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HomeMy WebLinkAbout2020 CON HUB International Services - Insurance Brokerage Services - Updated Language VersionAGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND HUB INTERNATIONAL SERVICES THIS AGREEMENT is entered into this 1st day of February, 2020, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and HUB INTERNATIONAL INSURANCE SERVICES, a California corporation, (the "CONSULTANT"). WHEREAS, the CITY desires to employ a CONSULTANT to provide Insurance Brokerage Services. WHEREAS, the CITY has determined that the CONSULTANT is an insurance broker and is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, CITY agrees to engage CONSULTANT to perform the services set forth herein in accordance with the following terms and conditions: 1. Description of Services. CONSULTANT shall provide Insurance Brokerage Services. The CONSULTANT will perform those insurance brokerage services as set forth in the attached Exhibit "A". Disclosures applicable to CONSULTANT's provision of these services are described in exhibit "C". 2. Length of Agreement. The schedule is set forth below: This agreement will become effective on February 1, 2020. The duration of this Agreement is from February 1, 2020 through January 31, 2022. This Agreement may be extended by mutual agreement upon the same terms and conditions for an additional one (1) year term. The Parties may exercise up to three one-year extensions through January 31, 2025. Any extension of this Agreement must be approved in writing by the City Manager. 3. Compensation. The compensation for CONSULTANT'S work shall be based upon and not exceed the rates given in Exhibit "B" (the labor rates) without prior written authorization from CITY. 4. Payment Schedule. CITY will make payment within thirty (30) days of receiving and approving a billing statement for the satisfactorily completed services of CONSULTANT. 5. Termination. CITY may terminate this Agreement at any time by providing one (1) day's written notice to CONSULTANT. 6. Independent CONTRACTOR. It is agreed that CONSULTANT is an independent CONTRACTOR, and all persons working for or under the direction of CONSULTANT are CONSULTANT'S agents, servants and employees, and said persons shall not be deemed agents, servants, or employees of CITY. 7. Insurance. CONSULTANT shall obtain: 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. The policy shall name the CITY and its officers, agents, employees, and volunteers 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, employees, and volunteers 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 CONSULTANT'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 CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, 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's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. Said policies, except for the professional liability and workers' compensation policies, shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and separate additional insured endorsements shall be provided. G. The Certificate Holder for all policies of insurance required by this Section shall be: City of National City c/o Risk Manager 1243 National City Boulevard National City, CA 91950-4397 H. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT 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. I. Insurance shall be written with only insurers authorized to conduct business in California which hold a current policy holder's alphabetic and financial size category rating of Standard Short Form Agreement Page 2 of 6 City of National City and Revised May 2019 HUB INTERNATIONAL SERVICES, INC. not less than A:VII according to the current Best's Key Rating Guide, or a company of 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 List of Approved Surplus Line Insurers ("LASLI") and otherwise meet rating requirements. J. 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 CONSULTANT does not keep all insurance policies required by this Section 7 in full force and effect at all times during the term of this Agreement, the CITY may treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. K. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. CITY reserves the right to modify the insurance requirements of this Section 7, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. L. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 8. Indemnification and Hold Harmless. To the maximum extent provided by law, the CONSULTANT agrees to defend, indemnify and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers 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 CONSULTANT'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 employees, or volunteers. CITY will cooperate reasonably in the defense of any action, and CONSULTANT 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. 9. EMPLOYEE PAYMENTS AND INDEMNIFICATION. 9.1 PERS Eligibility Indemnification. If CONSULTANT's employee(s) providing services under this Agreement claims, or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS of the CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions which would otherwise be the responsibility of the CITY. CONSULTANT'S employees providing service under this Agreement shall not: (1) qualify for any compensation and benefit under PERS; (2) be entitled to any benefits under PERS; Standard Short Form Agreement Page 3 of 6 City of National City and Revised May 2019 HUB INTERNATIONAL SERVICES, INC. (3) enroll in PERS as an employee of CITY; (4) receive any employer contributions paid by CITY for PERS benefits; or (5) be entitled to any other PERS-related benefit that would accrue to a CITY employee. CONSULTANT's employees hereby waive any claims to benefits or compensation described in this Section 9. This Section 9 applies to CONSULTANT notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary. 9.2 Limitation of CITY Liability. The payment made to CONSULTANT under this Agreement shall be the full and complete compensation to which CONSULTANT and CONSULTANT's officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither CONSULTANT nor CONSULTANT's officers, employees, agents, and subcontractors are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to CITY employees. The CITY will not make any federal or state tax withholdings on behalf of CONSULTANT. The CITY shall not be required to pay any workers' compensation insurance on behalf of CONSULTANT. 9.3 Indemnification for Employee Payments. CONSULTANT agrees to defend and indemnify the CITY for any obligation, claim, suit, or demand for tax, retirement contribution including any contribution to PERS, social security, salary or wages, overtime payment, or workers' compensation payment which the CITY may be required to make on behalf of (1) CONSULTANT, (2) any employee of CONSULTANT, or (3) any employee of CONSULTANT construed to be an employee of the CITY, for work performed under this Agreement. This is a continuing obligation that survives the termination of this Agreement. 10. Acceptability of Work. 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 CONSULTANT. 11. Business License. CONSULTANT must possess or shall obtain business license from National City Finance Department before beginning work. 12. 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. CONSULTANT 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. 13. Administrative 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 Short Form Agreement Page 4 of 6 City of National City and Revised May 2019 HUB INTERNATIONAL SERVICES, INC. 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, schedules, or provisions thereof conflict or are inconsistent with the terms and conditions contained in this Agreement, the terms and conditions of this Agreement will 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. Assignment & Assumption of Rights. CONSULTANT shall not assign this Agreement, in whole or in part, to any other party without first obtaining the written consent of CITY. H. 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. I. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The venue for any legal action arising under this Agreement shall be in either state or federal court in the County of San Diego, State of California. The CONSULTANT shall comply with all laws, including federal, state, and local laws, whether now in force or subsequently enacted. J. 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. K. 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. L. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. M. Subcontractors. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY. 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 7 and the indemnification and hold harmless provision of Section 8 of this Agreement. Standard Short Form Agreement Page 5 of 6 City of National City and Revised May 2019 HUB INTERNATIONAL SERVICES, INC. N. 