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HomeMy WebLinkAboutAgreement_General_05/01/2009VILLAGE OF TEQUESTA BROKER OF RECORD AGREEMENT This Agreement entered into this ~ day of March 2009, effective May 1, 2009, by and between The Gehring Group, Inc., a Florida corporation, with offices located at 11505 Fairchild Gardens Ave., Palm Beach Gardens, Florida 33410, hereinafter referred to as the "GEHRING GROUP" and the VILLAGE OF TEQUESTA, a municipal corporation, with offices located at 345 Tequesta Drive, Tequesta, Florida 33469, hereinafter referred to as the "VILLAGE." WITNESSETH The VILLAGE and the GEHRING GROUP, in consideration of the mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by both parties, hereby agree as follows: 1. SCOPE OF SERVICES: The VILLAGE and the GEHRING GROUP both hereby agree to enter into this Agreement whereby the GEHRING GROUP will provide the VILLAGE with consulting and advisory services relative to its employee benefits programs in accordance with the Scope of Services attached hereto as Exhibit "A". 2. 1'~I)I:I'I~:A~[)F:~~1~ ( Oti"CR:~CTOR: The GEHRING GROUP will perform required services on an independent contractor basis and shall be solely responsible for securing at its own expense, all necessary personnel, equipment and materials required to perform the services under this Agreement. Such personnel shall not be considered employees of or have any contractual relationship with the VILLAGE. The GEHRING GROUP shall be responsible for all of its employees' payroll taxes to include, but not be limited to Federal Income Withholding Tax, Worker's Compensation, FICA, and Federal and State Unemployment taxes. The GEHRING GROUP is responsible for proper certification and licensure of all its officers and employees and for the provision of benefits, insurance, etc. for its officers and employees. All of the services required hereunder shall be performed by the GEHRING GROUP or under its supervision, and all personnel engaged in performing the services shall be fully qualified to perform such services and shall be licensed to perform such services if required, authorized or permitted under state or local law. The GEHRING GROUP agrees that it is fully responsible to the VILLAGE for the acts and/or omissions of subcontractors and of persons either directly or indirectly employed by the GEHRING GROUP. All of the GEHRING GROUP'S personnel (and all subcontractors) while on the VILLAGE'S property will comply with all the VILLAGE'S requirements governing conduct, safety and security. 3. COMMENCEMENT DATE; TERM; RENEWAL; TERMINATION: The GEHRING GROUP will begin providing the agreed upon services to the VILLAGE commencing May I, 2009. This Agreement shall be for a term of three (3) years and may be renewed for additional one (I) year periods at the option of the VILLAGE. This Agreement may be terminated by either party by providing 60 days written notice to the other party. The 60 day notice requirement may be waived by mutual consent of the parties which shall be reduced to writing and executed as an addendum to this Agreement. 4. COMPENSATION: The GEHRING GROUP will be compensated for the consulting and advisory services it performs for the VILLAGE in accordance with the Scope of Services attached hereto as Exhibit A by payment of commissions received from the various carriers who contract with the VILLAGE to provide coverage for VILLAGE employees. If, upon the request of the VILLAGE, the GEHRING GROUP agrees to perform additional services for the VILLAGE which are not contemplated by the Scope of Services attached hereto as Exhibit A, the GEHRING GROUP will be compensated for such additional services in an amount and rate which is mutually agreeable to the parties. Any such agreement for additional compensation shall be reduced to writing and executed as an addendum to this Agreement. 5. COMPLIANCE WITH LAWS: The GEHRING GROUP hereby represents that it has complied and shall continue to comply with all applicable Federal and State statutes and local ordinances. Further, the GEHRING GROUP shall be solely responsible for obtaining and complying with all necessary permits, approvals and authorizations required for the services provided hereinabove under Scope of Services to be performed pursuant to the terms of this Agreement from any federal, state, regional, county or VILLAGE agency. In addition, as provided in Sec. 287.132-133, Florida Statutes, by entering into this Agreement or performing any work in furtherance hereof, the GEHRING GROUP certifies that it, its affiliates, suppliers, subcontractors and consultants who will perform hereunder, have not been placed on the convicted vendor list maintained by the State of Florida Department of Management Services within the thirty six (36) months immediately preceding the date hereof. This notice is required by Sec. 287.133(3)(a), Florida Statutes. 