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Cottingham & Butler Insurance Services Agreement for Employer Mandate Reporting ServicesCopyrighted October 16, 2017 City of Dubuque Consent Items # 19. ITEM TITLE: Cottingham & Butler Insurance Services Agreement for Employer Mandate Reporting Services SUMMARY: City Manager approval of an agreement with Cottingham & Butler Insurance Services to prepare and file the required Internal Revenue Service forms 1094-C and 1095-C on behalf of the City in accordance with the Patient Protection and Affordable Care Act. SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Approve ATTACHMENTS: Description Type Employer Mandate Reporting Services Agreement -MVM City Manager Memo Memo Staff Memo Staff Memo Employer Mandate Reporting Services Contract Supporting Documentation Insurance Schedule J Supporting Documentation THE CITY OF Dui Masterpiece on the Mississippi TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Employer Mandate Reporting Services Agreement DATE: October 10, 2017 Dubuque bell All -America City '1Il1' 2007 • 2012 • 2013 • 2017 The Patient Protection and Affordable Care Act requires employers to comply with certain reporting and disclosure requirements for health insurance coverage provided during the 2017 calendar year. The IRS requires all employers with 50 or more employees to file 1094-C and 1095-C forms. Last year Cottingham & Butler Insurance Services, Inc. prepared and filed the necessary forms with the IRS for a fee of $6,250 plus $3.75 for each form filed and prepared beyond 500 forms. They are proposing to keep their fees the same as last year. Personnel Manager Randy Peck recommends City Council approval of an agreement with Cottingham & Butler Insurance Services to prepare and file the required Internal Revenue Service forms 1094-C and 1095-C on behalf of the City. I concur with the recommendation and respectfully request Mayor and City Council approval. f7tAlkied? kcnt (14 An -- Michael C. Van Milligen MCVM:jh Attachment cc: Crenna Brumwell, City Attorney Teri Goodmann, Assistant City Manager Cori Burbach, Assistant City Manager Randy Peck, Personnel Manager Masterpiece on the Mississippi TO: FROM: SUBJECT: DATE: Dubuque AII-Amerlca City 2007 • 2012 • 2013 • 2017 Michael C. Van Milligen, City Manager Randy Peck, Personnel Manager Employer Mandate Reporting Services Agreement October 9, 2017 The Patient Protection and Affordable Care Act added Sections 6055 and 6056 to the Internal Revenue Code. Under these provisions, employers must comply with certain reporting and disclosure requirements for health insurance coverage provided during the 2017 calendar year. The IRS requires all employers with 50 or more employees to file 1094-C and 1095-C forms under these code sections. Rules under Section 6055 require employers providing minimum benefits coverage to an individual to file a return and transmittal form with the IRS for every calendar year of coverage. Section 6056 requires employers to report information to both the IRS and their employees on the healthcare coverage offered to employees. Last year Cottingham & Butler Insurance Services, Inc. prepared and filed the necessary forms with the IRS. Their fee last year was $6,250 plus $3.75 for each form filed and prepared beyond 500 forms. They are proposing to keep their fees the same as last year. I recommend that we enter into the attached agreement with Cottingham & Butler Insurance Services to prepare and file the required Internal Revenue Service forms 1094-C and 1095-C on behalf of the City of Dubuque. The requested action is for the City Council to approve the agreement and authorizing you to sign the Agreement. RP:alk Employer Mandate Reporting Services Contract This Agreement (the "Agreement") between Cottingham & Butler insurance Services, Inc, ("0&13"), and the gt,yeef,11.thecieseLe, (the "Campany") (collectively the "Parties"), confirms that the Company will engage C&B to prepare and file required Internal Revenue Service ("IRS") Forms 1094-0 and 1095-0 (collectively the "Forms") on behalf of the Company and hat C&B will provide to the Company an electronic copy of Form 1095-0 for distribution to employees. ARTICLE Services, Term, and Fees • 1.1 SCOPE OF SERVICES,. o&B will, provide Services necessary for the Company to complete and file the =•orms, C&B.vvill also provide to the COrneany electronic copies of completed Form 1095-C In a format suitable for distribution the Company's employees, along with one submission of Social Security Number and names to the IRS for TIN Matching, • 1.2 TERM,. C&B will provide servIces-under the.Agreement from the date the execution date °Ito Agreement until April 2nd, 2018, The ,Company will provide to C&I3 complete calendar year information as required for filing of the Forms no later than January 12, 2018. 