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) 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. IN WITNESS WHEREOF, this Agreement is executed by CITY and by CONSULTANT on the date and year first above written. CITY OF NATIONAL CITY By: Alejandra Sotelo-Solis, Mayor APPROVED AS � j ' 'M4rr ttorney CONTACT INFORMATION CITY OF NATIONAL CITY 1243 National City Boulevard National City, CA 91950-4397 Attn: Human Resources Dept. Phone: (619) 336-4308 Fax: (619) 336-4303 Contact: Robert J. Meteau Jr. Title: Human Resources Director Dept.: Human Resources Email: rmeteau@nationalcityca.gov Standard Short Form Agreement HUB INTERNATIONAL INSURANCE SERVICES INC., a California corporation By: (Name) By: —57041/ch/ /i ,VLq (Print) /PI (Ne) &117— Pe bjF€i S jest's MEtidvM (Print) SFN/o, ' (%/Cc 11mC. S/geAir— (Title) HUB INTERNATIONAL INSURANCE SERVICES INC., a California corporation 9855 Scranton Road Suite 100 San Diego, CA 92121 Phone: (858) 768-7331 Fax: (858) 408-9732 Contact: Jesus Mendoza Title: Senior Vice President Email: jesus.mendoza@hubinternational.com Taxpayer I.D. No.: 33-0315407 Page 6 of 6 City of National City and Revised May 2019 HUB INTERNATIONAL SERVICES, INC. ACORO CERTIFICATE OF LIABILITY INSURANCE 414.------ DATE(MM/DD/YYYY) 4/30/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Hub International Northeast Limited -NY 1065 Avenue of the Americas/ 5 Bryant Park New York NY 10018 CONTACT PHON: (NC.c. No. Ext): 212-338-2000 FAX No): 212-338-2100 ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Zurich American Insurance Co. 16535 INSURED 027071 HUB International Ins. Services, Inc. c/o Hub International N.E. Limited 5 Bryant Park, 4th Floor New York NY 10018 INSURERB: National Surety Corp. 21881 INSURERC: Chubb Indemnity Insurance Company 12777 INSURERD: INSURERS: INSURER F : COVERAGES CERTIFICATE NUMBER. 16888327 • THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY GL05472010-07 6/1/2019 6/1/2020 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $1,000,000 MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PRO - JECT PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 Host Liquor Liab. $ 1,000,000 A AUTOMOBILE X LIABILITY ANY AUTO OWNED _ SCHEDULED AUTOS NON -OWNED AUTOS ONLY BAP5472012-07 6/1/2019 6/1/2020 COMBINED SINGLE LIMIT (Ea accident) S 1.000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ 8 UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE SU000058242389 6/1/2019 6/1/2020 EACH OCCURRENCE $ 25,000,000 AGGREGATE $ 25,000,000 DED X RETENTON$1Rom) $ 00 WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBEREXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N/A 7175-19-47 - All State except CA 7176-35-33 - CA only 11/1/2019 11/1/2019 11/1/2020 11/1/2020 X STATUTE ERH E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) City of National City, and its officers, agents and emp oyees and volunteers are included as Additional Insured as respects General Liability and Auto Liability if required by written contract. Waiver of Subrogation is included under General Liability and Workers Compensation where required by written contract. CERTIFICATE HOLDER CANCELLATION City of National City c/o Risk Manager 1243 National City Boulevard National City, CA 91950-4397 ACORD 25 (2016/03) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD #S816985/M623713 Client#: 31301 HUBINTE ACORD,. CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 10/24/19 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER HUB International Midwest Limited Professional Liability Department 55 East Jackson Blvd Chicago, IL 60604 INSURED Hub International Limited 300 North LaSalle St., 17th Floor Chicago, IL 60654 CONTACT NAME: PHONE 312 922-5000 (A/C, No, Eat): E-MAIL ADDRESS: IA&/c, No): 866 748-9821 INSURER(S) AFFORDING COVERAGE INSURER A: lronshore Indemnity, Inc. INSURER B : INSURER C : NAIC • 23647 INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POUCIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. R TYPE OF INSURANCE INSR W BR (MM/DD/YYYY) (MMOD/YYW) DD SUB POUCY NUMBER GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY n JEOT LOC AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS SCHEDULED AUTOS NON -OWNED AUTOS UMBRELLA LIAR OCCUR EXCESS UAB CLAIMS -MADE DED RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' UABILITY -/N ANY PROPRIETORIPARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory In NH) If yes, describe under _ DESCRIPTION OF OPERATIONS below A Ins Agents E&O N/A EACH OCCURRENCE LIMITS S PREM SSS (Ea r anc.) MED EXP (Any one person) PERSONAL ILADVINJURY S S GENERAL AGGREGATE S PRODUCTS - COMP/OP AGG $ $ COMBINED SINGLE LIMIT JEa accident) BODILY INJURY (Per person) $ $ BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident) s S S EACH OCCURRENCE AGGREGATE $ WC STATU- TORY LIMITS OTH- ER E.L EACH ACCIDENT 0 E.L DISEASE - EA EMPLOYEE 0 E.L. DISEASE - POUCY LIMIT S 004235800 11/15/201911/15/2020 $10,000,000/$10,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, 11 more space Is required) This coverage applies to all U.S. operations of Hub International Limited. HUB International Ins. Services, Inc. is an insured under Hub International Limited's master contract. CERTIFICATE HOLDER CANCELLATION City of National City 140 East 12th Stret, Suite A National City, CA 91950 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE �,/ J , •�' #S816985/M623713 © 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: GLO 5472010-07 COMMERCIAL GENERAL LIABILITY CG 20 26 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): CITY OF NATIONAL CITY, ITS OFFICERS, AGENTS, VOLUNTEERS CITY OF NATIONAL CITY C/O RISK MANAGER 1243 NATIONAL CITY BOULEVARD NATIONAL CITY, CA 91950-4397 EMPLOYEES, AND Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 26 04 13 B. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. © Insurance Services Office, Inc., 2012 Page 1 of 1 Workers' Compensation and Employers' Liability Policy Named Insured HUB INTERNATIONAL LIMITED Endorsement Number Policy Number Symbol: Number: (20) 7176-35-33 Policy Period 11/01/2019 TO 11/01/2020 Effective Date of Endorsement 11/01/2019 Issued By (Name of Insurance Company) Federal Insurance Company Insert the policy number. The remainder of the information is to be completed only when this endorsement is issued subsequent to the preparation of the policy. CALIFORNIA WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because California is shown in Item 3,A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule, where you are required by a written contract to obtain this waiver from us. You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. Schedule 1. (Li) Specific Waiver Name of person or organization (®) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: 3. Premium: The premium charge for this endorsement shall be 1% percent of the premium developed on payroll in connection with work performed for the above person(s) or organization(s) arising out of the operations described. 4, Advance Premium: Authorized Representative WC 90 03 75 (05/18) Producer Copy Coverage Extension Endorsement — New York ZURICH Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. Add'I. Prem Return Prem. BAP 5472012-07 06/01/2019 06/01/2020 50562000 INCL THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the: Business Auto Coverage Form Motor Carrier Coverage Form A. Amended Who Is An Insured 1. The following is added to the Who Is An Insured Provision in Section II — Covered Autos Liability Coverage: The following are also "insureds": a. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow for acts performed within the scope of employment by you. Any "employee" of yours is also an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your business. b. Anyone volunteering services to you is an "insured" while using a covered "auto" you don't own, hire or borrow to transport your clients or other persons in activities necessary to your business. c. Anyone else who furnishes an "auto" referenced in Paragraphs A.1.a. and A.1.b. in this endorsement. d. Where and to the extent permitted by law, any person(s) or organization(s) where required by written contract or written agreement with you executed prior to any "accident", including those person(s) or organization(s) directing your work pursuant to such written contract or written agreement with you, provided the "accident" arises out of operations governed by such contract or agreement and only up to the Limits of Insurance shown in the Declarations. 2. The following is added to the Other Insurance Condition in the Business Auto Coverage Form and the Other Insurance — Primary and Excess Insurance Provisions Condition in the Motor Carrier Coverage Form: Coverage for any person(s) or organization(s), where required by written contract or written agreement with you executed prior to any "accident", will apply on a primary and non-contributory basis and any insurance maintained by the additional "insured" will apply on an excess basis. However, in no event will this coverage extend beyond the terms and conditions of the Coverage Form. B. Amendment — Supplementary Payments Paragraphs a.(2) and a.