powers Authority, the SANDPIPA agreement for Workers' Compensation administration will expire
on July 31, 2016 and will not be renewed.
APPROVED B
In anticipation of this pending loss of TPA services, staff initiated a joint Request for Proposal (RFP) process in
partnership with the cities of Encinitas, Lemon Grove and Vista. Having completed said competitive process, staff
hereby recommends that the City Council authorize the Mayor to execute an agreement with AdminSure, Inc. to act as
a Third Party Administrator on behalf of the City of National City for Workers' Compensation administration and
claims review effective August 1, 2016 for a period of two years; and authorizing the City Manager to execute future
amendments extending the term of the agreement by one year increments for up to an additional three years.
FINANCIAL STATEMENT:
ACCOUNT NO.
Year 1 Year 2
627-417-081-433 (WC Claim Costs) $87,232 $86,030
APPROVED:
APPROVED:
ENVIRONMENTAL REVIEW:
This is not a project and, therefore, is not subject to environmental review.
ORDINANCE: INTRODUCTION:
FINAL ADOPTION:
Finance
MIS
STAFF RECOMMENDATION:
Adopt the resolution authorizing the Mayor to execute an agreement with AdminSure, Inc. for the Third Party
Workers' Compensation administration and claims review.
BOARD / COMMISSION RECOMMENDATION:
N/A
ATTACHMENTS:
Scope of Services
Price Proposal
Resolution
r '_
AGREEMENT
BY AND BETWEEN
THE CITY OF NATIONAL CITY
AND
ADMINSURE, INC.
THIS AGREEMENT is entered into on this 1st day of August 2016, by and between the
CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and AdminSure, Inc., a
Third Party Administrator of Worker's Compensation Programs (the "CONTRACTOR").
RECITALS
WHEREAS, the CITY desires to employ a CONTRACTOR to provide comprehensive
Workers' Compensation claims administration services in a manner consistent with the claims
administration standards and reporting and reimbursement procedures of the CITY'S excess
Workers' Compensation carrier.
WHEREAS, the CITY has determined that the CONTRACTOR is a Third Party
Administrator of Worker's Compensation Programs and is qualified by experience and ability to
perform the services desired by the CITY, and the CONTRACTOR is willing to perform such
services.
NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS
FOLLOWS:
1. ENGAGEMENT OF CONTRACTOR. The CITY agrees to engage the
CONTRACTOR to perform Third Party Workers' Compensation claims administration and the
CONTRACTOR agrees to perform the services set forth here in accordance with all terms and
conditions contained herein.
The CONTRACTOR represents that all services shall be performed directly by
the CONTRACTOR or under direct supervision of the CONTRACTOR.
2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement
will become effective on August 1, 2016 .The duration of this Agreement is for the period of
August 1, 2016 through July 31, 2018. This Agreement may be extended by mutual agreement
upon the same terms and conditions for an additional three (3) years.The Parties may exercise up
to three one-year extensions. Any extension of this Agreement must be approved in writing by
the City Manager.
3. SCOPE OF SERVICES. The CONTRACTOR will perform Third Party
Workers' Compensation Claims Administration services as set forth in the attached Exhibit "A"
and consistent with CONTRACTOR'S response to the CITY'S Request for Proposals.
The CONTRACTOR shall be responsible for all research and reviews related to
the work and shall not rely on personnel of the CITY for such services, except as authorized in
advance by the CITY. The CONTRACTOR shall appear at meetings as mutually agreed to to
keep staff advised of the progress on the Project.
The CITY may unilaterally, or upon request from the CONTRACTOR, from time
to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under
this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith
and confer for the purpose of negotiating a corresponding reduction or increase in the
compensation associated with said change in services.
4. PROJECT COORDINATION AND SUPERVISION. Stacey Stevenson
Administrative Services Director hereby is designated as the Project Coordinator for the CITY
and will monitor the progress and execution of this Agreement. The CONTRACTOR shall
assign a single Project Director to provide supervision and have overall responsibility for the
progress and execution of this Agreement for the CONTRACTOR. Alithia Vargas -Flores
thereby is designated as the Project Director for the CONTRACTOR.
5. COMPENSATION AND PAYMENT. The total cost for all administrative
work described in Exhibit "A" and shall not exceed the fee schedule established under Exhibit
"B". Monthly invoices will be processed for payment and remitted within thirty (30) days from
receipt of invoice, provided that work is accomplished consistent with Exhibit "A", as
determined by the CITY.
