Gallagher Benefit Services Agreement Renewal Copyright 2014
City of Dubuque Consent Items # 12.
ITEM TITLE: Gallagher Benefit Services Renewal
SUMMARY: City Manager recommending approval of an amendment to
the Administrative Services Agreement with Gallagher
Benefit Services, Inc. for benefit and consulting and
actuarial services effective July 1 , 2016 through December
31, 2016, and authorize the City Manager to sign the
amendment.
SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Approve
ATTACHMENTS:
Description Type
Gallagher Benefit Services Renewal-MVM Memo City Manager Memo
Gallagher Benefit Services Renewal Proposal Staff Memo
Gallagher Benefit Services Agreement Supporting Documentation
Gallagher Benefit Services Schedule C Supporting Documentation
THE CITY OF Dubuque
DUB E i"
Masterpiece on the Mississippi 2007.2012.2013
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Gallagher Benefit Services Renewal Proposal
DATE: November 9, 2016
Personnel Manager Randy Peck recommends City Council approval of an amendment
to the Administrative Services Agreement with Gallagher Benefit Services, Inc. for
benefit and consulting and actuarial services at an annual fee of$29,484 effective
July 1, 2016 through December 31, 2016, and authorize the City Manager to sign the
amendment. This is a 5% increase from their current annual fee.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
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Mic ael C. Van Milligen
MCVM:jh
Attachment
cc: Crenna Brumwell, City Attorney
Cindy Steinhauser, Assistant City Manager
Teri Goodmann, Assistant City Manager
Randy Peck, Personnel Manager
THE CITY OF Dubuque
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Masterpiece on the Mississippi 2007.2012.2013
TO: Michael C. Van Milligen, City Manage
FROM: Randy Peck, Personnel Manager
SUBJECT: Gallagher Benefit Services Renewal Proposal
DATE: October 31, 2016
1 received the attached renewal proposal from Gallagher Benefit Services, Inc. for
benefit consulting and actuarial services. Requests for proposals were sent to several
firms who provide group insurance benefit consulting and actuarial services. The
responses are currently being reviewed; however, a decision has not been made.
Gallagher Benefit Services is requesting a 5% increase in their annual fee effective July
1, 2016 through December 31, 2016. The new annual fee would be $29,484. The
current annual fee of$28,080 was in effect from October 1, 2014, to June 30, 2016. 1
recommend that we accept the proposed fee increase from Gallagher Benefit Services,
Inc. for benefit and actuarial consulting services. City Attorney, Crenna Brumwell has
reviewed the amendment and finds the terms acceptable.
I recommend that the City Council pass a motion approving the amendment to the
Administrative Services Agreement with Gallagher Benefit Services, Inc. for benefit
consulting and actuarial services at an annual fee of$29,484 effective July1 , 2016
through December 31, 2016 and authorize you to sign the amendment.
RP:Imh
AMENDMENT TO •
GALLAGHER BENEFIT SERVICES, INC,
AGREEMENT
The Consulting Agreement by and between Gallagher Benefit Setvloos, lino, ("Clallagher") and The City
of Dubuque, Iowa (the "Client"), effective Ootober 1, 2002 is hereby amended as sot forth below,
Effective July.1, 20161
1, Section 11(0) T MOW , hereby reflects the term of this Agreement is extended through December
31, 2016.
2. Section.tl(B)•(1) -- Obligations of Client -is hereby modified and Ennended to refloot an increase In
the fee payable to Gallagher as follows: •
Beginning July 1, 2016; Gallagher shall be compensated In an amount of $29,484 per year,
•
3, Section III(C) (13)—Inalcatanni`tcaelon is hereby modified and amended by adding a new Section 13
entitled Section 13 --Indemnification and Limitation olLiabllity as follows:
Gallagher agrees to defend, indemnify and hold Client, its officers, agent and employees harmless
from•and against any and all claims of any ldnd arising out of Gallagher's negligence in the •
performance of this Agreement, Furthermore, the aggregate liability under this Agreement) if any,
of Gallagher to the Client for claimed losses or damages shall not exceed $20,000,000, This
provision applies to the fullest extent permitted by applioable law,
All other terms and Conditions of the Agreement shall remain in full force and effect,
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed,
CALL GIJER BENEFIT SERVICES, INC. CITY OF DU UE, IOWA
By: I3y;
Name: '6 1 : Nano: Michael C, Van Milligan
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Date: I a// /`'
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AGREEMENT
THIS AGREEMENT is made and entered into this 1st day of October 2002 by and between The City of Dubuque,
Iowa ("client")and GALLAGHER BENEFIT SERVICES,INC.,a Delaware corporation("Gallagher").
