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Home My WebLink About2007/05/01 Item 12 COUNCIL AGENDA STATEMENT ITEM 12. MEETING DATE 05/01/07 ITEM TITLE: RESOLUTION Approving agreement between the City and Barney & Barney LLC for benefit broker and consulting services and authorizing the Mayor to execute the agreement. , SUBMITTED BY: DIRECTOR O~AN RESOURCES M. ~ REVIEWED BY: City Manager i (4/5th Vote: Yes_ Noll The City has been contracting with Mercer Health and Benefits (formerly Marsh Risk & Insurance Services) since July 2002 to provide benefits brokering and consulting services. With the rapidly changing area of employee benefits, it is of increasing importance that the City employ the services of the most innovative and proactive firm to assist the City in "state-of-the-art" plan design changes, alternative funding arrangements, and long-term cost control. A Request for Proposal (RFP) for broker/consultant services was issued. Seven proposals were received and evaluated. Based on this evaluation, Barney and Barney LLC was recommended to be retained as the broker of record/consultant for the City's various employee benefit programs. RECOMMENDATION: That Council adopts the resolution. BOARD/COMMISSION RECOMMENDATION: N/A DISCUSSION: The City has been contracting with Mercer Health and Benefits (formerly Marsh Risk & Insurance Services) since July 2002 to provide benefits brokering and consulting services. With the rapidly changing area of employee benefits, it is of increasing importance that the City employ the services of the most innovative and proactive firm to assist the City in "state-of-the-art" plan design changes, alternative funding arrangements, and long-term cost control. A Request for Proposal (RFP) for broker/consultant services was issued. Seven proposals were received and evaluated by a committee consisting of three Human Resources staff from the City of Chula Vista and a benefit professional from the County of San Diego. Criteria used in evaluating the firms included: 1) specialized experience and technical competence; 2) method to accomplish the work; 3) expertise and strength of key personnel; and 4) compensation. The Selection Committee narrowed the field of candidates to five finalist firms. The five selected firms were invited to an oral interview. Reference checks were completed and on the basis of the Cornmittee's evaluation, Barney & Barney LLC was recommended to be retained as the broker of record/consultant for the City's various employee benefit programs. 12-1 Barney & Barney LLC is a California Limited Liability Corporation. It is privately held firm with extensive experience working with the public sector in San Diego County for almost 100 years. The Better Business Bureau recognized their expertise and integrity by awarding the Torch Award for Marketplace Ethics, and another award called the Business Integrity Award. Barney & Barney LLC is committed to deliver services that provide proactive innovation, aggressive and effective advocacy, responsive and personal service, cost-effective solutions and sound advice to better serve the needs of the City. The scope of the work to be performed by Barney & Barney LLC is outlined in the attached agreement. DECISION MAKER CONFLICTS: Not applicable Staff has reviewed the decision contemplated by this action and has determined that it is not site specific and consequently the 500 foot rule found in California Code of Regulations section 18704.2(a)(1) is not applicable to this decision. FISCAL IMPACT: Barney & Barney LLC will receive its compensation for all broke ring and consulting services provided through commission arrangements with the insurance providers. Brokerage commissions are currently factored into all benefit premiums. The commission basis gives us unlimited access to the expert knowledge base and support needed to keep up with the rapidly changing federal and state regulations. Since insurance providers pay the broker/consultant commissions, a commission-based compensation is more cost- effective to the City. The commission structure will be established and agreed upon by the City and Barney & Barney LLC. Barney & Barney LLC will submit to the City, a quarterly statement outlining commissions received and services performed during the reporting period. At the start of each plan year, the City will designate certain areas of importance that Barney & Barney's performance will be judged on. If they do not meet the City's expectations, they will refund a portion of their compensation up to a maximum of 20% of compensation for that year. Attachments: A - Agreement between the City of Chula Vista and Barney & Barney LLC B - Barney & Barney LLC Proposal for Employee Benefits Broker/Consultant Services 12-2 THE ATTACHED AGREEMENT HAS BEEN REVIEWED AND APPROVED AS TO FORM BY THE CITY ATTORNEY'S OFFICE AND WILL BE FORMALLY SIGNED UPON APPROVAL BY THE CITY COUNCIL ~m\Q\'~\C~~~\;\ Ann Moore City Attorney Dated: "\ - L s:, - CJi Agreement between City of Chula Vista and Barney & Barney LLC for Employee Benefits Brokerage and Consulting Services 12-3 Agreement between City ofChula Vista and Barney & Barney, LLC. for Employee Benefits Brokerage and Consulting Services ATTACHMENT A This agreement ("Agreement"), dated June L 2007 for the purposes of reference only, and effective as of the date last executed unless another date is otherwise specified in Exhibit A, Paragraph 1, is between the City-related entity as is indicated on Exhibit A, Paragraph 2, as such ("City"), whose business form is set forth on Exhibit A, Paragraph 3, and the entity indicated on the attached Exhibit A, Paragraph 4, as Broker/Consultant, whose business form is set forth on Exhibit A, Paragraph 5, and whose place of business and telephone numbers are set forth on Exhibit A, Paragraph 6 ("Broker/Consultant"), and is made with reference to the following facts: Recitals Whereas, seven proposals were received and evaluated by a committee consisting of three Human Resources staff and a benefit professional from the County of San Diego; and Whereas, criteria used in evaluating the firms included: I) specialized experience and technical