The CONTRACTOR shall maintain all books, documents, papers, employee time
sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such
materials available at its office at all reasonable times during the term of this Agreement and for
three (3) years from the date of final payment under this Agreement, for inspection by the CITY,
and for furnishing of copies to the CITY, if requested.
6. ACCEPTABILITY OF WORK. The City shall decide any and all questions
which may arise as to the quality or acceptability of the services performed and the manner of
performance, the acceptable completion of this Agreement, and the amount of compensation due.
In the event the CONTRACTOR and the City cannot agree to the quality or acceptability of the
work, the mariner of performance and/or the compensation payable to the CONTRACTOR in
this Agreement, the City or the CONTRACTOR shall give to the other written notice. Within ten
(10) business days, the CONTRACTOR and the City shall each prepare a report which supports
their position and file the same with the other party. The City shall, with reasonable diligence,
determine the quality or acceptability of the work, the manner of performance and/or the
compensation payable to the CONTRACTOR.
7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda,
Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the
CONTRACTOR for this Project, whether paper or electronic, shall become the property of the
CITY for use with respect to this Project, and shall be turned over to the CITY upon completion
of the Project, or any phase thereof, as contemplated by this Agreement.
Contemporaneously with the transfer of documents, the CONTRACTOR hereby
assigns to the CITY, and CONTRACTOR thereby expressly waives and disclaims any copyright
Standard Agreement 2 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
in, and the right to reproduce, all written material, drawings, plans, specifications, or other work
prepared under this Agreement, except upon the CITY'S prior authorization regarding
reproduction, which authorization shall not be unreasonably withheld. The CONTRACTOR
shall, upon request of the CITY, execute any further document(s) necessary to further effectuate
this waiver and disclaimer.
The CONTRACTOR agrees that the CITY may use, reuse, alter, reproduce,
modify, assign, transfer, or in any other way, medium, or method utilize the CONTRACTOR'S
written work product for the CITY'S purposes, and the CONTRACTOR expressly waives and
disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to
intellectual property and artistic works.
Any modification or reuse by the CITY of documents, drawings, or specifications
prepared by the CONTRACTOR shall relieve the CONTRACTOR from liability under Section
14, but only with respect to the effect of the modification or reuse by the CITY, or for any
liability to the CITY should the documents be used by the CITY for some project other than
what was expressly agreed upon within the Scope of this project, unless otherwise mutually
agreed.
8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of
this Agreement will be acting in an independent capacity and not as agents, employees, partners,
or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'S
employees are employees of the CITY, and are not entitled to any of the rights, benefits, or
privileges of the CITY'S employees, including but not limited to retirement, medical, unemploy-
ment, or workers' compensation insurance.
This Agreement contemplates the personal services of the CONTRACTOR and
the CONTRACTOR'S employees, and it is recognized by the parties that a substantial
inducement to the CITY for entering into this Agreement was, and is, the professional reputation
and competence of the CONTRACTOR and its employees. Neither this Agreement nor any
interest herein may be assigned by the CONTRACTOR without the prior written consent of the
CITY. Nothing herein contained is intended to prevent the CONTRACTOR from employing or
hiring as many employees, or SUBCONTRACTORS, as the CONTRACTOR may deem
necessary for the proper and efficient performance of this Agreement. All agreements by
CONTRACTOR with its SUBCONTRACTOR(S) shall require the SUBCONTRACTOR(S) to
adhere to the applicable terms of this Agreement.
9. CONTROL. Neither the CITY nor its officers, agents, or employees shall have
any control over the conduct of the CONTRACTOR or any of the CONTRACTOR'S
employees, except as herein set forth, and the CONTRACTOR or the CONTRACTOR'S agents,
servants, or employees are not in any manner agents, servants, or employees of the CITY, it
being understood that the CONTRACTOR its agents, servants, and employees are as to the
CITY wholly independent CONTRACTOR, and that the CONTRACTOR'S obligations to the
CITY are solely such as are prescribed by this Agreement.
10. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, in the
performance of the services to be provided herein, shall comply with all applicable state and
Standard Agreement 3 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City
of National City, whether now in force or subsequently enacted. The CONTRACTOR and each
of its SUBCONTRACTOR(S), shall obtain and maintain a current City of National City business
license prior to and during performance of any work pursuant to this Agreement.
11. LICENSES, PERMITS, ETC. The CONTRACTOR represents and covenants
that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally
required to practice its profession. The CONTRACTOR represents and covenants that the
CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the term of
this Agreement, any license, permit, or approval which is legally required for the
CONTRACTOR to practice its profession.