(4) of the Coverage Extensions Provision in Section II — Covered Autos Liability Coverage are replaced by the following: (2) Up to $5,000 for the cost of bail bonds (including bonds for related traffic law violations) required because of an "accident" we cover. We do not have to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. U-CA-424-G NY (09/17) Page 1 of 6 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy Number GLO 5472010-07 Endorsement No. 053 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMON POLICY CHANGE ENDORSEMENT ZURICH AMERICAN INSURANCE COMPANY Named Insured HUB INTERNATIONAL LIMITED Effective Date of change: 02-01-20 12:01 A.M., Standard Time Agent Name HUB INTERNATIONAL NORTHEAST LIMITED Agent No. 50562-000 This endorsement will not be used to decrease coverages, increase rates or deductibles or alter any terms or conditions of coverage unless at the sole request of the insured. COVERAGE PART INFORMATION — Coverage parts affected by this change as indicated by X below. Commercial Property X Commercial General Liability Commercial Crime Commercial Inland Marine Commercial Automobile Commercial Fidelity Property Portfolio Protection Equipment Breakdown The following item(s): of Insured Endorsements Codes Insured's Name Insured's Mailing Address Effective/Expiration Date Insured's Legal Status/Business Payment Plan X Coverage Forms and Add/Delete Vehicle Deductibles X Additional Interest Classification/Class Limits/Exposures Underlying Exposure/Insurance Covered Property/Location Description is (are) changed to read [See Additional Page(s)] SEE NEXT PAGE The above amendments result in a change in the premiums asfollows: This premium does not include taxes. No changes X To be Adjusted at Audit! Additional I Return Tax Changes Additional I Return U-GU-614-C NY (11 / 18) Policy Number GLO 5472010-07 Endorsement No. 053 COMMON POLICY CHANGE ENDORSEMENT ZURICH AMERICAN INSURANCE COMPANY Named Insured HUB INTERNATIONAL LIMITED Effective Date of Change: 02-01-20 12:01 A.M., Standard Time Agent Name HUB INTERNATIONAL NORTHEAST LIMITELAgent No. 50562-000 POLICY CHANGES ENDORSEMENT DESCRIPTION (CONT'D) THE FOLLOWING ADDITIONAL INTEREST (ADDL INSURED) HAS BEEN ADDED TO THE POLICY: CITY OF NATIONAL CITY C/O RISK MANAGER 1243 NATIONAL CITY BOULEVARD NATIONAL CITY, CA 91950-4397 THE FOLLOWING FORM(S) HAS BEEN ADDED: CG 20 26 04-13 ADDL INSD—DESIGNATED PERSON/ORGANIZATION ALL OTHER TERMS AND CONDITIONS REMAIN THE SAME REMOVAL PERMIT If this policy includes the Commercial Property Coverage Part, the following applies with respect to the Cover- age Part: If Covered Property is removed to a new location that is described on this Policy Change, you may extend this insurance to include that Covered Property at each location during the removal. Coverage at each location will apply in the proportion that the value at each location bears to the value of all Covered Property being removed. This permit applies up to 10 days after the effective date of this Policy Change; after that, this insurance does not apply at the previous location. U-GU-614C NY (11 / 18) Policy Number BAP 5472012-07 Endorsement No. 0 08 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMON POLICY CHANGE ENDORSEMENT ZURICH AMERICAN INSURANCE COMPANY Named Insured HUB INTERNATIONAL LIMITED Effective Date of change: 02-01-20 12:01 A.M., Standard Time Agent Name HUB INTERNATIONAL NORTHEAST LIMITED Agent No. 50562-000 This endorsement will not be used to decrease coverages, increase rates or deductibles or alter any terms or conditions of coverage unless at the sole request of the insured. COVERAGE PART INFORMATION — Coverage parts affected by this change as indicated by X below. Commercial Property NO CHARGE Commercial General Liability Commercial Crime Commercial Inland Marine X Commercial Automobile Commercial Fidelity Property Portfolio Protection Equipment Breakdown The following item(s): of Insured Endorsements Codes Insured's Name Insured's Mailing Address Effective/Expiration Date Insured's Legal Status/Business Payment Plan X Coverage Forms and Add/Delete Vehicle Deductibles Additional Interest Classification/Class Li mits/ Exposures Underlying Exposure/Insurance Covered Property/Location Description is (are) changed to read [See Additional Page(s)] THE FOLLOWING FORM(S) HAS BEEN AMENDED: CA 20 48 10-13 DESIGNATED INSURED ALL OTHER TERMS AND CONDITIONS REMAIN THE SAME The above amendments result in a change in the premiums as follows: This premium does not include taxes. X No changes To be Adjusted at Audit I Additional NO CHARGE I Return NO CHARGE Tax Changes Additional I Return U-GU-614-C NY (11/18) POLICY NUMBER: BAP 5472012-07 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided b r_this_endorsement_the provisions of the Coverage Form aPelyunless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: HUB INTERNATIONAL LIMITED Endorsement Effective Date: 02/01/2020 SCHEDULE Name Of Person(s) Or Organization(s): CITY OF NATIONAL CITY C/O RISK MANAGER 1243 NATIONAL CITY BOULEVARD NATIONAL CITY, CA 91950-4397 CITY OF NATIONAL CITY, ITS OFFICERS, AGENTS, EMPLOYEES, AND VOLUNTEERS Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 © Insurance Services Office, Inc., 2011 Page 1 of 1 RESOLUTION NO. 2020 - 13 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A TWO YEAR AGREEMENT WITH HUB INTERNATIONAL INSURANCE SERVICES INC., FOR INSURANCE BROKERAGE SERVICES, EFFECTIVE FEBRUARY 1, 2020, FOR A TERM OF TWO YEARS WITH THE OPTION TO EXTEND BY ONE-YEAR INCREMENTS FOR UP TO AN ADDITIONAL THREE YEARS AS APPROVED BY THE CITY MANAGER WHEREAS, in an effort to evaluate the competitiveness and effectiveness of our current insurance broker services, staff initiated a Request for Proposals (RFP) process in April 2018, and received four (4) responses; and WHEREAS, after reviewing the proposals, Willis Insurance Services of California, Inc., was selected based upon their understanding of the industry in general, their comprehensive package of broker services, and the staff support the firm has been able to provide to the City, as they are the City's current brokerage firm; and WHEREAS, on July 1, 2018, the City of National City and Willis Insurance Services of California, Inc., entered into an Agreement to assist with insurance brokerage services; and WHEREAS, the proposed insurance service provider has changed to Hub International Insurance Services Inc.; and WHEREAS, under the terms of the Agreement, Hub International Insurance Services Inc. will be paid on a commission basis, consistent with typical industry practices for the term of two years, effective February 1, 2020, with the option to extend in 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 a two-year Agreement with Hub International Insurance Services Inc., for insurance brokerage services effective February 1, 2020 with the option to extend by one year increments for up to an additional three years as approved by the City Manager. Said Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 4th day of February, 2020 ATTEST: Alejandra Sotelo-Solis, Mayor fin Michael R./balla, City Clerk APPROVED AS TO FORM: rris-Jones, City Passed and adopted by the Council of the City of National City, California, on February 4, 2020 by the following vote, to -wit: Ayes: Councilmembers Cano, Morrison, Quintero, Rios, Sotelo-Solis. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: ALEJANDRA SOTELO-SOLIS Mayor of the City of National City, California MICHAEL R. DALLA City Clerk of the City of National City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2020-13 of the City of National City, California, passed and adopted by the Council of said City on February 4, 2020. City Clerk of the City of National City, California By: CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: February 4, 2020 AGENDA ITEM NO. ITEM TITLE: the City of National City authorizing Insurance Services Inc., for insurance one year increments for up to an Resources Director has changed to Hub International of the industry in general, been provided to the City. Under basis, consistent with typical industry in one year increments for up to an the Mayor to execute a two-year brokerage services effective February additional three years as approved by the DEPARTMENT: Hu n Reso roes APPROVED BY: Resolution of the City Council of Agreement with Hub International 1, 2020 with the option to extend by City Manager. PREPARED BY: Robert Meteau, Human PHONE: 336-4308 EXPLANATION: Insurance Services Inc., which was their comprehensive package of broker the terms of the proposed agreement, the practices, with contract duration of additional three years. The proposed insurance service provider selected based upon their understanding services and the staff support that firm will be paid on a commission two years with the ability to extend FINANCIAL STATEMENT: APPROVED: APPROVED: Finance ACCOUNT NO. MIS Pees will be paid on a commission basis. commission fee to the City's broker. Premiums ENVIRONMENTAL REVIEW: Premiums not are paid to the City's are charged to departments subject to environmental FINAL ADOPTION: review. benetit providers. In turn, the providers pay a based on a fixed cost distrii otinn grhedule. This is not a project and is therefore ORDINANCE: INTRODUCTION: STAFF RECOMMENDATION: Recommend Resolution Approval. BOARD / COMMISSION RECOMMENDATION: N/A ATTACHMENTS: RtSa%.aLraY) Alp. .20.W -13 Resolution Agreement RESOLUTION NO. 