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HomeMy WebLinkAbout4586 Vendor Subject Department Status Code Amount Begin Date End Date Review Date Insurance Comments Contract Number 4586 WILLIS OF SEATTLE Employee Benefits Accounts Human Resources PRO File Class LEG 12-1 $19500.00 01/01/2006 12/31/2006 02/15/2009 GL AL E&O $1000000.00 $1000000.00 $1000000.00 Insurance Total Insurance Review Date $3000000.00 11/01/2006 See Agreement for compensation Vault 01/01/2009 Willi s City of Bremerton 345 Sixth Street Sixth Floor Bremerton, W A 98337 Willis of Seattle, Inc. 505 Fifth Ave. S., Suite 200 Seattle, W A 98104 TERMS OF BUSINESS AGREEMENT - EMPLOYEE BENEFITS ACCOUNTS The purpose of this document is to record our mutual understanding regarding our professional relationship and the services with which we have agreed to provide you. City of Bremerton ("CLIENT" and/or "you" and/or "your") and Willis of Seattle, Inc. ("WILLIS" and/or "our" and/or "we" and/or "us") agree as follows: I. Services and Responsibilities Subject to all other terms and conditions of this Agreement, WILLIS shall provide the Services identified in Schedule A. Weare committed to acting in your best interests at all times in providing services to you. In order to underscore our commitment to our clients, we have adopted a Client Bill of Rights and attach a copy to this document to better explain our commitment to you. The services we will provide to you rely in part on the facts, information and direction provided by you or your authorized representatives. The parties agree to provide each other with accurate and timely facts, information and direction as is reasonably required. You agree to render complete and accurate information to WILLIS as to your loss experience and any other information reasonably requested by WILLIS. You also agree to advise WILLIS of any changes in your business operations that may affect the Services to be performed by WILLIS hereunder. EB TOBA 040605 Page 1 of 10 Willi 5 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. You understand and agree that you shall make final decisions with respect to underwriting submissions and all matters relating to your insurance coverage and employee benefits program. We will procure the insurance coverage and services chosen by you, assist in confirming coverage, and review and transmit policies to you. 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 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 or other pertinent information and assist you in reporting subsequent changes in information to insurance companies and service providers. In our capacity as employee benefits professionals, we do not provide legal or tax advice. We encourage you to seek any such advice you need or want from competent legal or tax professionals. II. Confidentiality We will treat information you provide us in the course of our professional relationship as confidential, will use it only in performing services for you and, in doing so, will comply with all applicable state or federal privacy laws. We may share this information with third parties as may be required to provide our services. We may also disclose this information to the extent required EB TOBA 040605 Page 2 of 10 Willi s to comply with applicable laws or regulations or the order of any court or tribunal. Records you provide us will remain your property and will be returned to you upon request, although we will have the right to retain copies of such records to the extent required in the ordinary course of our business or by law. You will treat any information we provide to you, including data, recommendations, proposals, or reports, as confidential, and you will not disclose it to any third parties. You may, however, disclose this information to the extent required to comply with applicable laws or regulations of the order of any court or tribunal including RCW Chapter 43.56. We retain the sole rights to all of our proprietary computer programs, systems, methods and procedures and to all files developed by us. In the event that you or any of the benefit plans you sponsor need to enter into business associate agreements with Willis in order to satisfy the requirements of the Health Insurance Portability and Accountability Act, the regulations implementing that Act (the "Standards for Privacy of Individually Identifiable Health Information," codified at 45 C.F.R. parts 160 and 164), or any other similar law, you agree to execute, or to arrange for the plans to execute business associate agreements similar in form and substance to Exhibit A to this Agreement III. Compensation /Conflicts of Interest Fee: $ 145/hour LEOFF 1 Medicare Part D: $4 per enrollee per month Our Fee or the commissions we are entitled to receive 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. Other parties such as wholesale brokers, excess and surplus lines brokers, 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 EB TOBA 040605 Page 3 of 10 Willi s parties are corporate parents, subsidiaries or affiliates of ours, we will also disclose the rate or amount of the commissions they will earn before you purchase the coverage. You may choose to use a third party administrator, utilization review company 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. We or our corporate parents, subsidiaries, and affiliates may provide reinsurance brokerage services to insurers with which your coverage is placed