12. STANDARD OF CARE.
A. The CONTRACTOR, in performing any services under this Agreement,
shall perform in a manner consistent with that level of care and skill ordinarily exercised by
members of the CONTRACTOR'S trade or profession currently practicing under similar
conditions and in similar locations. The CONTRACTOR shall take all special precautions
necessary to protect the CONTRACTOR'S employees and members of the public from risk of
harm arising out of the nature of the work and/or the conditions of the work site.
B. Unless disclosed in writing prior to the date of this Agreement, the
CONTRACTOR warrants to the CITY that it is not now, nor has it for the five (5) years
preceding, been debarred by a governmental agency or involved in debarment, arbitration or
litigation proceedings concerning the CONTRACTOR'S professional performance or the
furnishing of materials or services relating thereto.
C. The CONTRACTOR is responsible for identifying any unique products,
treatments, processes or materials whose availability is critical to the success of the project the
CONTRACTOR has been retained to perform, within the time requirements of the CITY, or,
when no time is specified, then within a commercially reasonable time. Accordingly, unless the
CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that all
products, materials, processes or treatments identified in the project documents prepared for the
CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due
diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any
increased costs that result from the CITY'S later inability to obtain the specified items or any
reasonable substitute within a price range that allows for project completion in the time frame
specified or, when not specified, then within a commercially reasonable time.
13. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall not
discriminate against any employee or applicant for employment because of age, race, color,
ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or
medical condition. The CONTRACTOR will take positive action to insure that applicants are
employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation,
marital status, national origin, physical handicap, or medical condition. Such action shall include
but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or
recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and
selection for training, including apprenticeship. The CONTRACTOR agrees to post in
Standard Agreement 4 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
conspicuous places available to employees and applicants for employment any notices provided
by the CITY setting forth the provisions of this non-discrimination clause.
14. CONFIDENTIAL INFORMATION. The CITY may from time to time
communicate to the CONTRACTOR certain confidential information to enable the
CONTRACTOR to effectively perform the services to be provided herein. The CONTRACTOR
shall treat all such information as confidential and shall not disclose any part thereof without the
prior written consent of the CITY. The CONTRACTOR shall limit the use and circulation of
such information, even within its own organization, to the extent necessary to perform the
services to be provided herein. The foregoing obligation of this Section 14, however, shall not
apply to any part of the information that (i) has been disclosed in publicly available sources of
information; (ii) is, through no fault of the CONTRACTOR, hereafter disclosed in publicly
available sources of information; (iii) is already in the possession of the CONTRACTOR without
any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the
CONTRACTOR by a third party, but only to the extent that the use or disclosure thereof has
been or is rightfully authorized by that third party.
The CONTRACTOR shall not disclose any reports, recommendations,
conclusions or other results of the services or the existence of the subject matter of this
Agreement without the prior written consent of the CITY. In its performance hereunder, the
CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting
the information or other property of any other person, firm or corporation.
CONTRACTOR shall be liable to CITY for any damages caused by breach of this
condition, pursuant to the provisions of Section 14.
15. INDEMNIFICATION AND HOLD HARMLESS. The CONTRACTOR
agrees to defend, indemnify and hold harmless the City of National City, its officers, officials,
agents, and employees, against and from any and all liability, loss, damages to property, injuries
to, or death of any person or persons, and all claims, demands, suits, actions, proceedings,
reasonable attorneys' fees, and defense costs, of any kind or nature, including workers'
compensation claims, of or by anyone whomsoever, resulting from or arising out of the
CONTRACTOR'S performance or other obligations under this Agreement; provided, however,
that this indemnification and hold harmless shall not include any claims or liability arising from
the established sole negligence or willful misconduct of the City, its agents, officers, or
employees. CITY will cooperate reasonably in the defense of any action, and CONTRACTOR
shall employ competent counsel, reasonably acceptable to the City Attorney.
The indemnity, defense, and hold harmless obligations contained herein shall survive the
termination of this Agreement for any alleged or actual omission, act, or negligence under this
Agreement that occurred during the term of this Agreement.
16. WORKERS' COMPENSATION. The CONTRACTOR shall comply with all
of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of
California, the applicable provisions of Division 4 and 5 of the California Government Code and
all amendments thereto; and all similar State or federal acts or laws applicable; and shall
indemnify, and hold harmless the CITY and its officers, and employees from and against all
Standard Agreement 5 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
claims, demands, payments, suits, actions, proceedings, and judgments of every nature and
description, including reasonable attorney's fees and defense costs presented, brought or
recovered against the CITY or its officers, employees, or volunteers, for or on account of any
liability under any of said acts which may be incurred by reason of any work to be performed by
the CONTRACTOR under this Agreement.
17. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall purchase
and maintain, and shall require its SUBCONTRACTOR(S), when applicable, to purchase and
maintain throughout the term of this Agreement, the following checked insurance policies:
A. ® If checked, Professional Liability Insurance (errors and
omissions) with minimum limits of $1,000,000 per occurrence.
B. Automobile Insurance covering all bodily injury and property damage
incurred during the performance of this Agreement, with a minimum coverage of $1,000,000
combined single limit per accident. Such automobile insurance shall include owned, non -owned,
and hired vehicles ("any auto"). The policy shall name the CITY and its officers, agents and
employees as additional insureds, and a separate additional insured endorsement shall be
provided.
C. Commercial General Liability Insurance, with minimum limits of either
$2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and
$2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property
damage arising out of its operations, work, or performance under this Agreement. The policy
shall name the CITY and its officers, agents and employees as additional insureds, and a separate
additional insured endorsement shall be provided. The general aggregate limit must apply solely
to this "project" or "location". The "project" or "location" should be noted with specificity on an
endorsement that shall be incorporated into the policy.
D. Workers' Compensation Insurance in an amount sufficient to meet
statutory requirements covering all of CONTRACTOR'S employees and employers' liability
insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed
with a waiver of subrogation in favor of the City. Said endorsement shall be provided prior to
commencement of work under this Agreement.
If CONTRACTOR has no employees subject to the California Workers'
Compensation and Labor laws, CONTRACTOR shall execute a Declaration to that effect. Said
Declaration shall be provided to CONTRACTOR by CITY.
E. Fidelity/Crime Bond, with a $1,000,000 payable to the City with an
approved corporate surety covering all officers and employees involved with the City's Claims
handling.
F. The aforesaid policies shall constitute primary insurance as to the CITY,
its officers, officials, employees, and volunteers, so that any other policies held by the CITY
shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30)
days prior written notice to the CITY of cancellation or material change.
G. If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three years
after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date
must be on or before the date of this Agreement.
H. Insurance shall be written with only California admitted companies that
hold a current policy holder's alphabetic and financial size category rating of not less than A:VII
Standard Agreement 6 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
according to the current Best's Key Rating Guide, or a company equal financial stability that is
approved by the CITY'S Risk Manager. In the event coverage is provided by non -admitted
"surplus lines" carriers, they must be included on the most recent California List of Eligible
Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
I. This Agreement shall not take effect until certificate(s) or other sufficient
proof that these insurance provisions have been complied with, are filed with and approved by
the CITY'S Risk Manager. If the CONTRACTOR does not keep all of such insurance policies in
full force and effect at all times during the terms of this Agreement, the CITY may elect to treat
the failure to maintain the requisite insurance as a breach of this Agreement and terminate the
Agreement as provided herein.
J. All deductibles and self -insured retentions in excess of $10,000 must be
disclosed to and approved by the CITY.
18. LEGAL FEES. If any party brings a suit or action against the other party arising
from any breach of any of the covenants or agreements or any inaccuracies in any of the
representations and warranties on the part of the other party arising out of this Agreement, then
in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -
court settlement, shall be entitled to have and recover of and from the other party all costs and
expenses of suit, including attorneys' fees.
For purposes of determining who is to be considered the prevailing party, it is
stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not
be considered in determining the amount of the judgment or award. Attorney's fees to the
prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's
fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual
amount of attorney's fees incurred by the prevailing party.
19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this
Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute
by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of
the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of
mediation shall be borne equally by the parties. Any controversy or claim arising out of, or
relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled
by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of
the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a
judgment thereon may be entered in any court having jurisdiction over the subject matter of the
controversy. The expenses of the arbitration shall be borne equally by the parties to the
arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence
and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof
against a specified party as part of the arbitration award.
20. TERMINATION.
A. This Agreement may be terminated with or without cause by the CITY.
Termination without cause shall be effective only upon 60-day's written notice to the
CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in
accordance with this Agreement.
Standard Agreement 7 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
B. This Agreement may also be terminated immediately by the CITY for
cause in the event of a material breach of this Agreement, misrepresentation by the
CONTRACTOR in connection with the formation of this Agreement or the performance of
services, or the failure to perform services as directed by the CITY.
C. Termination with or without cause shall be effected by delivery of written
Notice of Termination to the CONTRACTOR as provided for herein.