I. RECITALS
A. Client desires to receive professional consulting services for its Employee Benefit Program (the
"Program"). The Program includes coverage for life, medical, dental, prescription drugs, workers
compensation and flexible spending account benefit plans.
B. Gallagher is engaged in the business of advising its clients on their insurance needs and procuring insurance
on behalf of its clients as an insurance consultant.
C. Gallagher desires to provide certain consulting services and Client desires to have Gallagher provide such
consulting services in accordance with the terms hereof.
H. TERM&TERMINATION
A. TERM
This Agreement shall be effective for an initial term commencing October 1,2002, and shall remain in full force and
effect until June 30, 2003. Thereafter, this Agreement shall be automatically renewed for successive one (1) year
terms until terminated as provided herein.
B. TERMINATION
Either party may terminate this Agreement, with or without cause, upon the conclusion of the initial term or the
conclusion of any successive renewal term by providing thirty(30)days written notice prior to the conclusion of any
term. In the event either party materially breaches this Agreement at any time, this Agreement shall terminate upon
the failure of the breaching party to remedy the breach within thirty (30) days of receipt of written notice of the
breach.
III. AGREEMENT
A. Obligations of Gallagher
1. Financial Reports
Gallagher will prepare an annual report analyzing claims experience, benefits paid, contributions,
administrative expenses, gross and net cost of insured benefits, net cost of any self-insured coverages and
other relevant items that pertain to the plans. Gallagher will also provide up to two interim financial
reports for the self-funded plans per contract year that will allow the City to monitor the performance of
those plans.
The annual report includes a projected income and expense budget based on an analysis of prior
experience and known or anticipated factors affecting future operations. Together with an evaluation of
the plan's reserve position, this budget serves as a guide to financial and benefit planning decisions.
2. Consultation
Gallagher will be available for consultation on many aspects of the plan's operation including claims,
reserves, and insurance company performance, as well as the plan's overall progress and development.
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Gallagher is available to consult with the City's legal counsel and the plan administrator regarding
changes to be made in the plan of benefits and eligibility for such benefits.
3. Benefit Changes
Gallagher will provide advice and then take appropriate action as authorized by the City for implementing
any benefit changes including revision in premium and plan recordkeeping procedures, master policy
certificates, and booklet amendments or modifications.
4. Insurance Company Negotiations
As authorized by the City, Gallagher will negotiate with the insurance companies to obtain appropriate
adjustments. In the event that an insurance company's proposed annual retention is not consistent with its
projection or if the renewal premium rates do not appear justified by claims experience, Gallagher will
attempt to obtain more favorable results for the plan. An annual renewal report will be prepared for the
City. Services under this Section include workers' compensation stop-loss insurance and third party
administration(TPA) services.
5. Self-Insured Benefits
For all benefits self-funded by the City, Gallagher will calculate the appropriate reserve and claims trend
factors to be taken into account from a sound planning and policy point of view.
6. COBRA
Gallagher will update the COBRA premiums for core coverage and for total health coverage charged to
former participants and family members who elect to continue the plan's health coverage. (Special
COBRA experience studies and manuals are not within this retainer.)
7. Annual Audits and Filings with the Government
Gallagher will work closely with the auditor and the plan administrator to provide any required data or
information we may have readily available to expedite the preparation of any required financial report, e.g.
Form 5500 for cafeteria plans and Iowa Chapter 509(A)requirements (if this optional service is selected by
the City).
8. Communication with Participants
Gallagher will be available for consultation with the City,legal counsel,or the plan administrator to assist in
drafting notices to plan participants about plan or administrative changes. Also, we will review all policies
and amendments drafted by the City's Administrator,
9. Administrative Support
Gallagher shall continue to be available for consultation with the plan administrator, as requested, with
regard to routine changes in forms and procedures and general recordkeeping, in terms of efficiency and
cost. Compliance with the recordkeeping requirements of laws or regulations are matters subject to the
advice of legal counsel and the City. However, Gallagher shall be available for consultation in this regard
from a non-legal standpoint.