pursuant to separate agreements with those insurers. Under these arrangements we may be compensated by the insurers for the services provided in addition to any commissions we may receive for placement of your Insurance coverages. As an insurance intermediary, we normally act for you. However, for some insurance products we or our corporate parents, subsidiaries or affiliates may have managing general agent agreements or other agreements which give us binding authority enabling us to accept business on their behalf and immediately provide coverage for a risk. Further, we or our corporate parents, subsidiaries or affiliates may arrange lineslips or similar facilities which enable an insurer to bind business for itself and other insurers and we may manage these lineslips for such insurers. We may place your insurance business under a managing general agent's agreement, a binding authority, lineslip or similar facility when we reasonably consider these match your insurance requirements/instructions. When we intend to bind coverage for you under such a facility, we shall inform you prior to the inception of the insurance contract 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 services to you. If a conflict arises for which there is no practicable way of complying with this commitment, we will EB TOBA 040605 Page 4 of 10 willi s promptly inform you and withdraw from the engagement, unless you wish us to continue to provide the services and will provide your written consent. Please let us know in writing if you have concerns or we will assume that you understand and consent to our providing our services pursuant to these terms. 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. Similarly, we reserve the right to pass through to you any mutually agreed reasonable costs related to the printing of your employee communications material, WillisMed data scrubbing, or other out-of-pocket expenses. IV. PremiumIHandline: of Funds You agree to pay premiums and other money that is contractually owed to third parties directly to the insurers or other service providers by the payment dates specified in the insurance policies, invoices or other payment documents. Failure to pay premium on time may prevent coverage from incepting or result in cancellation of coverage and services by the insurer and service provider. V. Term/Termination The initial term of this Agreement shall be from January 1, 2006 to December 31, 2006. Either party may terminate this Agreement at any time by giving the other party sixty (60) days advance written notice of termination, with such termination to be effective immediately upon the expiration of the sixty (60) day notice period. Either party may terminate this Agreement for material breach of the Agreement by giving the other party at least thirty (30) days advance written notice of termination specifying the nature and substance of the breach or breaches. Unless the other party remedies the breach or breaches EB TOBA 040605 Page 5 of 10 Willi s within the notice period, or makes reasonable progress toward remedying the breach or breaches if complete remedy is not reasonably possible within the notice period, the Agreement shall automatically terminate at the end of the notice period. Our obligation to render the Services under this agreement ceases at the end of the Term or on termination of the Agreement, whichever is sooner. Nevertheless, we will take reasonable steps to assist in the orderly transition of matters to you or to a new insurance broker which you designate. Claims and premium or other issues may arise after our relationship ends. Such items are normally handled by the insurance broker or consultant serving you at the time the claim or other issue arises. However, we are willing to consider providing services in these areas after the Term or termination of this Agreement for mutually agreed additional compensation. VI. Other Provisions During the Term of this Agreement and for a reasonable period thereafter, you may audit the records and accounts of WILLIS related to this Agreement, at your expense. You agree to give us reasonable advance written notice of any audit and to conduct the audit during normal business hours in a manner which is not unduly disruptive to our ongoing business. We agree that we may communicate with each other from time to time by electronic mail, sometimes attaching further electronic data as and when the circumstances require attachments. By consenting to this method of communication you and we accept the inherent risks (including the security risks of interception of or unauthorised access to such communications, the risks of corruption of such communications and the risks of viruses or other harmful devices). We each agree, however, that we will employ reasonable virus checking procedures on our computer systems, and we will each be responsible for checking all electronic communications received for viruses. You will also be responsible for checking that messages received are complete. Please note that our system blocks certain file extensions for security reasons, including, but not necessarily limited to, .rar, .text, .vbs, .mpeg, .mp3, .cmd, .cpl, .wav, .exe, .bat, .scr, .mpq, .avi, .com, .pif, .wma, .mpa, .mpg, .jpeg. Emails with such files attached will not get through to us; EB TOBA 040605 Page 6 of 10 Willi 5 and no message will be sent to tell you they have been blocked. If you intend to send us