2020 - RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A TWO YEAR AGREEMENT WITH HUB INTERNATIONAL INSURANCE SERVICES INC., FOR INSURANCE BROKERAGE SERVICES, EFFECTIVE FEBRUARY 1, 2020, FOR A TERM OF TWO YEARS WITH THE OPTION TO EXTEND BY ONE-YEAR INCREMENTS FOR UP TO AN ADDITIONAL THREE YEARS AS APPROVED BY THE CITY MANAGER WHEREAS, in an effort to evaluate the competitiveness and effectiveness of our current insurance broker services, staff initiated a Request for Proposals (RFP) process in April 2018, and received four (4) responses; and WHEREAS, after reviewing the proposals, Willis Insurance Services of California, Inc., was selected based upon their understanding of the industry in general, their comprehensive package of broker services, and the staff support the firm has been able to provide to the City, as they are the City's current brokerage firm; and WHEREAS, on July 1, 2018, the City of National City and Willis Insurance Services of California, Inc., entered into an Agreement to assist with insurance brokerage services; and WHEREAS, the proposed insurance service provider has changed to Hub International Insurance Services Inc.; and WHEREAS, under the terms of the Agreement, Hub International Insurance Services Inc. will be paid on a commission basis, consistent with typical industry practices for the term of two years, effective February 1, 2020, with the option to extend in 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 a two-year Agreement with Hub International Insurance Services Inc., for insurance brokerage services effective February 1, 2020 with the option to extend by one year increments for up to an additional three years as approved by the City Manager. Said Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 4th day of February, 2020 Alejandra Sotelo-Solis, Mayor ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: Angil P. Morris Jones, City Attorney AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND HUB INTERNATIONAL INSURANCE SERVICES INC. THIS AGREEMENT is entered into on this 1st day of February, 2020, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and Hub International Insurance Services Inc., a California corporation, (the "CONSULTANT"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide Insurance Brokerage Services. WHEREAS, the CITY has determined that the CONSULTANT is an insurance broker and is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide insurance brokerage services, and the CONSULTANT agrees to perform the services set forth here in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services shall be performed directly by the CONSULTANT or under direct supervision of the CONSULTANT. 2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement will become effective on February 1, 2020. The duration of this Agreement is for the period of February 1, 2020 through Juanuary 31, 2022. This Agreement may be extended by mutual agreement upon the same terms and conditions for an additional one (1) year term. The Parties may exercise up to three one-year extensions through January 31, 2025. Any extension of this Agreement must be approved in writing by the City Manager. 3. SCOPE OF SERVICES. The CONSULTANT will perform those insurance brokerage services as set forth in the attached Exhibit "A". Disclosures applicable to CONSULTANT'S provision of these services are described in Exhibit "C". The CONSULTANT 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 CITY may unilaterally, or upon request from the CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in thecompensation associated with said change in services. 4. PROJECT COORDINATION AND SUPERVISION. The Human Resources Director or his/her designee is hereby designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. Jesus Mendoza thereby is designated as the Project Director for the CONSULTANT. 5. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT shall be based on monthly broker commissions built into the employee benefit plans CONSULTANT. CONSULTANT's commission is based upon percentages negotiated with the various insurance companies, and paid directly to the CONSULTANT by various insurance companies. The commission percentages and annual dollar equivalents shall be disclosed to CITY annually. CONSULTANT's commission shall not exceed current commission percentages being paid for plan year 2019 as described in Exhibit "B". The CONSULTANT's compensation may be revised if the City requests a change in the Coverages and/or Services during the Term of this Agreement, and if both parties enter into a written agreement documenting any change in Coverages, Services, or compensation. In addition, if there is a material change in the risk or exposure base, or the overall number of employees, both parties may revise the compensation, in writing, upon further discussion. The CONSULTANT shall maintain all, documents, papers accounting records, and other evidence pertaining to commission received, and shall make such materials available to CITY 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 CONSULTANT and the CITY cannot agree to the quality or acceptability of the work, the manner of performance and/or the compensation payable to the CONSULTANT in this Agreement, the CITY or the CONSULTANT shall give to the other written notice. Within ten (10) business days, the CONSULTANT 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 CONSULTANT. 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the CONSULTANT 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 CONSULTANT hereby assigns to the CITY, and CONSULTANT thereby expressly waives and disclaims any copyright in, and the right to reproduce, all written material, drawings, plans, specifications, or other work Standard Agreement Page 2 of 12 Revised July 2017 Hub International Insurance Services Inc. City of National City and prepared under this Agreement, except upon the CITY'S prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONSULTANT shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONSULTANT agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium, or method utilize the CONSULTANT'S written work product for the CITY'S purposes, and the CONSULTANT 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 CONSULTANT shall relieve the CONSULTANT 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 Services 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 CONSULTANT nor the CONSULTANT'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 CONSULTANT and the CONSULTANT'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 CONSULTANT and its employees. Neither this Agreement nor any interest herein may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONSULTANT with its SUBCONSULTANT(S) shall require the SUBCONSULTANT(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 CONSULTANT or any of the CONSULTANT'S employees, except as herein set forth, and the CONSULTANT or the CONSULTANT'S agents, servants, or employees are not in any manner agents, servants, or employees of the CITY, it being understood that the CONSULTANT its agents, servants, and employees are as to the CITY wholly independent CONSULTANT, and that the CONSULTANT'S obligations to the CITY are solely such as are prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the performance of the services to be provided herein, shall comply with all applicable state and federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City Standard Agreement Page 3 of 12 Revised July 2017 Hub International Insurance Services Inc. City of National City and of National City, whether now in force or subsequently enacted. The CONSULTANT and each of its SUBCONSULTANT(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 CONSULTANT represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. The CONSULTANT represents and covenants that the CONSULTANT 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 CONSULTANT to practice its profession. 12. STANDARD OF CARE. A. The CONSULTANT, 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 CONSULTANT'S trade or profession currently practicing under similar conditions and in similar locations. The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT'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 CONSULTANT 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 CONSULTANT'S professional performance or the furnishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONSULTANT 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 CONSULTANT has notified the CITY otherwise, the CONSULTANT 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 CONSULTANT to use due diligence under this sub -section will render the CONSULTANT 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 CONSULTANT 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 CONSULTANT 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 CONSULTANT agrees to post in Standard Agreement Page 4 of 12 City of National City and Revised July 2017 Hub International Insurance Services Inc. 