competence; 2) method to accomplish the work; 3) expertise and strength of key personnel; and 4) compensation; and Whereas, the Selection Committee narrowed the field of candidates to five finalist firms which were invited to an oral interview; and Whereas, reference checks were completed; and Whereas, the Selection Committee recommended Barney & Barney, LLC to be retained as the broker of record/consultant for the City's various employee benefit programs; and Whereas, the City requested Barney & Barney, LLC to provide professional services because the firm has extensive experience in working with the public sector; and Whereas, Barney & Barney, LLC. warrants and represents that they are experienced and staffed in a manner such that they are and can prepare and deliver the services required of Barney & Barney LLC to the City within the time frames provided by the City, all in accordance with the terms and conditions of this Agreement. 12-4 Page I Obligatory Provisions NOW, THEREFORE, BE IT RESOLVED that the City and Broker/Consultant do hereby mutually agree as follows: 1. Broker/Consultant's Duties A. General Duties Broker/Consultant shall perform all of the services described on the attached Exhibit A, Paragraph 7, entitled "General Duties"; and, B. Scope of Work and Schedule In the process of performing and delivering said "General Duties", Broker/Consultant shall also perform all of the services described in Exhibit A, Paragraph 8, entitled "Scope of Work and Schedule", not inconsistent with the General Duties, according to, and within the time frames set forth in Exhibit A, Paragraph 8, and deliver to City such Deliverables as are identified in Exhibit A, Paragraph 8, within the time frames set forth therein, time being of the essence of this Agreement. The General Duties and the work and deliverables required in the Scope of Work and Schedule shall be herein referred to as the "Defined Services". Failure to complete the Defmed Services by the times indicated does not, except at the option of the City, operate to terminate this Agreement. C. Reductions in Scope of Work City may independently, or upon request from Broker/Consultant, from time to time reduce the Defmed Services to be performed by the Broker/Consultant under this Agreement. Upon doing so, City and Broker/Consultant agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction in the compensation associated with said reduction. D. Additional Services In addition to performing the Defmed Services herein set forth, City may require Broker/Consultant to perform additional consulting services related to the Defined Services ("Additional Services"), and upon doing so in writing, if they are within the scope of services offered by Broker/Consultant, Broker/Consultant shall perform same with fees negotiated in advance between City and Broker/Consultant. E. Standard of Care Broker/Consultant, in performing any Services under this Agreement, whether Defined Services or Additional Services, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions and in similar locations. 12-5 Page 2 F. Insurance Broker/Consultant must procure insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work under the Agreement and the results of that work by the Broker/Consultant, his agents, representatives, employees or subcontractors and provide documentation of same prior to commencement of work. The insurance must be maintained for the duration of the contract. Minimum Scope of Insurance Coverage must be at least as broad as: (I) Insurance Services Office Commercial General Liability coverage (occurrence Form CG0001). (2) Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. (3) Professional Liability or Errors & Omissions Liability insurance appropriate to the Broker/Consultant's profession. Minimum Limits ofInsurance Broker/Consultant must maintain limits no less than: 1. General Liability: (Including operations, products and completed operations, as applicable) 2. Workers' Compensation Employer's Liability: 3. Professional Liability or Errors & Omissions Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability insurance with a general aggregate limit is used, either the general aggregate limit must apply separately to this project/location or the general aggregate limit must be twice the required occurrence limit. . Statutory $1,000,000 each accident $1,000,000 disease-policy limit $1,000,000 disease-each employee $1,000,000 each occurrence Deductibles and Self-Insured Retentions Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either the insurer will reduce or eliminate such deductibles or self-insured retentions as they pertain to the City, its officers, officials, employees and volunteers; or the 12-6 Page 3 Broker/Consultant will provide a fmancial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Other Insurance Provisions The general liability, automobile liability, and where appropriate, the worker's compensation policies are to contain, or be endorsed to contain, the following provisions: (l) The City of Chula Vista, its officers, officials, employees, agents, and volunteers are to be named as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Broker/Consultant, including providing materials, parts or equipment furnished in connection with such work or operations. The general liability additional insured coverage must be provided in the form of an endorsement to the contractor's insurance using ISO CG 2010 (1l/85) or its equivalent. Specifically, the endorsement must not exclude Products/Completed Operations coverage. (2) The Broker/Consultant's General Liability insurance coverage must be primary insurance as it pertains to the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide msurance. (3) The insurance policy required by this clause must be endorsed to state that coverage will not be canceled by either party, except after thirty (30) days' prior written notice to the City by certified mail, return receipt requested. (4) Coverage shall not extend to any indemnity coverage for the active negligence of the additional insured in any case where an agreement to indemnifY the additional insured would be invalid under