10. Organization of Issues
Gallagher will be available for consultation and will assist in preparing meeting agendas to aid the City in
reaching decisions on issues that arise in the course of plan operation or that flow from our annual report,
plan design or administration questions,national and industry trends,or public policy.
11. Coordination with Other Professional Advisors
Gallagher will, as appropriate, coordinate our efforts with those of legal counsel, the plan administrator and
the auditor regarding policy matters of interest to the City and the efficient operation of the plans.
12. Trends in Legislation,New Benefits,Plan Design
By means of our publications and special advisory reports, Gallagher shall continue to keep you apprised of
new developments in the employee benefits field that may bear upon your planning and policy decisions.
However, specific technical compliance advice in connection with compliance with new legislation or
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regulations that occur after the effective date of this retainer will generally be treated as a supplementary
service, at an additional fee, based on our regular time charge rates. Of course, questions on the
interpretation and application of laws,regulations, rulings and court decisions are a legal matter, subject to
legal counsel's advise.
13. Meetings
Gallagher will attend up to two meetings with the City as requested per contract year. Of course,between
meetings Gallagher will be continually available for consultation by phone and in writing to the City, the
plan administrator and the plan's other professional advisor.
Other Supplementary Services
The preceding list of services describe the matters that regularly arise in the course of the Plan's annual
operations that call for general consulting services. However, it is difficult to predict in advance whether
your Plan will be involved in complicated,time consuming special problems,and,if so,to what extent.
If our assistance involves services which are beyond, but incidental to our regular services, then, of course,
Gallagher would render such services within the scope of this retainer. If, on the other hand, the occasion
requires the expenditure of time not anticipated within this retainer, we would proceed only after
consultation with the City. Our compensation for such agreed-upon supplementary services will be based
on our regular time-charge rates.
In addition to those items referred to earlier,some further examples follow of supplementary consulting and
actuarial services that may be required by the Plan:
1. Analysis of and compliance with new legislation of new regulations adopted after the effective date
of this retainer,which affects your Plan.
2. Litigation,law suits, or arbitration.
3. Competitive bidding for the solicitation of bids from insurance companies to underwrite all or a
portion of the Plan's benefits (including stop-loss, ASO arrangements, minimum premiums, or tax shelter
annuity programs)or from other vendors to provide other services to the Plan.
4. Drafting of revised Summary Plan Descriptions or plan documents, subject to legal counsel's and
the City's approval.
5. Redesign of basic administrative and/or recordkeeping methods and computer systems.
6. New procedures, calculations and determinations required due to changes in accounting/auditing
standards, usually through guidelines issued by the Governmental Accounting Standards Board, through
state or federal legislation.
7. Services involving special claims audits.
8. Assisting legal counsel in the preparation of materials in support of special IRS ruling applications,
reviews or appeals, including conversations or meeting with IRS staff to the extent requested by legal
counsel and the City.
9. Special studies on retiree health coverage costs and financing.
10. Assistance in the evaluation and selection of alternative delivery systems such as new HMO's
PPG's,EPO's or in the development of such systems.
11. Consultation on the development, implementation and monitoring of Employee Assistance
Programs(EAPs).
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12. Services involving Tax Sheltered Annuity (403(b)) program, deferred compensation (457) and
other retirement programs.
13. Auditing the basic data maintained by the plans for their recordkeeping purposes or made available
to us for calculation purposes.
14. Any services not specifically set forth in this retainer.
Account Management
Gallagher will provide notification of any change in senior account management, and understands that the
continuation of this Agreement is contingent upon the satisfactory transition in account management responsibilities,
as determined solely by the City.
B. Obligations of Client
1. Gallagher shall be compensated an amount of$15,750 for the period of October 1,2002—June 30,
2003. For the period July 1, 2003—June 30, 2004,fees will be payable in an amount of$21,000. Billings
will be submitted semi-annually in advance. Travel expenses, including coach airfare,rental car,meals and
accommodations will be reimbursed based on actual costs.
2. In addition to the fees provided herein, it is understood and agreed that other parties, such as
excess and surplus line brokers, wholesalers, re-insurance intermediaries, underwriting managers and
similar parties, some of which may be owned in whole or in part by Gallagher's corporate parent,may earn
and retain usual and customary commissions and fees in the course of providing insurance products to
Client pursuant to this Agreement. Any such fees or commissions will not constitute compensation to
Gallagher under Section III.B.1 above.