1.3 FEES AND COSTS. For conIpletion of 500 or fewer Forms, the Company agrees to pay the greater of $3,125 or $12.60 per Form completed, For completion of over 500 Forms, the Company agrees to pay 86,250 plus $3.75 for each Form beyond 500. The Company furthermore agrees to pay 8600 for each additional Employer Identification Number, if applicable. Printing and / or mailing of forms must be requested In advance and the Company will pay an additional S1,30 per form. In addition to the fees outlined above, C&B will charge the Company for any actual out-of-pocket costs that are incurred in rendering services. These costs may include travel expenses, delivery and courier services, express mall, air courier services and outsice contractor document reproduotion. C&B may ask Company to 'pay directly any expenses In excess of $100,00, Out-of-pocket costs are not subject to any mark-up. C&B will provide to the Company an invoice for all estimated fees and costs no later than December 16, 2017, with payment due from the Company no later than December 31, 2017, Upon filing and delivery of the Forms, C&B will provlce to the Company a final invoice reconciling any difference between estimated and actual costs. Any remaining payments resulting from the final invoice will be due within 30 days, 1,4 TERMINATION,, The Company may terminate the Agreement at any time upon written notice to C&B, C&B may terminate the Agreement if (a) the Company falls to pay any fees or expenses that have been billet to the Company within the time set out in paragraph 1.3 above, or (b) the Company falls to provide required data to C&B by January 12, 2018, or (c) for no cause with 14 days written notice, The Company will bo liable for any and all fees and expenses incurred up to the termination date, inducing the base fees described In paragraph 1.3 above, Insurance Services Inc Is not a law 5h -n and does not provide leoal services. There Is no attorney-ollent relationship, of 3 ARTICLE It: PROVISION OF DATA AND LIMITATION OF LIABILITY 2,1 REQUIRED DATA, The Company will provide to C&B any and all data required for the completion of the Forms. Such data will Include names, addresses, and social security numbers of employees of the Company as well as data concerning employment numbers and health plan offerings for employees of the Company. The Company acknowledges that the Company bears sole responsibility for gathering applicable data and providing the data to C&B for completion of the Forms, 2.2 LIMITATION OF LIABILITY AND ACKNOWLEDGEMENT OF COMPLIANCE. RsPONSIBILITIES. C&B will not undertake any independent investigation or verification of Company data, and C&B does not guarantee the accuracy of the completed Forms 1094-C and 1095-C. The Company hereby recognizes, acknowledges, and agrees that It bears the ultimate responsibility for complying with any state or federal law, including but not limited to provisions of the Patient Protection and Affordable Care Act and the Health Insurance Portability and Accountability Act, Moreover, the Company hereby recognizes and acknowledges that federal law Is subject to change at any time, C&B accepts no responsibility for Company's compliance with these laws. 2.3 AGREEIV ENT TO INDEMNIFY AND HOLD HARMLESS, The Company and its officers, directors, employees, agents, successors, and assigns hereby agree to defend, indemnify, and hold harmless C&B and C&I3's officers, directors, employees, agents, successors, and assigns, from and against any • and all ()fah% costs, damages,'loses, ilabilities, actions, recoveries, judgments, and expenses (Including attorney fees and expenses regardless of whether litigation was commenced) arising out of or in connection with the Company's failure to comply with any state or federal law, Including but not limited to provisions of the Patient Protection and Affordable Care Act and the Health Insurance Portability and Accountability Act. ARTICLE III: GENERAL TERMS AND CONDITIONS 3,1 DISCLAIMER OF VVARRANTIES, IN NO EVENT WILL C&B INCUR LIABILITY FORANY CONSEQUENTIAL, SPECIAL, PUNITIVE, OR INDIRECT LOSS OR DAMAGES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED CN CONTRACT, TO.RT (INCLUDING NEGUGENCE). STRICT LIABILITY, OR ANY OTHER THEORY OR FORM OF ACTION, AND REGARDLESS OF WHETHER C&B KNEW OR.SHOULD HAVE KNOWN..OF THE LIKELIHOOD OF SUCH DAMAGES IN ANY CIRCUMSTANCES. THE COMPANY ACKNOWLEDGES THAT C&B MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIEs, OF MERCHANTABILITY AND QF FITNESS FOR A PARTICULAR PURPOSE. 3,2 NO PROVISION OF LEGAL ADVICE, C&B will not provide any regal or financial advice to the Company nor will C&B act as a fiduciary of the Company under this Agreement. 