Subdivision (b) of Section 2782 of the Civil Code. (5) Broker/Consultant's insurer will provide a Waiver of Subrogation in favor of the City for each required policy providing coverage during the life of this contract. If General Liability, Pollution and/or Asbestos Pollution Liability and/or Errors & Omissions coverage are written on a claims-made form: (1) The "Retro Date" must be shown, and must be before the date of the contract or the beginning of the Agreement work. (2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement work. (3) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a "Retro Date" prior to the Agreement effective date, the 12-7 Page 4 Broker/Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of contract work. (4) A copy of the claims reporting requirements must be submitted to the City for review. Acceptability of Insurers Insurance is to be placed with licensed insurers admitted to transact business in the State of California with a current A.M. Best's rating of no less than A V. If insurance is placed with a surplus lines insurer, insurer must be listed on the State of California List of Eligible Surplus Lines Insurers ("LESLI") with a current A.M. Best's rating of no less than A X. Exception may be made for the State Compensation Fund when not specifically rated. Verification of Coverage Broker/Consultant shall furnish the City with original certificates and amendatory endorsements effecting coverage required by this clause. The endorsements should be on insurance industry forms, provided those endorsements or policies conform to the contract requirements. All certificates and endorsements are to be received and approved by the City before work commences. The City reserves the right to require, at any time, complete, certified copies of all required insurance policies, including endorsements evidencing the coverage required by these specifications. Subcontractors Broker/Consultants must include all subconsultants as insureds under its policies or furnish separate certificates and endorsements for each subconsultant. All coverage for subconsultants is subject to all of the requirements included in these specifications. 1. Business License Broker/Consultant agrees to obtain a business license from the City and to otherwise comply with Title 5 of the Chula Vista Municipal Code. 2. Duties of the City A. Consultation and Cooperation City shall regularly consult the Broker/Consultant for the purpose of reviewing the progress of the Defmed Services and Schedule therein contained, and to provide direction and guidance to achieve the objectives of this Agreement. The City shall permit access to its office facilities, files and records by Broker/Consultant throughout the term of the Agreement. In addition thereto, City agrees to provide the information, data, items and materials set forth on Exhibit A, Paragraph 9, and with the further understanding that delay in the provision of these materials beyond thirty (30) days after authorization to proceed, shall constitute a basis for the justifiable delay in the Broker/Consultant's performance of this Agreement. 12-8 Page 5 B. Compensation The City shall compensate the Broker/Consultant for its services by commissions payable to Broker/Consultant by insurance companies for the employee benefits provided to City employees, according to the terms and conditions set forth in Exhibit A, Paragraph 10, adjacent to the governing compensation relationship indicated by a "checkmark" next to the appropriate arrangement, subject to the requirements for retention set forth in Paragraph 18 of Exhibit A, and shall compensate Broker/Consultant for out of pocket expenses as provided in Exhibit A, Paragraph 11. All billings submitted by Broker/Consultant shall contain sufficient information as to the propriety of the billing to permit the City to evaluate that the amount due and payable thereunder is proper, and shall specifically contain the City's account number indicated on Exhibit A, Paragraph 17(C) to be charged upon making such payment. 3. Administration of Agreement Each party designates the individuals ("Contract Administrators") indicated on Exhibit A, Paragraph 12, as said party's contract administrator who is authorized by said party to represent them in the routine administration of this Agreement. 4. Term The term of this Agreement is from June 1, 2007 through May 31, 2010. The Agreement may be extended thereafter with three (3) additional periods of one (1) year with mutual consent by Barney & Barney subj ect to City approval in its sole discretion. 5. Liquidated Damages The provisions of this section apply if a Liquidated Damages Rate is provided in Exhibit A, Paragraph 13. It is acknowledged by both parties that time is of the essence in the completion of this Agreement. It is difficult to estimate the amount of damages resulting from delay in performance. The parties have used their judgment to arrive at a reasonable amount to compensate for delay. Failure to complete the Defined Services within the allotted time period specified in this Agreement shall result in the following penalty: For each consecutive calendar day in excess of the time specified for the completion of the respective work assignment or Deliverable, the Broker/Consultant shall pay to the City, or have withheld from monies due, the sum of Liquidated Damages Rate provided in Exhibit A, Paragraph 13 ("Liquidated Damages Rate"). Time extensions for delays beyond the Broker/Consultant's control, other than delays caused by the City, shall be requested in writing to the City's Contract Administrator, or designee, prior to the expiration of the specified time. Extensions of time, when granted, will be based upon the 12-9 Page 6 effect of delays to the work and will not be granted for delays to minor portions of work unless it can be shown that such delays did or will delay the progress of the work. 6. Financial Interests of Broker/Consultant A. Broker/Consultant is Designated as an FPPC Filer If Broker/Consultant is designated on Exhibit A, Paragraph 14, as an "FPPC filer", Broker/Consultant is deemed to be a "Broker/Consultant" for the purposes of the