3. Gallagher and certain of its insurance carrier markets from time to time enter into arrangements
providing for additional compensation to be paid to Gallagher by such carrier generally with respect to the
volume of premium or insurance coverages written through Gallagher with such carrier.
4. Client is responsible for payment of premiums for all insurance placed by Gallagher on its behalf.
If any amount is not paid in full when due, including premium payments to insurance companies, that
nonpayment shall constitute a material breach of this Agreement that shall allow Gallagher to terminate this
Agreement,at its option,in accordance with Section II.B. .
C. Mutual Obligations
1. Ownership of Records and Documents
a. Gallagher agrees that all books, records, lists of names, journals, ledgers and other
recorded information developed specifically in connection with the administration of
Client shall always be and remain the property of Client.
Gallagher agrees to keep all such material confidential and not to reproduce, disclose or
disseminate the material or the information contained therein to third parties without the
prior written consent of Client. Upon termination of this Agreement for any reason,
Gallagher shall immediately return all such material, and any copies thereof,to Client.
b. Client agrees that Gallagher is the sole owner of the following material and that Client has
no right to its use following termination of this Agreement:
i. Proprietary computer programs;
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ii. Proprietary procedures and methods of administration;and
iii. Underwriting and client files developed by Gallagher.
Except as required by Iowa Public Records law or other court order, client agrees to
keep all such material confidential and not to reproduce, disclose or disseminate the
material or the information contained therein to third parties without the prior written
consent of Gallagher. Upon termination of this Agreement for any reason, Client shall
immediately return all such material,and any copies thereof,to Gallagher.
2. Waiver of Nonperformance
No waiver of any default in performance on the part of Gallagher or like waiver by Client, or any
breach or a series of breaches of any of the terms, covenants or conditions of this Agreement shall
constitute a waiver of any subsequent breach or a waiver of said terms, covenants or conditions.
Resort to any remedies referred to herein shall not be construed as a waiver of any other rights and
remedies to which either party is entitled under this Agreement or otherwise.
3. Partial Invalidity
Should any part of this Agreement, for any reason, be declared invalid by a court of competent
jurisdiction, the remaining portion shall remain in full force and effect as if this Agreement had
been executed without the invalid portion.
4. Governing Law
The validity, interpretation and performance of this Agreement shall be controlled and construed
according to the internal laws of the State of Iowa.
5. Successors
This Agreement shall be binding upon and shall inure to the benefit of all assigns, transferees and
successors in the interest of the parties hereto.
6. Entire Agreement;Modification or Amendment
This Agreement and the Exhibit hereto represent the entire and exclusive statement of the
agreement of the parties and may be modified or amended only by a written statement signed by
both parties. Such modification or amendment shall be attached to, and shall thereupon become a
part of this Agreement.
7. Headings
Headings herein are for convenience of reference only and shall not be considered in any
interpretation of this Agreement.
8. Practice of Law
It is understood and agreed that Gallagher will not perform, and Client will not request
performance of, any services which may constitute the unauthorized practice of law.
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9. Counterparts
This Agreement may be executed by the parties in several counterparts, each of which shall be
deemed to be an original copy.
10. Remedies Not Exclusive
No remedy conferred hereunder is intended to be exclusive of any other remedy and each and
every remedy shall be cumulative and shall be in addition to every other remedy given hereunder
or now or hereafter existing at law or in equity or by statute or otherwise.
11. Subcontracting
Gallagher will not subcontract any or all of the services required to be performed by it hereunder
without prior approval of the City.
12. Insurance
Gallagher shall secure and maintain during the term of this Agreement insurance coverage as set
forth in the attached Insurance Schedule.
13. Indemnification
Gallagher agrees to defend, indemnify and hold City, its officers, agents and employees harmless
from and against any and all claims of any kind arising out of Gallagher's negligence in the
performance of this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the date first written
above.
CLIEN AM
7
Signature Date
City Manager
Title
GALLA BENEFIT SERVI E INC.