6. INDEMNIFICATION: The GEHRING GROUP shall indemnify, defend, and save harmless the VILLAGE, its elected officials, agents, guests, invitees and employees, from 2 all suits, actions, claims, demands, damages, losses, expenses, including attorney's fees, costs and judgments of every kind and description to which the VILLAGE, its agents, guests, invitees, or employees may be subjected by reason of personal injury, bodily injury including death, or property damage, resulting from or growing out of any intentional, negligent, reckless, or careless act of commission, omission, or consequential damage directly or indirectly connected with the GEHRING GROUP, its subcontractors, its agents, or employees, and committed in connection with the performance of the work and services contemplated by this Agreement. 7. JURISDICTION/VENUE: This Agreement shall be governed by the laws of the State of Florida. Venue for the redress of any dispute arising out of this Agreement shall be in Palm Beach County, Florida. 8. ATTORNEYS FEES: In the event a dispute arises concerning this Agreement, the prevailing party shall be awarded reasonable attorneys' fees, including fees on appeal. 9. NOTICE: Notice as may be required in this Agreement shall be sufficient when sent by certified mail or hand delivered to the Parties at the following addresses: VILLAGE GEHRING GROUP Village of Tequesta The Gehring Group, Inc. 345 Tequesta Drive 1 1505 Fairchild Gardens Ave. Tequesta, Florida 33469 Palm Beach Gardens, Florida 33410 ATTN: Michael Couzzo ATTN: Kurt Gehring 10. NON ASSIGNMENT: The CONTRACTOR shall not transfer or assign its duties, obligations or rights as contained in the Agreement without prior written consent of the VILLAGE. 1 ]. ENTIRE AGREEMENT: This four (4) page Agreement, plus Exhibit A attached hereto constitutes the entire agreement between the parties; no modification shall be made to this Agreement unless such modification is in writing, agreed to by both parties and attached hereto as an addendum to this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. 3 WITNESSES: ~4 / ~., z~~ THE GEHRING GROUP, INC. ~ , Kurt Gehring, Presi ent (CORPORATE SEAL) ATTEST: ~,~m~ Lori McWilliams, CMC Village Clerk APPROVED AS TO FORM AND LEGAL SUFFICIENCY ~, ~ ' i, ~~~~w~i~~G ~- Trela` White, Esq Village Attorney Y:\docs\Tequesta\Agreements\Agreement Gehring Group 2009.doc 4 VILLAGE OF TEQUESTA EXHIBIT A SCOPE OF SERVICES TO BE PROVIDED BY GEHRING GROUP A. Conduct detailed review, analysis and projection sessions with decision makers at key points throughout the year: mid-year, fourth quarter, and pre-renewal. B. Negotiate renewal rates, benefits, and services with group insurance carriers to maximize value for the VILLAGE. C. Attend and/or conduct group insurance committee meetings with employees and management. Conduct review sessions and renewal negotiations based on experience periods. D. Include in the process: a. Planning/discussiontyith Human Resources b. Discussions with employees c. Discussions with VILLAGE Management Leadership Team d. Mid-year review/analysis/projection e. Fourth quarter review/analysis/projection f. Present original renewal offer from current carrier g. Negotiate renewal options/present to VILLAGE h. Conduct formal RFQ process, if directed i. Assist in analysis of Proposals j. Renegotiate with carrier, if directed k. Present information to VILLAGE Council, if directed 1. Coordinate contract processing E. Provide review/analysis/projection sessions to include: a. Projected renewal costs b. Enrollment analysis and comparisons c. Claims analysis and comparisons d. High cost claim summary e. Network utilization and cost avoidance reports F. Support the VILLAGE administrative staff by resolving important enrollment and billing problems. G. Serve the VILLAGE'S employees by resolving individual benefit delivery issues including special problems with providers and claims. H. Provide feedback to the VILLAGE's administrative staff on the results of work on behalf of individual employees. 5 I. Update VILLAGE on changes in applicable laws and how they affect VILLAGE benefits. J. Conduct benefits surveys, if directed, for comparing VILLAGE benefits with other agencies and companies. K. Conduct periodic on-site meetings with employees and/or dependants on a voluntary basis for individual claim resolution and benefits counseling. L. Assist with annual employee open enrollment meeting for the purpose of supporting and improving service to employees. M. Provide Experience Utilization Reports to VILLAGE (at least quarterly). N. Provide detailed quarterly reports analyzing plan revenues, claims, and administrative expenses in a format that is easy to understand and helpful in decision-making. O. Be available for questions, explanations, discussions, and respond to requests from Human Resources within the time frame requested. P. Provide guidance and assistance with COBRA compliance and administration. Q. Provide administration (or pay for administration services) for COBRA voluntary benefits, Leave of Absence voluntary benefits, and Retiree voluntary benefits. R. Additional Services: Continuous Plan Analysis Consistent Client Contact Development of Requests for Proposals/Quotes Plan & Proposal Evaluation Plan Renewals & Effective Negotiations Program Implementation Ongoing Service On-site Service Employee Surveys Displacement Analysis Employee Benefits Handbook In-House Graphics Department -Professional Employee Communications Legislative Compliance & Updates Produce Formal Proposals /Make Presentations 6