Political Reform Act conflict of interest and disclosure provisions, and shall report economic interests to the City Clerk on the required Statement of Economic Interests in such reporting categories as are specified in Paragraph 14 of Exhibit A, or if none are specified, then as determined by the City Attorney. B. Decline to Participate Regardless of whether Broker/Consultant is designated as an FPPC Filer, Broker/Consultant shall not make, or participate in making or in any way attempt to use Broker/Consultant's position to influence a governmental decision in which Broker/Consultant knows or has reason to know Broker/Consultant has a financial interest other than the compensation promised by this Agreement. C. Search to Determine Economic Interests Regardless of whether Broker/Consultant is designated as an FPPC Filer, Broker/Consultant warrants and represents that Broker/Consultant has diligently conducted a search and inventory of Broker/Consultant's economic interests, as the term is used in the regulations promulgated by the Fair Political Practices Commission, and has determined that Broker/Consultant does not, to the best of Broker/Consultant's knowledge, have an economic interest which would conflict with Broker/Consultant's duties under this agreement. D. Promise Not to Acquire Conflicting Interests Regardless of whether Broker/Consultant is designated as an FPPC Filer, Broker/Consultant further warrants and represents that Broker/Consultant will not acquire, obtain, or assume an economic interest during the term of this Agreement which would constitute a conflict of interest as prohibited by the Fair Political Practices Act. E. Duty to Advise of Conflicting Interests Regardless of whether Broker/Consultant is designated as an FPPC Filer, Broker/Consultant further warrants and represents that Broker/Consultant will immediately advise the City Attorney of City if Broker/Consultant learns of an economic interest of Broker/Consultant's that may result in a conflict of interest for the purpose of the Fair Political Practices Act, and regulations promulgated thereunder.e F. Specific Warranties Against Economic Interests 12-10 Page 7 Broker/Consultant warrants and represents that neither Broker/Consultant, nor Broker/Consultant's immediate family members, nor Broker/Consultant's employees or agents ("Broker/Consultant Associates") presently have any interest, directly or indirectly, whatsoever in any property which may be the subject matter of the DefIned Services, or in any property within 2 radial miles from the exterior boundaries of any property which may be the subj ect matter of the DefIned Services, ("Prohibited Interest"), other than as listed in Exhibit A, Paragraph 14. Broker/Consultant further warrants and represents that no promise of future employment, remuneration, consideration, gratuity or other reward or gain has been made to Broker/Consultant or Broker/Consultant Associates in connection with Broker/Consultant's performance of this Agreement. Broker/Consultant promises to advise City of any such promise that may be made during the Term of this Agreement, or for twelve months thereafter. Broker/Consultant agrees that Broker/Consultant Associates shall not acquire any such Prohibited Interest within the Term of this Agreement, or for twelve months after the expiration of this Agreement, except with the written permission of City. Broker/Consultant may not conduct or solicit any business for any party to this Agreement, or for any third party that may be in conflict with Broker/Consultant's responsibilities under this Agreement, except with the written permission of City. 7. Hold Harmless Broker/Consultant shall defend, indemnity, protect and hold harmless the City, its elected and appointed offIcers and employees, from and against all claims for damages, liability, cost and expense (including without limitation attorneys fees) arising out of or alleged by third parties to be the result of the negligent acts, errors or omissions or the willful misconduct of the Broker/Consultant, and Broker/Consultant's employees, subcontractors or other persons, agencies or fIrms for whom Broker/Consultant is legally responsible in connection with the execution of the work covered by this Agreement, except only for those claims, damages, liability, costs and expenses (including without limitations, attorneys fees) arising from the sole negligence or sole willful misconduct of the City, its offIcers, employees. Also covered is liability arising from, connected with, caused by or claimed to be caused by the active or passive negligent acts or omissions of the City, its agents, offIcers, or employees which may be in combination with the active or passive negligent acts or omissions of the Broker/Consultant, its employees, agents or offIcers, or any third party. With respect to losses arising from Broker/Consultant's professional errors or OffilSSlOns, Broker/Consultant shall defend, indemnity, protect and hold harmless the City, its elected and appointed offIcers and employees, from and against all claims for damages, liability, cost and expense (including without limitation attorneys fees) except for those claims arising from the negligence or willful misconduct of City, its offIcers or employees. Broker/Consultant's indemnifIcation shall include any and all costs, expenses, attorneys fees and liability incurred by the City, its offIcers, agents or employees in defending against such 12-11 Page 8 claims, whether the same proceed to judgment or not. Broker/Consultant's obligations under this Section shall not be limited by any prior or subsequent declaration by the Broker/Consultant. Broker/Consultant's obligations under this Section shall survive the termination of this Agreement. For those professionals who are required to be licensed by the state (e.g. architects, landscape architects, surveyors and engineers), the following indemnification provisions should be utilized: (I) Indemnification and Hold Harmless Agreement , With respect to any liability, including but not limited to claims asserted or costs, losses, attorney fees, or payments for injury to any person or property caused