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 CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT 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 CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT 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 CONSULTANT 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 CONSULTANT 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. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 15. 15. INDEMNIFICATION AND HOLD HARMLESS. The CONSULTANT agrees to defend, indemnify and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers 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 CONSULTANT'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 direct negligence or willful misconduct of the CITY, its agents, officers, employees or volunteers. CITY will cooperate reasonably in the defense of any action, and CONSULTANT 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 CONSULTANT 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 Labor 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, employees, and volunteers from and against all Standard Agreement Page 5 of 12 City of National City and Revised July 2017 Hub International Insurance Services Inc. 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 CONSULTANT under this Agreement. 17. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its SUBCONSULTANT(S), when applicable, to purchase and maintain throughout the term of this Agreement, the following insurance policies: A. ® If checked, Professional Liability Insurance (errors and omissions) with minimum limits of $1,000,000 per occurrence and in the annual aggregate 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, employees, and volunteers 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, employees, and volunteers as additional insureds D. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT'S employees and employers' liability insurance with limits of at least $1,000,000 per occurrence.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 CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. E. 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. Best endevors will be made to provide for thirty (30) days prior written notice to the CITY's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT 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. Standard Agreement Page 6 of 12 Revised July 2017 Hub International Insurance Services Inc. City of National City and G. The Certificate Holder for all policies of insurance required by this Section shall be: City of National City c/o Risk Manager 1243 National City Boulevard National City, CA 91950-4397 H. Insurance shall be written with only insurers authorized to conduct business in California underwritten with responsible insurance companies of recognized standing and having an A.M. Best's Rating of at least "A-" or better. 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 CONSULTANT 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. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY requires and shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to 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. 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 CONSULTANT. During said 60-day period the CONSULTANT shall perform all services in accordance with this Agreement. Standard Agreement Page 7 of 12 • City of National City and Revised July 2017 Hub International Insurance Services Inc. 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 CONSULTANT 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 CONSULTANT 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 CONSULTANT, whether paper or electronic, shall immediately become the property of and be delivered to the CITY, and the CONSULTANT 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 CONSULTANT'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 CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONSULTANT. 20. 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: Standard Agreement Page 8 of 12 City of National City and Revised July 2017 Hub international Insurance Services Inc. To CITY: Human Resources Director Human Resources Department City of National City 140 East 12th Street, Suite A National City, CA 91950-4301 To CONSULTANT: Jesus Mendoza Senior Vice President Hub International Insurance Services Inc. 9855 Scranton Road, Suite 100 San Diego, CA 92121 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. 21. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONSULTANT 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 CONSULTANT also agrees not to specify any product, treatment, process or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONSULTANT shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONSULTANT 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 CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT 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 CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONSULTANT 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 CONSULTANT shall obtain from the City Clerk. The CONSULTANT shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Section 21 by the CONSULTANT. 22. 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, Standard Agreement Page 9 of 12 City of National City and Revised July 2017 Hub International insurance Services Inc. 1720.4, and 1771. Consultant 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. 23. 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. 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, 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. Standard Agreement Page 10 of 12 City of National City and Revised July 2017 Hub International Insurance Services Inc. 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 Subconsultants. The CITY is engaging the services of the CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any portion of the 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 subconsultant(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. 24. Broker Services Agreement Addendum. CONSULTANT shall abide by the Broker Services Agreement Addendum attached to this Agreement as Exhibit "C," and incorporated herein. [END OF AGREEMENT — SIGNATURES APPEAR ON NEXT PAGE] Standard Agreement Page 11 of 12 Revised July 2017 Hub International Insurance Services Inc. 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 By: Alejandra Sotelo-Solis, Mayor APPROVED AS TO FORM: Angil P. Morris -Jones City Attorney By: HUB INTERNATIONAL INSURANCE SERVICES INC., a California corporation (Corporation ': natures of two corporate officers required) By: (Na e sos /1 e M26 2 (Print) .�eiv'o( 1,/ cr /a/it sibtz. '►7- (Title) Roberto M. Contreras By. (Name) Deputy City Attorney (Print) Standard Agreement Page 12 of 12 Revised July 2017 Hub International Insurance Services Inc. City of National City and Exhibit A Scope of Services CONSULTANT agrees to perform consulting services as required by CITY. CONSULTANT shall provide the necessary qualified personnel to perform the services. In performance of the services CONSULTANT services include: 1. Strategic Planning • Assist in defining and prioritizing strategic health & welfare plan objectives • Assist in the evaluation of internal technical capabilities to determine increased/improved applications for administrative processes • Identify underperforming vendor relationship • Assess carrier/vendor customer service levels • Develop project action timelines • Periodic review of employee demographics • Assist in the development of an employee survey and provide an executive summary detailing results • Discuss relevant benchmarking data 2. Financial Analysis • Perform financial review and analysis of experience reports • Assess current funding arrangements for appropriateness and make recommendations as needed • Evaluate current costs of benefits versus effectiveness of plan design • Analyze utilization data and cost containment results of medical management (where applicable) • Forecast projected benefit costs to include maximum exposure • Prepare experience reviews as directed • Assist in developing appropriate employee contribution levels • Perform trend analysis from available diagnostic and normative data 3. Renewal • Analyze and negotiate renewals with vendors • Review vendor renewal methodology, experience data, and assumptions for accuracy and logic • Compare vendor renewal with Willis Towers Watson (WTW) projections • Develop and present alternative plan designs and provisions with associated financial and member impact analysis • Finalize program design, rates, and fees a minimum of 60 days prior to effective date • Prepare an accurate renewal document with recommendations for delivery to senior management (as needed) 4. Marketing • Develop plan specification based on feedback from strategic planning meeting • Jointly determine list of vendors best suited to meet plan goals and objectives • Develop vendor performance guarantees with monetary penalties as necessary • Assist in the review of current electronic data transfer processes with vendors • Perform pre -marketing evaluation of census data, network service areas, and administrative needs • Evaluate carrier client support services • Evaluate vendor