D. In the event of termination, all finished or unfinished Memoranda Reports,
Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR,
whether paper or electronic, shall immediately become the property of and be delivered to the
CITY, and the CONTRACTOR shall be entitled to receive just and equitable compensation for
any work satisfactorily completed on such documents and other materials up to the effective date
of the Notice of Termination, not to exceed the amounts payable hereunder, and less any
damages caused the CITY by the CONTRACTOR'S breach, if any. Thereafter, ownership of
said written material shall vest in the CITY all rights set forth in Section 7.
E. The CITY further reserves the right to immediately terminate this
Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a
reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business
reorganization, change in business name or change in business status of the CONTRACTOR.
21. NOTICES. All notices or other communications required or permitted hereunder
shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express
or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or
sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex,
telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally
delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by
overnight mail, the business day following its deposit in such overnight mail facility, (iii) if
mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is
outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or
other like facility regularly maintained by the United States Postal Service, (iv) if given by
telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given
by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other
communication delivered or sent as specified above shall be directed to the following persons:
To CITY: Stacey Stevenson
Director of Administrative Services
City of National City
1243 National City Boulevard
National City, CA 91950-4397
To CONTRACTOR:
Alithia Vargas -Flores
Vice President/Director of Operations
AdminSure, Inc.
1470 South Valley Vista Drive, Suite 230
Diamond Bar, CA 91765
Standard Agreement 8 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
Notice of change of address shall be given by written notice in the manner specified in this
Section. Rejection or other refusal to accept or the inability to deliver because of changed
address of which no notice was given shall be deemed to constitute receipt of the notice,
demand, request or communication sent. Any notice, request, demand, direction or other
communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-
eight (48) hours by letter mailed or delivered as specified in this Section.
22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT
OBLIGATIONS. During the term of this Agreement, the CONTRACTOR shall not perform
services of any kind for any person or entity whose interests conflict in any way with those of the
City of National City. The CONTRACTOR also agrees not to specify any product, treatment,
process or material for the project in which the CONTRACTOR has a material financial interest,
either direct or indirect, without first notifying the CITY of that fact. The CONTRACTOR shall
at all times comply with the terms of the Political Reform Act and the National City Conflict of
Interest Code. The CONTRACTOR shall immediately disqualify itself and shall not use its
official position to influence in any way any matter coming before the CITY in which the
CONTRACTOR has a financial interest as defined in Government Code Section 87103. The
CONTRACTOR represents that it has no knowledge of any financial interests that would require
it to disqualify itself from any matter on which it might perform services for the CITY.
❑ If checked, the CONTRACTOR shall comply with all of the reporting
requirements of the Political Reform Act and the National City Conflict of Interest Code.
Specifically, the CONTRACTOR shall file a Statement of Economic Interests with the City
Clerk of the City of National City in a timely manner on forms which the CONTRACTOR shall
obtain from the City Clerk.
The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or
expenses the CITY may suffer by virtue of any violation of this Paragraph 22 by the
CONTRACTOR.
23. PREVAILING WAGES. State prevailing wage rates may apply to work
performed under this Agreement. State prevailing wages rates apply to all public works contracts
as set forth in California Labor Code, including but not limited to, Sections 1720,1720.2, 1720.3,
1720.4, and 1771. CONTRACTOR is solely responsible to determine if State prevailing wage
rates apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and
regulations.
24. MISCELLANEOUS PROVISIONS.
A. Computation of Time Periods. If any date or time period provided for in
this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date
shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a
Saturday, Sunday or federal, state, or legal holiday.
B. Counterparts. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original, but all of which, together, shall constitute but one and
the same instrument.
Standard Agreement 9 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
C. Captions. Any captions to, or headings of, the sections or subsections of
this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
D. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights
upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto.
E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference for all purposes. To the extent any exhibits or
schedules or provisions thereof conflict or are inconsistent with the terms and conditions
contained in this Agreement, the terms and conditions of this Agreement shall control.
F. Amendment to this Agreement. The terms of this Agreement may not be
modified or amended except by an instrument in writing executed by each of the parties hereto.
G. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision
hereof.
H. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
I. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the
parties shall be subject to the examination and audit of the State Auditor for a period of three (3)
years after fmal payment under the Agreement, per Government Code Section 8546.7.
J. Entire Agreement. This Agreement supersedes any prior agreements,
negotiations and communications, oral or written, and contains the entire agreement between the
parties as to the subject matter hereof. No subsequent agreement, representation, or promise
made by either party hereto, or by or to an employee, officer, agent or representative of any party
hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby.
K. Successors and Assigns. This Agreement shall be binding upon and shall
inure to the benefit of the successors and assigns of the parties hereto.