or claimed to be caused by the acts or omissions of the Broker/Consultant, or Broker/Consultant's employees, agents, and officers, arising out of any services performed involving this project, except liability for Professional Services covered under Section 7.2, the Broker/Consultant agrees to defend, indemnifY, protect, and hold harmless the City, its agents, officers, or employees from and against all liability. Also covered is liability arising from, connected with, caused by, or claimed to be caused by the active or passive negligent acts or omissions of the City, its agents, officers, or employees which may be in combination with the active or passive negligent acts or omissions of the Broker/Consultant, its employees, agents or officers, or any third patty. The Broker/Consultant's duty to indemnifY, protect and hold harmless shall not include any claims or liabilities arising from the sole negligence or sole willful misconduct of the City, its agents, officers or employees. This section in no way alters, affects or modifies the Broker/Consultant's obligation and duties under Section Exhibit A to this Agreement. (2) Indemnification for Professional Services. As to the Broker/Consultant's professional obligation, work or services involving this Project, the Broker/Consultant agrees to indemnifY, defend and hold harmless the City, its agents, officers and employees from and against any and all liability, claims, costs, and damages, including but not limited to, attorneys fees, that arise out of, or pertain to, or relate to the negligence, recklessness or willful misconduct of Broker/Consultant and its agents in the performance of services under this agreement, but this indemnity does not apply liability for damages for death or bodily injury to persons, injury to property, or other loss, arising from the sole negligence, willful misconduct or defects in design by City or the agents, servants, or independent contractors who are directly responsible to City, or arising from the active negligence of City. 8. Termination of Agreement for Cause If, through any cause, Broker/Consultant shall fail to fulfill in a timely and proper manner Broker/Consultant's obligations under this Agreement, or if Broker/Consultant shall violate any of the covenants, agreements or stipulations of this Agreement, City shall have the right to terminate this Agreement by giving written notice to Broker/Consultant of such termination and specifYing the effective date thereof at least five (5) days before the effective date of such termination. In that event, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by Broker/Consultant shall, at the option of the City, 12-12 Page 9 become the property of the City, and Broker/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 Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused City by Broker/Consultant's breach. 9. Errors and Omissions In the event that the City Administrator determines that the Broker/Consultants' negligence, errors, or omissions in the performance of work under this Agreement has resulted in expense to City greater than would have resulted if there were no such negligence, errors, omissions, Broker/Consultant shall reimburse City for any additional expenses incurred by the City. Nothing herein is intended to limit City's rights under other provisions of this agreement. 10. Termination of Agreement for Convenience of City City may terminate this Agreement at any time and for any reason, by giving specific written notice to Broker/Consultant of such termination and specifying the effective date thereof, at least thirty (30) days before the effective date of such termination. In that event, all finished and unfinished documents and other materials described hereinabove shall, at the option of the City, become City's sole and exclusive property. If the Agreement is terminated by City as provided in this paragraph, Broker/Consultant shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials to the effective date of such termination. Broker/Consultant hereby expressly waives any and all claims for damages or compensation arising under this Agreement except as set forth herein. II. Assignability The services of Broker/Consultant are personal to the City, and Broker/Consultant shall not assign any interest in this Agreement, and shall not transfer any interest in the same (whether by assignment or notation), without prior written consent of City. City hereby consents to the assignment of the portions of the Defined Services identified in Exhibit A, Paragraph 16 to the subconsultants identified as "Permitted Subconsultants". 12. Ownership, Publication, Reproduction and Use of Material All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems and any other materials or properties produced under this Agreement shall be the sole and exclusive property of City. No such materials or properties produced in whole or in part under this Agreement shall be subject to private use, copyrights or patent rights by Broker/Consultant in the United States or in any other country without the express written consent of City. City shall have unrestricted authority to publish, disclose (except as may be limited by the provisions of the Public Records Act), distribute, and otherwise use, copyright or patent, in whole or in part, any such reports, studies, data, statistics, forms or other materials or properties produced under this Agreement. 13. Independent Contractor 12-13 Page 10 City is interested only in the results obtained and Broker/Consultant shall perform as an independent contractor with sole control of the manner and means of performing the services required under this Agreement. City maintains the right only to reject or accept Broker/Consultant's work products. Broker/Consultant and any of the Broker/Consultant's agents, employees or representatives are, for all purposes under this Agreement, an independent contractor and shall not be deemed to be an employee of City, and none of them shall be entitled to any benefits to which City employees are entitled including but not limited to, overtime, retirement benefits, worker's compensation benefits, injury leave or other leave benefits. Therefore, City will not withhold state or federal income tax, social security tax or any other payroll tax, and Broker/Consultant shall be solely responsible for the payment of same and shall hold the City harmless with regard thereto. 