financial ratings and accreditation • Review provider network accessibility/employee match • Perform critical analysis and comparison of plan features and costs • Assist in the scheduling of selected finalist site visits Exhibit A - Page 1 of 2 4. Marketing (continued) • Assist in conducting finalist negotiations • Prepare and submit a summary report with recommendations to management • Assist in the notification of all bidders as to the final outcome 5. Annual Enrollment • Assist in the planning of employee meetings, round tables, and health seminars • Provide guidance on delivering a comprehensive communication strategy • Introduce workable technology solutions for communications and enrollment where appropriate • Coordinate vendor sponsored communication material 6. Compliance • Provide legislative updates as needed • Review plan documents and summary plan descriptions for regulatory compliance from a non -legal perspective (client would need to retain legal advice) • Provide access to periodic web casts compliance sessions 7. Account Management Services • Serve as a liaison between the client and all insurance companies/vendors • Monitor administrative process and assist in the smooth resolution of elevated issues • Act as an employee/employer advocate in the resolution of ongoing claims issues • Audit, confirm, and manage all changes in legal documents (contracts, policies, SPDs, etc.) • Review plan performance as directed • Review and provide guidance of diagnostic data • Identify and monitor potential catastrophic claims • Review large claims management activity • Review network utilization Exhibit A - Page 2 of 2 Exhibit B Fees Consultant compensation is based on commissions built into the benefit plans as follows: Line of Coverage Commission Medical (HMO/HDHP) 3% Medical (Senior Advantage) 0% Dental (DHMO) 0% Dental (PPO) 2% Voluntary Vision (PPO) 10% sliding scale Basic Life/AD&D 15% Voluntary Life/AD&D 15% Short Term Disability 15% Long Term Disability 15% Voluntary Accident 15% Voluntary Critical Illness 15% Employee Assistance Plan 0% Flexible Spending Accounts $1.00 PPPM COBRA Services 0% New lines of coverage placed by consultant will include standard commissions. Additional services consultant will fund for The City: Service Approximate Anticipated Cost Annual Health Fair & Food $3,100 Open Enrollment Brochures $350 Mobile Wallet Card $450 Benefit Administration Platform $15,500 COBRA Administrative Services $3,200 Exhibit B - Page 1 of 1 Exhibit C Broker Services Agreement Addendum The following disclosure is made by Hub International Insurance Services Inc., ("we" or "us") to The City of National City ("you"), in connection with the agreement for insurance brokerage services ("Services") entered into between the parties. Before we bind the specific insurance coverage you desire to purchase we will disclose to you in writing: (a) a summary of all quotes and indications we sought and received with certain pertinent information, or, if you prefer, a copy of all quotes and indications we sought and all quotes or indications we received in connection with that coverage; (b) any interest we may have in, or contractual arrangements we may have with, any of the prospective insurers; and (c) the maximum amount or percentage rate of compensation which we, our parent companies, subsidiaries or affiliates, may receive in connection with the placement of the insurance coverage; and we will obtain your written consent to the amount or rate of compensation we will receive before coverage is bound. You understand and agree that you shall make final decisions with respect to underwriting submissions and all matters relating to your insurance coverage, risk management, and loss control needs and activities. We will procure the insurance coverage chosen by you, prepare insurance binders, and review and transmit policies to you. We will assess the financial soundness of the insurers we recommend to provide your coverages based on publicly available information, including that produced by well -recognized rating agencies. Upon request, we will provide you with our factual analysis of such insurers. We cannot, however, guarantee or warrant the solvency of any insurer or any intermediary that we may use to place your coverage. We will review all policies and endorsements delivered to us by insurers or intermediaries for the purpose of confirming their accuracy and conformity to negotiated specifications and your instructions and advise you of any errors in, or recommended changes to, such policies. You agree that you will also review all policies and endorsements delivered to you and advise us of any questions you have or of any document or provision that you discover which you believe may not be in accordance with your instructions. We will meet, as requested by you, with your representatives to explain coverage and policies. We will promptly respond to your requests for coverage information, analysis of changing market conditions, and assistance in developing procedures for handling loss exposures, and assist you in reporting subsequent changes in underwriting information to insurance companies. We will inform you of the reporting requirements for claims, including where claims should be reported and the method of reporting to be used, if applicable. Please carefully review any claims -reporting instructions or information we provide you because failure to timely and properly report a claim may jeopardize coverage for the claim. In addition, you should retain copies of all insurance policies and coverage documents as well as claims -reporting instructions after termination of the policies because in some cases you may need to report claims after termination of a policy. Only the Fee is in addition to the net premium paid for the Coverage's. Exhibit C - Page 1 of 3 Commissions are paid by insurers from the premiums you pay and are earned by us for the entire policy period at the time we place policies for you. If any insurer requires us to receive commissions in regard to any of the Coverages which are inconsistent with the provisions above, we will promptly notify you of such commissions and seek your written consent to receive them. Our compensation may be revised if you request a change in the coverages and/or services during the term of this Agreement and we enter into a written agreement documenting any change in Coverages, Services and Compensation. In some cases the use of a wholesale broker may be beneficial to you. We will not directly or indirectly knowingly place or renew your insurance business through a wholesale broker unless we first disclose to you in writing: (a) any interest we have in, or any contractual agreements we have with, the wholesale broker; and (b) any alternatives to using the wholesale broker; and (c) any compensation we or our corporate parents, subsidiaries or affiliates will receive as a result; and obtain your consent to do so. If we expect to recommend the use of a wholesale broker, any compensation we or our corporate parents, subsidiaries or affiliates will receive as a result is also included in the total compensation provided for in the brokerage agreement between the parties. Other parties such as underwriting managers or managing general agents may also earn and retain usual and customary commissions for their roles in providing insurance products and services to you. If any such parties are corporate parents, subsidiaries or affiliates of ours, any compensation we or our corporate parents, subsidiaries or affiliates will receive is included in the total compensation provided for in the brokerage agreement between the parties. You may choose to use a premium finance company, property appraiser, structured settlement firm or other similar service provider in connection with the insurance coverages we place for you or the Services we provide to you. If you elect to use a service provider from which we or our corporate parents, subsidiaries or affiliates will receive any compensation directly or indirectly relating to the services you purchase from the provider, we will disclose additional information regarding that compensation to you before you make a final decision to use the service provider. In the ordinary course of business we may also receive and retain interest on premiums you pay from the date we receive the funds until we pay them to the insurers or intermediaries. As an insurance intermediary, we normally act for you. However, we or our corporate parents, subsidiaries or affiliates may provide services to insurers for some insurance products. These services may include (a) acting as a managing general agent, program manager or in other similar capacities which give us binding authority enabling us to accept business on their behalf and immediately provide coverage for a risk; (b) arranging lineslips or similar facilities which enable an insurer to bind business for itself and other insurers; or (c) managing lineslips for insurers. Contracts with these insurers may grant us certain rights or create certain obligations regarding the marketing of insurance products provided by the insurers. We may place your insurance business