L. Subcontractors or SubCONTRACTORs. The City is engaging the services
of the CONTRACTOR identified in this Agreement. The CONTRACTOR shall not subcontract
any portion of the administration work, unless such subcontracting was part of the original
proposal or is allowed by the City in writing. In the event any portion of the work under this
Agreement is subcontracted, the subCONTRACTOR(s) shall be required to comply with and
agree to, for the benefit of and in favor of the City, both the insurance provisions in Section 17
and the indemnification and hold harmless provision of Section 15 of this Agreement.
M. Construction. The parties acknowledge and agree that (i) each party is of
equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and
negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity
to consult with its own, independent counsel and such other professional advisors as such party
has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv)
each party and such party's counsel and advisors have reviewed this Agreement, (v) each party
has agreed to enter into this Agreement following such review and the rendering of such advice,
and (vi) any rule or construction to the effect that ambiguities are to be resolved against the
drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or
any amendments hereto.
Standard Agreement
Revised May 2016 AdminSure, Inc., July 1, 2016
10
City of National City and
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first above written.
CITY OF NATIONAL CITY ADMINSURE, INC.
By: By:
Ron Morrison, Mayor Alithia Vargas -Flores
Vice President/Director of Operations
APPROVED AS TO FORM: By:
Alycia Anthony
Claudia Gacitua Silva Corporate Secretary
City Attorney
Standard Agreement 1 1 City of National City and
Revised May 2016 AdminSure, Inc., July 1, 2016
Exhibit A
ADMINSURE INC. — SCOPE OF SERVICES
Effective August 1, 2016
1. PERIODIC MEETINGS: The Contractor (AdminSure Inc.) shall meet with the City
and staff periodically to:
A. Assist in developing internal procedures.
B. Provide orientation and training to personnel involved in the administration of the
Program.
C. Discuss specific claims and general trends in the Program.
2. ADVISORY SERVICES: The Contractor shall provide the City information regarding
the adoption, amendment or repeal of all Statutes, Rules and Regulations, et cetera, which may
directly affect the Program.
3. REQUIRED FORMS: The Contractor shall provide the City with all forms required by
the State in connection with the Program.
4. COMPLIANCE WITH LAW: The Contractor shall administer the Program in full
compliance with all laws, rules and regulations governing Workers' Compensation and Self -
Insurance.
5. CLAIMS ADMINISTRATION: The Contractor shall comply with all performance
standards of the City's excess insurer. The Contractor shall also comply with the Contractor's
Workers' Compensation Claims Administration Standards, but under no circumstances are they
to be construed as having precedence over the performance standards of the City's excess
insurer. The Contractor shall also have the authority and responsibility to provide claims
administration services, which include:
A. Establishing an electronic claim file and computer database record upon receipt of
an injury report.
B. Setting and updating reserves.
C. Initiating and maintaining contact with injured workers or their attorneys.
D. Arranging for investigation.
Page 1 of 4
E. Determining compensability.
F. Preparing and issuing benefit notices, if applicable.
G. Arranging for medical treatment and medical services from clinics, facilities,
pharmacies, hospitals, specialists, and other vendors as necessary.
H. Performing all utilization review services through MedReview; communicating
decisions to approve, modify, delay or deny medical treatment in accordance with
State law.
I. Monitoring disability status by reviewing medical reports and contacting doctors
for updates.
J. Auditing and reviewing all medical bills through MedReview (OMFS/IHFS/PPO)
and paying all properly adjusted medical bills in a timely and accurate manner.
K. Paying mileage or medical reimbursements to injured workers.
L. Paying temporary disability compensation when appropriate to do so or advising
the City of the need to adjust payroll records when salary continuation is
applicable.
M. Arranging medical exams in conformance with State law to determine whether an
injured worker's medical condition is permanent and stationary (reached
Maximum Medical Improvement/MMI) and what, if any, permanent disability
exists.
N. Paying the permanent disability compensation in accordance with the law.
O. Arranging for attorney representation of the City whenever the need arises.
P. Monitoring attorneys and assisting them in preparing cases.
Q. Auditing and paying legal expenses.
R. Arranging for vocational rehabilitation services when appropriate, monitoring
vocational rehabilitation consultants and assisting them as necessary.
S. Auditing and paying vocational rehabilitation expenses.
T. Preparing and issuing Supplemental Job Displacement Benefits (SJDB) notices
and benefits.
U. Preparing and issuing the permanent disability compensation notices.
V. Pursuing subrogation when there is a viable third party.
W. Notifying the City and excess insurers of all claims which exceed or may exceed
the self-insurance retention; maintaining a liaison between the City and their
Page 2 of 4
excess insurers on matters affecting the handling of such claims and arranging for
reimbursement to the City of losses in excess of its self-insurance retention.