14. Administrative Claims Requirements and Procedures No suit or arbitration shall be brought arising out of this Agreement, against the City unless a claim has first been presented in writing and filed with the City and acted upon by the City in accordance with the procedures set forth in Chapter 1.34 of the Chula Vista Municipal Code, as same may from time to time be amended, the provisions of which are incorporated by this reference as if fully set forth herein, and such policies and procedures used by the City in the implementation of same. . Upon request by City, Broker/Consultant shall meet and confer in good faith with City for the purpose of resolving any dispute over the terms of this Agreement. 15. Attorney's Fees Should a dispute arising out of this Agreement result in litigation, it is agreed that the prevailing party shall be entitled to a judgment against the other for an amount equal to reasonable attorney's fees and court costs incurred. The "prevailing party" shall be deemed to be the party who is awarded substantially the relief sought. 16. Miscellaneous A. Broker/Consultant not authorized to Represent City Unless specifically authorized in writing by City, Broker/Consultant shall have no authority to act as City's agent to bind City to any contractual agreements whatsoever. B. Broker/Consultant is Real Estate Broker and/or Salesman If the box on Exhibit A, Paragraph 15 is marked, the Broker/Consultant and/or their principals is/are licensed with the State of California or some other state as a licensed real estate broker or salesperson. Otherwise, Broker/Consultant represents that neither Broker/Consultant, nor their principals are licensed real estate brokers or salespersons. 12-14 Page II C. Notices All notices, demands or requests provided for or permitted to be given pursuant to this Agreement must be in writing. All notices, demands and requests to be sent to any party shall be deemed to have been properly given or served if personally served or deposited in the United States mail, addressed to such party, postage prepaid, registered or certified, with return receipt requested, at the addresses identified herein as the places of business for each of the designated parties. D. Entire Agreement This Agreement, together with any other written document referred to or contemplated herein, embody the entire Agreement and understanding between the parties relating to the subject matter hereof. Neither this Agreement nor any provision hereof may be amended, modified, waived or discharged except by an instrument in writing executed by the party against which enforcement of such amendment, waiver or discharge is sought. E. Capacity of Parties Each signatory and party hereto hereby warrants and represents to the other party that it has legal authority and capacity and direction from its principal to enter into this Agreement, and that all resolutions or other actions have been taken so as to enable it to enter into this Agreement. F. Governing LawN enue This Agreement shall be governed by and construed in accordance with the laws of the State of California. Any action arising under or relating to this Agreement shall be brought only in the federal or state courts located in San Diego County, State of California, and if applicable, the City of Chula Vista, or as close thereto as possible. Venue for this Agreement, and performance hereunder, shall be the City ofChula Vista. 12-15 Page 12 Signature Page to Agreement Between City of Chula Vista and Barney & Barney, LLC For Employee Benefits Brokerage and Consulting Services IN WITNESS WHEREOF, City and Broker/Consultant have executed this Agreement thereby indicating that they have read and understood same, and indicate their full and complete consent to its terms: Dated: City of Chula Vista By: Cheryl Cox, Mayor Attest: Susan Bigdow, City Clerk Approved as to form: Ann Moore, City Attorney Dated: d'Pr" / 2 "i'" 2 ()J 7 Barney & Barney, LLC. ~~~~ By/vr'ff) / Exhibit List to Agreement (X) Exhibit A. 12-16 pageD A3N~YS , A3N~YS-WOJ, WdSE:vO ,OOZ-SZ-Jdy OSS-, ZOO/ZOO.d ,ES-, Exhibit A to Agreement between City of Chula Vista and Barney & Barney LLC L Effective Date of Agreement: June 1. 2007 2. City-Related Entity: (X) City of Chula Vista, a municipal chartered corporation of the State of California ( ) Redevelopment Agency of the City of Chula Vista, a political subdivision of the State of California ( ) Industrial Development Authority of the City of Chula Vista, a ( ) Other: , a [insert business form] ("City") 3. Place of Business for City: City of Chula Vista 276 Fourth Avenue Chula Vista, CA 91910 4. Broker/Consultant: Barney & Barney, LLC 5. Business Form of Broker/Consultant: ( ) Sole Proprietorship ( ) Partnership ( ) Corporation (X) Limited Liability Corporation 6. Place of Business, Telephone and Fax Number of Broker/Consultant: Barney & Barney, LLC 9171 Towne Centre Drive, Suite 500 San Diego, CA 92122 Telephone: (858) 457-3414 Fax: (858) 909-9790 12-17 Page 14 7. General Duties: To perform for the City consulting and brokerage services as described in Paragraph 8, Scope of Work and Schedule below. 