BY:
6
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City of Dubuque Insurance Requirements for Professional Services
Insurance Schedule C
Gallagher Benefit
1 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. Providers presenting annual certificates shall present a Certificate at the end of
each project with the final billing. Each Certificate shall be prepared on the most current ACORD form
approved by the Iowa Department of Insurance or an equivalent. Each certificate shall include a
statement under Description of Operations as to why issued. Eg: Project# or Project Location at
or construction of
2. All policies of insurance required hereunder shall be with a carrier authorized to do business in Iowa and
all carriers shall have a rating of A or better in the current A.M. Best's Rating Guide.
3. Each Certificate shall be furnished to the contracting department of the City of Dubuque.
4. Failure to provide minimum coverage shall not be deemed a waiver of these requirements by the City of
Dubuque, Failure to obtain or maintain the required insurance shall be considered a material breach of
this agreement.
5. Consultants 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-subconsultants. Consultants agree that it
shall be liable for the failure of a subconsultants and sub-subconsultants to obtain and maintain such
coverages.The City may request a copy of such certificates from the Consultants.
6. All required endorsements to various policies shall be attached to Certificate of insurance.
7. Whenever a specific ISO form is listed, an equivalent form may be substituted subject to the provider
identifying and listing in writing all deviations and exclusions that differ from the ISO form.
8. Provider shall be required to carry the minimum coverage/limits, or greater if required by law or other
legal agreement, in Exhibit I. If provider's limits of liability are higher than the required minimum limits
then the provider's limits shall be this agreement's required limits.
9. Whenever an ISO form is referenced the current edition of the form must be used.
Page 1 of 3 Schedule C Professional Services May 2016
City of Dubuque Insurance Requirements for Professional Services
Insurance Schedule C (continued)
Exhibit I
A) COMMERCIAL GENERAL LIABILITY
General Aggregate Limit $2,000,000
Products-Completed Operations Aggregate Limit $1,000,000
Personal and Advertising Injury Limit $1,000,000
Each Occurrence $1,000,000
Fire Damage Limit(any one occurrence) $ 50,000
Medical Payments $ 5,000
a) Coverage shall be written on an occurrence, not claims made,form. The general liability
coverage shall be written in accord with ISO form CG0001 or business owners form 6130002.
All deviations from the standard ISO commercial general liability form CG 0001,or Business
owners form BP 0002, shall be clearly identified.
b) Include ISO endorsement form CG 25 04"Designated Location(s)General Aggregate Limit"
or CG 25 03"Designated Construction Project(s)General Aggregate Limit"as appropriate.
c) Include endorsement indicating that coverage is primary and non-contributory.
d) Include endorsement to preserve Governmental Immunity. (Sample attached).
e) Include an endorsement that deletes any fellow employee exclusion.
f) Include additional insured 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.
B) AUTOMOBILE LIABILITY $1,000,000(Combined Single Limit)
C) WORKERS'COMPENSATION &EMPLOYERS LIABILITY
Statutory benefits covering all employees injured on the job by accident or disease as prescribed by
Iowa Code Chapter 85 as amended.
Coverage A Statutory—State of Iowa
Coverage B Employers Liability
Each Accident $100,000
Each Employee-Disease $100,000
Policy Limit-Disease $500,000
Policy shall include an endorsement providing a waiver of subrogation to the City of Dubuque.
Coverage B limits shall be greater if required by Umbrella Carrier.
D) UMBRELLA LIABILITY $1,000,000
Umbrella liability coverage must be at least following form with the underlying policies included
herein.
E) PROFESSIONAL LIABILITY $1,000,000
a) Provide evidence of coverage for 5 years after completion of project.
F) CYBER LIABILITY $1,000,000
Coverage for First and Third Party liability including but not limited to lost data and
restoration, loss of income and cyber breach of information.
Yes X No
Page 2 of 3 'Schedule C Professional Services May 2016
City of Dubuque Insurance Requirements for Professional Services
Preservation of Governmental Immunities Endorsement
1. Nonwaiver of Governmental Immunity.The insurance carrier 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 Coverage.The insurance carrier 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 insurance carrier.
4. Non-Denial of Coverage.The insurance carrier shall not deny coverage under this policy and the
insurance carrier 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 Change in Policy.The above preservation of governmental immunities shall not otherwise
change or alter the coverage available under the policy.
SPECIMEN
Page 3 of 3 Schedule C Professional Services May 2016