3,3 CONFIDENTIALITY, CO, its employees and agents will hold in strict confidence all data furnished by the Company or produced by C&B under this Agreement. However, such parties will not be held liable if such data is released through other sources, or If C&B, its employees or agents release the data because Company has consented to such disclosure. C&B Insurance Sonilces Inc Is not a low firm and does not provide legal eel -Vices, There Is no attorney-client relations*, 2 at 3 3.4 RECORD RETENTION,This Agreement does not relieve the Company of Its obligations under fec era! or state laws or regulations to retain records relating to any cat a Drevicled to OB. 3,5 ENTIRE AGREEMENT. This Agreement enc any addendum to this Agreement (hereinafter called "Contract Documents") constitutes the entire agreement between C&B and the Company, 3,6 NOTICE. Any person identified by Company In this Agreement or any certification, notice or other communication delivered to cui may receive Information, communications and notices regarding the service, and Is authorized to transact all business, make all agreements and sign and deliver all documents in connection with the service. If the identity of such a person changes, the Company will promptly notify C&B in Writing of the change. C&B will have a reasonable time after receipt of a certification, notice or other communication to act on It, 3.7 GOVERNING LAW. This Agreement shall be governed by the laws of the State of Iowa. 3,8 BINDING AGREEMENT. This Agreement shall be bIndlng,on and inure to the benefit of the parties to thIS Agreement and their respective heirs, representatives, successors and assigns. 3.9 ASSIGNABILITY. This Agreement may not be assigned by either party without the express written consent of the other party, which consent shall not be unreasonably withheld, except that CU may delegate and assign any of Its duties hereunder to any affiliate of C&B or to any third party subcontractor, without the need for prior approval. 3,10 NO IMPLIED WAIVER,. The failure of C&B to enforce or insist upon compliance with any of the terms or conditions of this Agreement, the waiver of any term or condition of this Agreement, or the granting of an extension of time for performance, shall not constitute the permanent waiver of any term or condition of this Agreement and this Agreement and each of Its provisions shall remain at all times In full force and effect, 3,11 AUTHORITY,. The undersigned warrants and represents that the undersigned has full power and authority to enter Into this Agreement, to bind each Party hereto, and to grant the rights set forth herein, 3,12 SEVERABILITY,. If any term In this Agreement Is held by a court of competent Jurisdiction to be invalid or unenforceable, then the Agreement, Including all of the remaining terms, will remain in full force and effect as If such invalid or unenforceable provision had never been included. C8413 Insurance Servlsos Inc Is nol a law ftrm and does not provide legal services. There is no attorney-client relationship. 3 of 3 The Parties hereby enter into this Agreement as of the clate listed below, COTTINGI-IAM AND BUTLER [CLIENT NAME] INSURANCE SERVICES, INC. City of Dubuque, IA By: riti Date: 8,7?pLt---}/ Paiii/V&W Senior Vice President 10/31/2017 By: i lane: U. Van Milligen Tit's:City Manager Date; ond does rot provide legal services. There Is no attorney.ollent rilatIonshIp. 4 of 3 1. City of Dubuque lnsurance Requirements for Professionl Services INSURANCE SCHEDULE J Cottingharn and Butier Insurance Services, Inc. shall furnish a signed certificate of insurance to the City of Dubuque, Iowa for the coverage required in Exhibit I prior to commencing work and at the end of the project if the term of work is longer than 60 days, Contractors presentingannua|oerbOcateanha||proaenio certificate at the end of eaoh project with the final bitling. Each cartificate shall be prepared on the most current ACORD form approved by the Iowa Department of Insurance or an equivalent approved by the Financo Director. Each certtficate shall include a statement undsr Desoription of Operations as to why the certificate was issued. Eg: Project � or Pject Location at or construction of 2. Alt polt6ies of insuranceregqiredhereunderoho||ba*ithan|naurerauUnorizedtodobua|nomoin lowa and all insurers shall have a rating of A or better in the current A.M. Best's Rating Guide. 3. Each certhicate shall �m��b�furn|ohed�othe Department of the City of Dbuque. 4. Failure to provide coverage required by this Insurance Schedule shall not be deemed a waiver of these requirements by the Ciy of Dubuque. Failure to obtain or maintain the required insurance shall be considered a material breach of this agreement. 5. Contractors shall require all subconsultants and sub-subconsultants to obtain and maintain during the performance of work insurance for the coverages described in this Insurance Schedule and shall obtain certificates of insurances from all such subconsultants and sub-suboonou|tants. Contractors agre thatt thshall beliable for the failure ofaaubooneu|tontand sub- subconsultant to obtain and maintain such coverages. The City may request a copy of such certificates from the Contractor. 6. Alt required endorsements shall be attached to oertificate of insurance. 