8. Scope of Work and Schedule: A. Detailed Scope of Work: Plan Design Consultation . Assist with the development of employee benefit plan goals and strategies including benefit design, cost, employee/employer contributions, communications, and funding. . Provide to the City and the Employee Benefits Insurance Committee analyses of existing plans, offer new ideas, including alternative funding arrangements, and provide cost estimates and supporting recommendations. . Provide regular information to City and the Employee Benefits Insurance Committee on benefit trends, industry best practices, new benefit developments and options. . Assist in the implementation and administration of new programs or changes to existing programs. Marketing and Renewal · To annually assist in the redesign and implementation of the City's benefits plans, related to premiums, benefit levels, plan design, and special terms and conditions. This redesign may include, but not be limited to, medical, dental, vision, life, short term and long-term disability plans and Employee Assistance Program (EAP). . Work with the City and its Employee Benefits Insurance Committee to develop objectives and plan designs to include in Requests for Proposals (RFP). · Prepare detailed specifications for Requests for Proposals for all defmed services, including but not limited to medical, dental, vision, life insurance and disability insurance. . Submit RFPs to insurance markets/vendors. · Review each proposal; and negotiate the best rates and conditions in accordance with City's specifications. 12-18 Page 15 . Prepare an evaluation of the proposals to simplify the comparative differences and important components of the proposals. Evaluation will include recommendations to the City concerning such proposals. . Evaluate renewals proposed by insurance companies. Negotiate rates with companies after analyzing current experience, retention, previous years' financial results and the marketplace. . Plan costs - analyze current plan costs of all benefits compared to prior years' costs. . Financial Accounting - review quarterly and plan year financial summaries for complete cost breakdown. Provide to the City analyses of costs including premium, benefits benchmarking reports, claims and reserve levels, expenses, pooling levels, margins, and overall effectiveness of funding arrangement. . Assist with preparation of open enrollment communication materials and orgarnzmg vendor participation at open enrollment meetings. . Assist the City in the development of communication materials including drafting of employee benefit summaries for new employee/open enrollment packets and to coordinate the design, editing, printing and production of those materials. . Attend and assist with the open enrollment and retiree meetings Administration . Provide a team that will be available and responsive to the City's Human Resources staff on a timely basis. . Attend Benefits Insurance Committee meetings and other meetings, as necessary. . Assist the City with collective bargaining activities related to the employee benefits programs, including attendance at meetings with representatives from the City and various bargaining units. . Provide assistance to the City with claims questions and appeals. . Provide assistance to City with problems regarding billing, enrollments, terminations and bill reconciliation. . Prepare and present quarterly financial reports of insurance providers to the City. . Organize meetings or conference calls, at least quarterly, to review fmancial experience, claims and administrative issues, proposed and enacted legislation, and benefit trends. 12-19 Page 16 . Notify carriers of any benefit or administrative changes. . Monitor benefit plan insurance carriers and claims administrators and providers to ensure smooth administration. . Review contracts; plan documents, insurance policies and other documents for applicability, accuracy and consistency. . Organize and sponsor an annual Employee Benefits Fair and assist in organizing the City Wellness program. . Assist the City with the development of performance guarantees relating to vendors' performance of services for City and evaluate the performance of vendors. . Provide recommendations for self-fimded plans. Legislative/Regulatory Compliance . Legislative Notification - keep City abreast of proposed and enacted legislation and regulations through newsletters and ongoing communication. Determine implications of enacted legislation and recommend benefit or fimding revisions when appropriate. . Regulatory Compliance - offer assistance to the City's legal counsel in the interpretation of government laws and regulations promulgated by federal and state agencies. . Offer seminars and workshops on employee benefits compliance updates. Additional Available Services 1. Flexible plan administration. 2. COBRA administration. 3. Assist the City in obtaining translation services for benefit plan documents and forms. 4. Assist the City in selecting and implementing a Web-based employee benefits administration system. B. Date for Commencement of Broker/Consultant Services: (X) Same as Effective Date of Agreement ( ) Other: 12-20 Page 17 C. Dates or Time Limits for Delivery of Deliverables: N/A Deliverable No.1: Deliverable No.2: Deliverable No.3: D. Date for completion of all Broker/Consultant services: This is a three (3) year Agreement and shall commence on June 1,2007. This Agreement may be extended for three additional one (I) year periods with mutual consent by Barney & Barney subj ect to City approval in its sole discretion. 9. Materials Required to be Supplied by City to Broker/Consultant: (X) Broker/Consultant Agreement between City and Barney & Barney, LLC (X) All available documents related to tbe administration of tbe City's benefits including related City policies and procedures. 10. Compensation: A. ( ) Single Fixed Fee Arrangement. F or performance of all of tbe Defmed Services by Broker/Consultant as herein required, City shall pay a single fixed fee in tbe amounts and at tbe times or milestones or for tbe Deliverables set fortb below: Single Fixed Fee Amount: , payable as follows: B. ( ) Phased Fixed Fee Arrangement. For tbe performance of each phase or portion of tbe Defmed Services by Broker/Consultant as are separately identified below, City shall pay tbe fixed fee associated witb each phase of Services, in tbe amounts and at tbe times or milestones or Deliverables set fortb. Broker/Consultant shall not commence Services under any Phase, and shall not be entitled to the compensation for a Phase, unless City shall have issued a notice to proceed to Broker/Consultant as to said Phase. c. ( ) Hourly Rate Arrangement For performance oftbe Defmed Services by Broker/Consultant as herein required, City shall pay Broker/Consultant for tbe productive hours of time spent by Broker/Consultant in tbe performance of said Services, at tbe rates or