X. Obtaining settlement authority and negotiating settlement on appropriate claims.
Y. Attending all hearings that are required by law.
Z. Closing claim files when appropriate to do so.
6. CHECKING ACCOUNT: The City and the Contractor agree that:
A. The City shall establish and maintain a checking account from which all Workers'
Compensation benefits and expenses are to be paid.
B. The Contractor shall prepare checks and issue those checks directly to payees
without delay.
C. The Contractor shall sign checks with a facsimile signature or manually.
D. The Contractor shall secure checks in a locked area accessible to a limited number
of personnel.
E. The City shall maintain an adequate balance in their checking account to meet all
Workers' Compensation obligations without delay.
F. The checking account may be used to pay penalties in which case the Contractor
shall reimburse the City within fifteen (15) working days for any amount of the
penalty which the Contractor caused.
7. ELECTRONIC DATA PROCESSING: The Contractor shall provide the City with
electronic data processing services that will allow for the production of loss experience and
transaction reports within ten (10) days following the close of each calendar month. The
Contractor will also work with the City to develop ad hoc and other specialized reports as
requested.
8. REGULATORY REPORTING: The Contractor shall prepare all reports required by
State and Federal regulatory agencies (if any) in connection with the Program, including the
Self -Insurer's Annual Report required by the Department of Self -Insurance Plans.
9. RECORDS: The Contractor shall establish and maintain electronic claim files, claim
logs, transaction documents and all other records associated with the Program. These records
Page 3 of 4
shall be the property of the City. Unless this Agreement is cancelled, closed hard files, if any,
shall be stored by the Contractor for five (5) years and shall thereafter become the responsibility
of the City. Upon cancellation of this Agreement, the City shall be responsible for maintaining
and storing all data, records, et cetera. The Contractor shall not dispose of or destroy hard files
without the prior, written authorization of the City.
10. OBLIGATIONS OF THE CITY:
The City shall perform the following:
A. Submit all reports of work injury to the Contractor in a timely manner not to
exceed two business days of the City's knowledge of the injury.
B. Respond to the Contractor's requests for information and authority within five
days of such requests.
C. Provide information that is accurate and is in a form specified by the Contractor.
D. Grant settlement authority to the Contractor in advance of WCAB, Rehabilitation,
and legal hearings, or be available by phone or in person during same.
Page 4 of 4
Exhibit B
Price Proposal Attachment C Request for Proposal RFP
Summary of TPA Fees with Bill Review Services
TPA Fees
Group Pricing
City of National
City Fees
Year1
$83,380
Year2
$86,030
Year3
$88,760
Year4
$91,575
Years
$94,470
Total
$444,215
Services Included (Y/N) If no, include
fee
MMSEA Fee
Yes
Conversion Fee
$3, 852
Assumption of tail claims
Yes
License fee for VOS
Yes
Monthly reports
Yes
SIP Annual Report
Yes
1099's
Yes
DWC-1, posters, pamphlets
Yes
Index checking
Yes
Attendance at hearings
Yes
Storage of claims
Yes
Check printing
Yes
BankingfeesAny banking
fees shall be
between t`ie
City and the
City's choice
of Bar
UR Stat approvals
See Utilization
Review
Filing fees
Yes
Correspondence fees
Yes
Annual Maintenance Fee
At -Cost : Dependent
on the
City' s
choice
of MPN
Provider (s )
Creation of MPN
Same as above
MPN Update fees
Same as above
Other
We
do no charge
any MPN fees
for our
services
and we
shall not
add on any fee to the City's choice of MPN provider's tee.
Per bill
$10
In Patient Medical Fee
Schedule (IMFS)
No additional
fee
PPO Network -%of savings
fee&Cap *Cap :$10k
At -cost and
There are no
Shall not exceed
PPO fees if
23% PPO
there are no
fee of reduct
PPO reduction/saving
ion/ savin
Pharmacy
No additional fee
U&CSavings
No additional fee
Outpatient
No additional fee
Negotiated
No additional fee
Medical EDI
No
additional
fee
-)uplicates
No
additional
fee
,Jther
,.i. a. r.f-
No
-'
additional
- -- - '- -- - - -
fee
Nurse Case Management
the �ity's ch ice
Early Intervention/Triage
Other
reco
'emendations/r
urse Case Management Services. We utilize
o= service
providers aid arc ablc =o make
eferrals sY
ould the Ciz1 nor have d
reference.***
Utilization Review * * *lease see below: * * *
1st Level Peer Review
Peer to Peer
Other
*Flat fee of $85 per RN decision, or 4% of billed charges capped at $750.