7. Whenever a specific ISO form is listed, required the current edition of the form mst be used, or an equivailent forrn may be substituted if approved by the Finance Director and subject to the contractor identifying and listing in writing all deviations and exclusions from the ISO form. 8, Contractors shall be required to carry the minimum coverage/limits, or greater if required by law or other legal agreement, in Exhibit 1, If the contractor's limits of Ilabfllty are hlgher than the required minimum limits then the providers limits shall be this agrement's required limits. Page 1 of 4 Schedule J Professional Services July 2017 City of Dubuque nsurance Requirements for Professional Services |N��U��0(�����(�A�cF1U| SCHEDULE ,~�.~^..~��~^.��~�^-~� (continued) Exhibit A) COMMERCIAL GENERAL LIABILITY General Aggregate Limit $2.000.000 Products -Completed Operations Aggregate Lirnit $1.000.000 Personal and Advertising Injury Limit $1.000.000 Each Occurrence $1'080.000 Fire Damage Limit (any one occurrence) $50'000 Medical Payments $5.000 1) Coverage shall be written en an occurrence, not claims made, form. The general IiabiUty coverage shall be written in accord with ISOform CG0001 or business owners form BP0002. AH deviations from the standard ISO commercial general Iiability form CG 0001, or business owners form BP 0002, shall be clearly identified. 2) Include ISO endorsement form CG 25 04 "Designated Location(s) General Aggregate Liit" orCG25O3^DaaignahsdConobouUon Project () General Aggregate Limit" as appropriate. 3) Include endorsement |ndioa�ngthat coverage isphmaryand non'nonbibutory. 4) Include Preservation ofGovernmental Immunities Endorsement. (Sample attached). 5) !nclude ari endorsement that deletes any fellow employee exclusion 6) lnclude additional irisured endorsement for: The City of Dubuque, including all its elected and appointed officials, all its employees and volunteers, all its boards, commissions and/or authorities and their board members, employees and volunteers. Use ISO form CG 2026. 7) Policy shall include Waiver of Right to Recover from Others endorsement. B) AUTOMOBILE LIABILITY Combined Single Limit $1'000.000 C) WORKERS' COMPENSATION & EMPLOYERS L!ABIL(TY Statutory benefits covering all employees injured on the job by accident or disease as prescribed by towa Code Chapter 85 as amended. Coverage A Coverage B Statutory—State of Iowa Employers Liability Each Accident $100.000 Each Employee -Disease $100.000 Policy Limit -Disease $500.000 PoIicy shall include Waiver of Right to Recover from Others endorsement. Nonelection of Workers' Compensation or Employers' Liability Coverage under lowa Code sec. 87.22 Page 2 of 4 Schedule J Professional Services July 2017 City of Dubuque Insurance Requirements for Professional Services INSURANCE SCHEDULE J (continued) D) UMBRELLA/EXCESS LIABILITY $1,000,000 Umbrella/excess liability coverage must be at least following form with the underlying policies included herein. E) PROFESSIONAL LIABILITY $1,000,000 Provide evidence of coverage for 5 years after completion of project. F), CYBER LIABILITY $1,000,000 Xyes no Coverage for First and Third Party liability including but not limited to lost data and restoration, loss of income and cyber breach of information. Page 3 of 4 Schedule J Professional Services July 2017 City of Dubuque Insurance Requirements for Professional Services PRESERVATION OF GOVERNMENTAL IMMUNITIES ENDORSEMENT 1. Nonwaiver of Governmental Immunity. The insurer expressly agrees and states that the purchase of this policy and the including of the City of Dubuque, Iowa as an Additional Insured does not waive any of the defenses of governmental immunity available to the City of Dubuque, Iowa under Code of Iowa Section 670.4 as it is now exists and as it may be amended from time to time. 2. Claims Coveraae. The insurer further agrees that this policy of insurance shall cover only those claims not subject to the defense of governmental immunity under the Code of Iowa Section 670.4 as it now exists and as it may be amended from time to time. Those claims not subject to Code of Iowa Section 670.4 shall be covered by the terms and conditions of this insurance policy. 3. Assertion of Government Immunity. The City of Dubuque, Iowa shall be responsible for asserting any defense of governmental immunity, and may do so at any time and shall do so upon the timely written request of the insurer. 4. Non -Denial of Coveraae. The insurer shall not deny coverage under this policy and the insurer shall not deny any of the rights and benefits accruing to the City of Dubuque, Iowa under this policy for reasons of governmental immunity unless and until a court of competent jurisdiction has ruled in favor of the defense(s) of governmental immunity asserted by the City of Dubuque, Iowa. No Other Chance in Policy. The above preservation of governmental immunities shall not otherwise change or alter the coverage available under the policy. (DEPARTMENT MANAGER: FILL IN ALL BLANKS AND CHECK BOXES) Page 4 of 4 Schedule J Professional Services July 2017