emails with attachments, please verify with us in advance that our system will accept the proposed form of attachment. This agreement supersedes any and all prior agreements between us regarding the insurance coverages and services set forth on Schedule A. This Agreement shall be governed by and construed in accordance with the laws of the state in which our office is located and any dispute shall be resolved in the appropriate state or federal courts in such jurisdiction. VII. Inquiries and Complaints Thank you for choosing Willis as your professional insurance service provider. Your satisfaction is important to us. If you have complaints, please inform the person who handles your account. Alternatively, you may contact the head of our office. In the alternative, you may call 1-866-704- 5115, the nationwide toll-free number which Willis has established for client feedback and complaints. City of Bremerton Willis of Seattle, Inc. By: ~~CO~ Title: ~ ~ Date: II /~/ob By: Title: Date: EB TOBA 040605 Page 7 of 10 willi s Schedule A SCOPE OF SERVICES & COVERAGES 'I . . '" ~ ~,' . f ~~ " , ' ~ : ~' "). : ' Services . ' , 4' . ~ '_ ~ > . ~ ~:" -, 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 . Assist in the development of an employee survey, Conduct survey and provide an executive summary detailing results . Discuss relevant benchmarking data Financial Analysis . Perform financial review and analysis of experience reports (subject to reporting) . Assess current funding arrangements for appropriateness and make recommendations as needed . Evaluate current costs of benefits versus effectiveness of plan design . Review managed care expense and administrative service fees (where applicable) . Forecast projected benefit costs to include maximum exposure . Evaluate excess loss coverage . Prepare experience reviews as directed . Assist in developing appropriate employee contributions levels . Perform trend analysis from available diagnostic and normative data . . . '. ..~ . ...... Services . . .' : , . , \ -.",.. ~,;.: . ' . ~ ~ ./l- " . u Renewal . Analyze and negotiate renewals with vendors . Review vendor renewal methodology, experience data, and assumptions for accuracy and logic . Com are vendor renewal with Willis ro'ections EB TOBA 040605 Page 8 of 10 Wllh s . Develop and present alternative plan designs and provisions with associated financial and member impact analysis . Finalize program design, rates, and fees . Prepare an accurate renewal document with recommendations for delivery to senior management (as needed) Marketing . Develop plan specification based on feedback from strategic planning meeting . Jointly determine list of vendors best suited to meet plan goals and objectives . 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 . 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 . , , " .',' , ,:' .;" Services' . '. :> :', ' " : I. ~. . ". 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 Compliance . Provide legislative updates as needed . Provide access to ERISA attorneys for regulatory and compliance updates . 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 cast compliance sessions EB TOBA 040605 Page 9 of 10 Willi s 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 EB roBA 040605 Page 10 of 10 Our Client Bill of Rights 2. At the commencement of 5. Willis will require that 9. Willis clients will receive is our commitment to every new engagement the training its Associates the benefits of our glocal upholding the highest and at renewal thereafter receive includes approach to service: our standards of integrity in our Willis will describe the enhanced emphasis on global resources industry and how we deliver service and value it their duty of care and full delivered locally to help the Willis Value Experience. provides and how it is disclosure to clients. clients realize their compensated for it - in highest risk management At Willis, our culture and our plain and simple 6. Willis Associates are and business objectives actions are guided by the language as part of our prohibited from regardless of geography. following principles: Terms of Business accepting any gifts, Agreement and our Willis entertainment or trips 10. Adherence to these 1. Willis represents the Client Service model. from insurers that could principles will be client's best interests create the appearance of enforced by a series of through our client 3. Willis will listen before it a conflict of interest with enhanced internal advocacy model. Willis' acts. Its partnerships with its clients. controls, including global resources and clients will be typified by regular compliance services are committed clear, complete and 7. Willis will not accept reviews, audits and to understanding the candid communication. contingency review by the Audit client's company, its compensation from Committee of the Willis industry and its 4. Clients will have a toll- insurers. Board of Directors. individual needs. Willis' free number to give Willis customized feedback on the quality 8. Willis will conduct its recommendations and of its services. Clients can business in accordance solutions will be driven comment, critique and with its 11 best practices 11 by what is in the client's suggest areas for guidelines, which are Willis best interests. This is the improvement. Willis incorporated in our Willis centerpiece of the value values client input. Excellence Model. Willis provides its clients.