*Flat Physician Review fee billed at cost, at the rate of $200 per hour, billed
in 10-minute increments. City approval will be obtained prior to a physician's
review that may exceed one hour.
RESOLUTION NO. 2016 —
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY
AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT WITH
ADMINSURE, INC., EFFECTIVE AUGUST 1, 2016, FOR WORKERS'
COMPENSATION THIRD PARTY ADMINISTRATION AND CLAIMS REVIEW
IN THE INITIAL AMOUNT OF $3,852 FOR ONE-TIME CONVERSION AND
$169,410 FOR ADMINISTRATION, FOR A TOTAL COST OF $173,262
FOR A PERIOD OF TWO YEARS, AND AUTHORIZING THE CITY MANGER
TO EXECUTE FUTURE AMENDMENTS EXTENDING THE TERM
OF THE AGREEMENT BY ONE-YEAR INCREMENTS FOR
UP TO AN ADDITIONAL THREE YEARS
WHEREAS, the City of National City contracts for third party administration
("TPA") of its Workers' Compensation Program; and
WHEREAS, in August 1995, City Council authorized staff to join the San Diego
Pooled Insurance Program Authority ("SANDPIPA") member group for City-wide Workers'
Compensation claims administration; and
WHEREAS, SANDPIPA entered into an Agreement with a third party for the
performance of this function; and
WHEREAS, under the terms of the July 1, 2016 dissolution of the SANDPIPA
Joint Powers Authority, the SANDPIPA Agreement for Workers' Compensation Administration
will expire on July 31, 2016 and will not be renewed; and
WHEREAS, based on a joint Request for Proposal ("RFP") process in
partnership with the cities of Encinitas, Lemon Grove, and Vista, staff recommends that the City
Council authorize the Mayor to execute an Agreement with AdminSure, Inc., to act as a Third
Party Administrator on behalf of the City of National City for Workers' Compensation
Administration and Claims Review effective August 1, 2016 in the initial amount of $3,852 for
one-time conversion, and $169,410 for administration for a total cost of $173,262 for a period of
two years with the City Manager authorized to extend by one-year increments for up to an
additional three years.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
National City hereby authorizes the Mayor to execute an Agreement with AdminSure, Inc., to act
as a Third Party Administrator on behalf of the City of National City for Workers' Compensation
Administration and Claims Review effective August 1, 2016 in the initial amount of $3,852 for
one-time conversion and $169,410 for administration for a total cost of $173,262 for a period of
two years.
BE IT FURTHER RESOLVED that the City Council hereby authorizes the City
Manager to execute future amendments extending the term of the Agreement by one-year
increments for up to an additional three (3) years.
[Signature Page to Follow]
Resolution No. 2016 —
Page Two
PASSED and ADOPTED this 21st day of June, 2016.
Ron Morrison, Mayor
ATTEST:
Michael R. Dalla, City Clerk
APPROVED AS TO FORM:
Claudia Gacitua Silva
City Attorney
CITY OF NATIONAL CITY
Office of the City Clerk
1243 National City Blvd., National City, California 91950-4397
619-336-4228 phone / 619-336-4229 fax
Michael R. Dalla, CMC - City Clerk
June 28, 2016
Ms. Alithia Vargas -Flores
AdminSure, Inc.
1470 South Valley Vista Drive, Suite 230
Diamond Bar, CA 91765
Dear Ms. Vargas -Flores,
On June 21St, 2016, Resolution No. 2016-88 was passed and adopted by the City Council
of the City of National City, authorizing execution of an Agreement with AdminSure, Inc.
We are enclosing for your records a certified copy of the above Resolution and a fully
executed original Agreement.
Michael R. Dalla, CMC
City Clerk
Enclosures
y'1
-z
:� `.\ti'
a oar
June 28, 2016
CITY OF NATIONAL CITY
Office of the City Clerk
1243 National City Blvd., National City, California 91950-4397
619-336-4228 phone / 619-336-4229 fax
Michael R. Dalla, CMC - City Clerk
Ms. Alithia Vargas -Flores
AdminSure, Inc.
1470 South Valley Vista Drive, Suite 230
Diamond Bar, CA 91765
Dear Ms. Vargas -Flores,
On June 21St, 2016, Resolution No. 2016-88 was passed and adopted by the City Council
of the City of National City, authorizing execution of an Agreement with AdminSure, Inc.
We are enclosing for your records a certified copy of the above Resolution and a fully
executed original Agreement.
Michael R. Dalla, CMC
City Clerk
Enclosures