under such a managing general agent's agreement, binding authority, lineslip or similar facility when we reasonably consider that these match your insurance requirements/instructions. When we intend to do so, we shall inform you and disclose the contractual arrangements we have with the insurer in accordance this disclosure. Exhibit C - Page 2 of 3 We may also provide reinsurance brokerage services to insurers with which your coverage is placed pursuant to separate agreements with those insurers. We may be compensated by the insurers for these services in addition to any compensation we may receive for placement of your insurance coverages. The insurance market is complex, and there could be other relationships which are not described in this document which might create conflicts of interest. Notwithstanding any possible conflict which might exist, we will act in your best interests at all times in providing the Services to you. If a conflict arises for which there is no practicable way of complying with this commitment, we will promptly inform you and withdraw from the engagement, unless you wish us to continue to provide the Services and will provide your written consent. Prices on the Services specified herein are exclusive of all federal, state and local sales, use, excise, receipts, gross income and other similar taxes and governmental charges. Any such taxes or charges upon the Services provided hereunder, now imposed or hereafter becoming effective during the term of this agreement, shall be added to the price herein provided and paid by you unless, in lieu thereof, you provide us with a valid tax exemption certificate acceptable to us. Exhibit C - Page 3 of 3 Exhibit A Scope of Services CONSULTANT agrees to perform consulting services as required by CITY. CONSULTANT shall provide the necessary qualified personnel to perform the services. In performance of the services CONSULTANT services include: 1. Strategic Planning • Assist in defining and prioritizing strategic health & welfare plan objE • Assist in the evaluation of internal technical capabilities to determin( administrative processes • Identify underperforming vendor relationship • Assess carrier/vendor customer service levels • Develop project action timelines • Periodic review of employee demographics • Assist in the development of an employee survey and provide an ex • Discuss relevant benchmarking data 2. Financial Analysis • Perform financial review and analysis of experience reports • Assess current funding arrangements for appropriateness and mak( • Evaluate current costs of benefits versus effectiveness of plan desic • Analyze utilization data and cost containment results of medical management (where applicable) • Forecast projected benefit costs to include maximum exposure • Prepare experience reviews as directed • Assist in developing appropriate employee contribution levels • Perform trend analysis from available diagnostic and normative data 3. Renewal Wu*DPM j1.6")7f- P4- 4)m)).e _ Ps-ex-4 nA) 11`t- 71:134 0L/\ • Analyze and negotiate renewals with vendors • Review vendor renewal methodology, experience data, and assumptions for accuracy and logic • Compare vendor renewal with Willis Towers Watson (WTW) projections • Develop and present alternative plan designs and provisions with associated financial and member impact analysis • Finalize program design, rates, and fees a minimum of 60 days prior to effective date • Prepare an accurate renewal document with recommendations for delivery to senior management (as needed) 4. Marketing • Develop plan specification based on feedback from strategic planning meeting • Jointly determine list of vendors best suited to meet plan goals and objectives • Develop vendor performance guarantees with monetary penalties as necessary • Assist in the review of current electronic data transfer processes with vendors • Perform pre -marketing evaluation of census data, network service areas, and administrative needs • Evaluate carrier client support services • Evaluate vendor financial ratings and accreditation • Review provider network accessibility/employee match • Perform critical analysis and comparison of plan features and costs • Assist in the scheduling of selected finalist site visits Exhibit A - Page 1 of 2 4. Marketing (continued) • Assist in conducting finalist negotiations • Prepare and submit a summary report with recommendations to management • Assist in the notification of all bidders as to the final outcome 5. Annual Enrollment • Assist in the planning of employee meetings, round tables, and health seminars • Provide guidance on delivering a comprehensive communication strategy • Introduce workable technology solutions for communications and enrollment where appropriate • Coordinate vendor sponsored communication material 6. Compliance • Provide legislative updates as needed • Review plan documents and summary plan descriptions for regulatory compliance from a non -legal perspective (client would need to retain legal advice) • Provide access to periodic web casts compliance sessions 7. Account Management Services • Serve as a liaison between the client and all insurance companies/vendors • Monitor administrative process and assist in the smooth resolution of elevated issues • Act as an employee/employer advocate in the resolution of ongoing claims issues • Audit, confirm, and manage all changes in legal documents (contracts, policies, SPDs, etc.) • Review plan performance as directed • Review and provide guidance of diagnostic data • Identify and monitor potential catastrophic claims • Review large claims management activity • Review network utilization Exhibit A - Page 2 of 2 Exhibit B Fees Consultant compensation is based on commissions built into the benefit plans as follows: Line of Coverage Commission Medical (HMO/HDHP) 3% Medical (Senior Advantage) 0% Dental (DHMO) 0% Dental (PPO) 2% Voluntary Vision (PPO) 10% sliding scale Basic Life/AD&D 15% Voluntary Life/AD&D 15% Short Term Disability 15% Long Term Disability 15% Voluntary Accident 15% Voluntary Critical Illness 15% Employee Assistance Plan 0% Flexible Spending Accounts $1.00 PPPM COBRA Services 0% New lines of coverage placed by consultant will include standard commissions. Additional services consultant will fund for The City: Service Approximate Anticipated Cost Annual Health Fair & Food $3,100 Open Enrollment Brochures $350 Mobile Wallet Card $450 Benefit Administration Platform $15,500 COBRA Administrative Services $3,200 Exhibit B - Page 1 of 1 Exhibit C Broker Services Agreement Addendum The following disclosure is made by Hub International Insurance Services Inc., ("we" or "us") to The City of National City ("you"), in connection with the agreement for insurance brokerage services ("Services") entered into between the parties. Before we bind the specific insurance coverage you desire to purchase we will disclose to you in writing: (a) a summary of all quotes and indications we sought and received with certain pertinent information, or, if you prefer, a copy of all quotes and indications we sought and all quotes or indications we received in connection with that coverage; (b) any interest we may have in, or contractual arrangements we may have with, any of the prospective insurers; and (c) the maximum amount or percentage rate of compensation which we, our parent companies, subsidiaries or affiliates, may receive in connection with the placement of the insurance coverage; and we will obtain your written consent to the amount or rate of compensation we will receive before coverage is bound. You understand and agree that you shall make final decisions with respect to underwriting submissions and all matters relating to your insurance coverage, risk management, and loss control needs and activities. We will procure the insurance coverage chosen by you, prepare insurance binders, and review and transmit policies to you. We will assess the financial soundness of the insurers we recommend to provide your coverages based on publicly available information, including that produced by well -recognized rating agencies. Upon request, we will provide you with our factual analysis of such insurers. We cannot, however, guarantee or warrant the solvency of any insurer or any intermediary that we may use to place your coverage. We will review all policies and endorsements delivered to us by insurers or intermediaries for the purpose of confirming their accuracy and conformity to negotiated specifications and your instructions and advise you of any errors in, or recommended changes to, such policies. You agree that you will also review all policies and endorsements delivered to you and advise us of any questions you have or of any document or provision that you discover which you believe may not be in accordance with your instructions. We will meet, as requested by you, with your representatives to explain coverage and policies. We will promptly respond to your requests for coverage information, analysis of changing market conditions, and assistance in developing procedures for handling loss exposures, and assist you in reporting subsequent changes in underwriting information to insurance companies. We will inform you of the reporting requirements for claims, including where claims should be reported and the method of reporting to be used, if applicable. Please carefully review any claims -reporting instructions or information we provide you because failure to timely and properly report a claim may jeopardize coverage for the claim. In addition, you should retain copies of all insurance policies and coverage documents as well as claims -reporting instructions after termination of the policies because in some cases you may need to report claims after termination of a policy. Only the Fee is in addition to the net premium paid for the Coverage's. Exhibit C - Page 1 of 3 Commissions are paid by insurers from the premiums you pay and are earned by us for the entire policy period at the time we place policies for you. If any insurer requires us to receive commissions in regard to any of the Coverages which are inconsistent with the provisions above, we will promptly notify you of such commissions and seek your written consent to receive them. Our compensation may be revised if you request a change in the coverages and/or services during the term of this Agreement and we enter into a written agreement documenting any change in Coverages, Services and Compensation. In some cases the use of a wholesale broker may be beneficial to you. We will not directly or indirectly knowingly place or renew your insurance business through a wholesale broker unless we first disclose to you in writing: (a) any interest we have in, or any contractual agreements we have with, the wholesale broker; and (b) any alternatives to using the wholesale broker; and (c) any compensation we or our corporate parents, subsidiaries or affiliates will receive as a result; and obtain your consent to do so. If we expect to recommend the use of a wholesale broker, any compensation we or our corporate parents, subsidiaries or affiliates will receive as a result is also included in the total compensation provided for in the brokerage agreement between the parties. Other parties such as underwriting managers or managing general agents may also earn and retain usual and customary commissions for their roles in providing insurance products and services to you. If any such parties are corporate parents, subsidiaries or affiliates of ours, any compensation we or our corporate parents, subsidiaries or affiliates will receive is included in the total compensation provided for in the brokerage agreement between the parties. You may choose to use a premium finance company, property appraiser, structured settlement firm or other similar service provider in connection with the insurance coverages we place for you or the Services we provide to you. If you elect to use a service provider from which we or our corporate parents, subsidiaries or affiliates will receive any compensation directly or indirectly relating to the services you purchase from the provider, we will disclose additional information regarding that compensation to you before you make a final decision to use the service provider. In the ordinary course of business we may also receive and retain interest on premiums you pay from the date we receive the funds until we pay them to the insurers or intermediaries. As an insurance intermediary, we normally act for you. However, we or our corporate parents, subsidiaries or affiliates may provide services to insurers for some insurance products. These services may include (a) acting as a managing general agent, program manager or in other similar capacities which give us binding authority enabling us to accept business on their behalf and immediately provide coverage for a risk; (b) arranging lineslips or similar facilities which enable an insurer to bind business for itself and other insurers; or (c) managing lineslips for insurers. Contracts with these insurers may grant us certain rights or create certain obligations regarding the marketing of insurance products provided by the insurers. We may place your insurance business under such a managing general agent's agreement, binding authority, Iineslip or similar facility when we reasonably consider that these match your insurance requirements/instructions. When we intend to do so, we shall inform you and disclose the contractual arrangements we have with the insurer in accordance this disclosure. Exhibit C - Page 2 of 3 We may also provide reinsurance brokerage services to insurers with which your coverage is placed pursuant to separate agreements with those insurers. We may be compensated by the insurers for these services in addition to any compensation we may receive for placement of your insurance coverages. The insurance market is complex, and there could be other relationships which are not described in this document which might create conflicts of interest. Notwithstanding any possible conflict which might exist, we will act in your best interests at all times in providing the Services to you. If a conflict arises for which there is no practicable way of complying with this commitment, we will promptly inform you and withdraw from the engagement, unless you wish us to continue to provide the Services and will provide your written consent. Prices on the Services specified herein are exclusive of all federal, state and local sales, use, excise, receipts, gross income and other similar taxes and governmental charges. Any such taxes or charges upon the Services provided hereunder, now imposed or hereafter becoming effective during the term of this agreement, shall be added to the price herein provided and paid by you unless, in lieu thereof, you provide us with a valid tax exemption certificate acceptable to us. Exhibit C - Page 3 of 3 02-04-20 Special Meeting Item #1 SCAN ENTRY SHEET DOCUMENT NAME: 2020 C 0 N ' +i — INSURANCE BROKERAGE SERVICES VENDOR NAME: HUB INTERNATIONAL INSURANCE SERVICES DESCRIPTION: INSURANCE BROKERAGE SERVICES RESOLUTION #: 2020-13 FILE #: C2020-6 SIGNED AGREEMENT/CONTRACT: SIGNED RESOLUTION / CERT 2: ✓ A-200 + BACK-UP: LETTER / COPY TO VENDOR: COPY TO DEPARTMENT: 3iw fki-m Au2--cvre. keti5 "fp 4— affigP"d') e)Y OCR: INDEX: FILED: DBASE: HR ry 'NA f IU AO lr� #lik .„„,.„0,0\lbN'`\� June 11, 2020 CITY OF NATIONAL CITY Office of the City Clerk 1243 National City Blvd., National City, California 91950-4397 (619) 336-4228 Michael R. Dalla, CMC - City Clerk TO: Angil Morris -Jones, City Attorney CC: Brad Raulston, City Manager Robert Meteau, Human Resources Director Leah Munoz, Executive Assistant to the City Attorney FROM: Michael Dalla, City Clerk SUBJECT: HUB International Insurance Services Agreement(s) A Special Meeting of the City Council was held at 5:00 pm on February 4, 2020. There was a single item on the agenda: RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A TWO YEAR AGREEMENT WITH HUB INTERNATIONAL INSURANCE SERVICES INC., FOR INSURANCE BROKERAGE SERVICES, EFFECTIVE FEBRUARY 1, 2020, FOR A TERM OF TWO YEARS WITH THE OPTION TO EXTEND BY ONE-YEAR INCREMENTS FOR UP TO AN ADDITIONAL THREE YEARS AS APPROVED BY THE CITY MANAGER A copy of the proposed Agreement, which was endorsed by the Vendor, included Exhibits "A", "B", and "C", and was attached to the A-200. Resolution No. 2020-13 was assigned to this item and was adopted by City Council. When the original, signed Resolution was delivered by the City Attorney's Office on February 6, 2020, there was no Agreement attached. On June 10, 2020, Human Resources Department staff provided our office with an original, fully executed Agreement with HUB International Insurance Services. The Agreement did not include any of the aforementioned Exhibits, as indicated on the first page of the Agreement. More significantly, the Agreement received was not the same Agreement that was approved by City Council on February 4tn The approved Agreement on the agenda wasn't signed, and the signed Agreement with updated language that was provided to us on June 10th wasn't approved by City Council; and this is a matter of concern to me. Regardless of the fact that both Agreements are with the same Vendor, the revised Agreement should be identical to the City Council -approved Agreement, with the exception of minor typos or formatting issues. In this case, the differences between the two Agreements in wording and format (as well as missing Exhibits), are more than a simple typo. The question at this point is; how do we proceed? The revised, fully executed Agreement provided to us (and to the Vendor) is incomplete. It does not include: Exhibit "A" (Scope of Services), Exhibit "B" (Fees), or Exhibit "C" (Broker Services Agreement Addendum). If you agree, we could scan and file both versions of the Agreement together, with a notation, for the record. CONTRACT TRANSMITTAL FORM (Attach as Cover Sheet to Documents dropped off to City Clerk's Office) Date: 06/10/2020 From (Dept.): Human Resources Submitted by (First & Last Name): Lizza Rojas Vendor: HUB International Services Resolution: YES / NO 0 (el Resolution No. (if applicable): 4,Jo 2, 0 2 0 - )3 1 2 3 4 Originals Provided to City Clerk (Select Quantity) 0000 ZDepartment has Copy / Duplicate Original nVendor has Copy / Duplicate Original