amounts set fortb in tbe Rate Schedule herein below according to tbe following terms and conditions: 12-21 Page 18 D. (X) Commission Arrangement For performance of all of the Defined Services by Broker/Consultant as herein required, the Broker/Consultant shall be compensated for the all the Defined Services by commissions from, but not limited to, the insurance companies that provide the following coverage to the City: o Medical Coverage o Dental Coverage o Vision Coverage o Life Insurance o Short-term/Long-term Disability Insurance For the period May 1,2007 through December 31, 2007, compensation will be in accordance with the current commission schedules for each of the City's employee benefits insurance companies and benefits providers. Effective January 1,2008, the commission schedules will be changed to the following: . Kaiser Medical Plans: 1.3% of premiums . PacifiCare HMO, POS and PPO Medical Plans: 1.3% of premiums (This will also apply to any HMO, PPO or POS plans implemented by the City which replace or are offered to City employees in addition to the PacifiCare medical plans.) . Delta Dental Prepaid/PMI Dental Plan: 5.0% of premiums. (This will also apply to any prepaid/dental HMO plans implemented by the City, which replace or are offered to City employees in addition to the Delta Dental PMI Plan.) . Delta Dental PPO Plan: No commissions are payable. (This will also apply to any PPO dental plans implemented by the City, which replace or are offered to City employees in addition to the Delta Dental PPO Plan.) . Spectera Vision: 5.0% of premiums. (This will also apply to any V1SlOn plans implemented by the City, which replace or are offered to City employees in addition to the Spectera Vision Plan.) . MetLife Basic & Voluntary Life and AD&D Plans: 5.0% of premiums. (This will also apply to any Basic and Voluntary Life and AD&D plans implemented by the City, which replace or are offered to City employees in addition to the MetLife Plans.) . UNUM Short and Long Term Disability Plans: 5.0% of premiums. (This will also apply to any insured short and long-term disability plans implemented by the City, which replace or are offered to City employees in addition to the UNUM Disability Plans.) If the City implements any benefits plans through Broker/Consultant in addition to the plans specified above, the City must review and approve the commission schedule payable to Broker/Consultant before such plans are implemented. 12-22 Page 19 Additional compensation may be required for services provided outside of the scope of this Agreement, as agreed to by both parties in advance of the work being performed. Note: Contingency Income Many insurance companies and HMOs have implemented "contingency" programs, which pay special compensation to certain brokers. These arrangements are typically based on the volume of the broker's entire block of business with a company. Payments are not tied to specific clients and are not guaranteed. Barney & Barney's recommendations regarding HMOs and insurance companies are exclusively based on benefit levels, provider networks, service capabilities, the financial strength of companies, and the lowest immediate and long term cost for our clients. The amount of commissions or contingency possibilities are not considered when making recommendations. In addition, Broker/Consultant clients always make the final decisions regarding the selection of an HMO or insurance company. Broker/Consultant shall provide to the City a report of all premiums and commissions received by Broker/Consultant on the City's employee benefits plans on a quarterly basis. 11. Materials Reimbursement Arrangement For the cost of out of pocket expenses incurred by Broker/Consultant in the performance of services herein required, City shall pay Broker/Consultant at the rates or amounts set forth below: (X) None, the compensation includes all costs. 12. Contract Administrators: City: Kelley Bacon Assistant Director of Human Resources 276 Fourth Avenue, Chula Vista, CA 91910 Telephone: (619) 691-5144 Fax: (619) 691-476-2348 Broker/Consultant: Daniel Murphy Principal Emeritus Barney & Barney, LLC 9171 Towne Centre Drive, Suite 500, San Diego, CA 92122 Telephone: (858) 587-7585 Fax: (858) 909-9790 13. Liquidated Damages Rate: ( ) $ ( ) Other: per day. 12-23 Page 20 14. Statement of Economic Interests, Broker/Consultant Reporting Categories, per Conflict of Interest Code: (X) Not Applicable. Not an FPPC Filer. 15. ( ) Broker/Consultant is Real Estate Broker and/or Salesman 16. Permitted Subconsultants: 16. Bill Processing: A. Broker/Consultant's Billing to be submitted for the following period of time: ( ) Monthly ( ) Quarter! y ( ) Other: B. Day of the Period for submission of Broker/Consultant's Billing: ( ) First of the Month ( ) 15th Day of each Month ( ) End of the Month ( ) Other: C. City's Account Number: 17. Security for Performance ( ) Performance Bond, $ ( ) Letter of Credit, $ ( ) Other Security: Type: Amount: $ ( ) Retention. If this space is checked, then notwithstanding other provisions to the contrary requiring the payment of compensation to the Broker/Consultant sooner, the City shall be entitled to retain, at their option, either the following "Retention Percentage" or "Retention Amount" until the City determines that the Retention Release Event, listed below, has occurred: ( ) Retention Percentage: ( ) Retention Amount: $ % Retention Release Event: ( ) Completion of All Broker/Consultant Services ( ) Other: 12-24 Page 21 CITY OF CHULA VISTA BARNEY & BARNEY RESPONSE TO REQUEST FOR PROPOSALS FOR EMPLOYEE BENEFITS BROKER/CONSULTANT SERVICES March 9, 2007 ATTACHMENTB BARNEY&BARNElcc 12-25 :L:J__U-~L:...:.;" ~,._'i,..~. ~,':~ ~\' ~;~-d::_~^::=~.::-~.;-i?_~~s~2~;~:/:c _~~~.: : ~2;'L~~,i .,.---.-,,-,,"..,,---. -".,', .'--=........---~~ City of Chula Vista Human Resources Department 276 Fourth Avenue Chula Vista, CA 91910 Attention: Edith G. Quicho, Benefits Manager Dear Edith, Barney & Barney would like to thank the City of Chula Vista for your consideration of our proposal for Employee Benefits Broker/Consultant Services. Founded, privately owned and locally operated by citizens of San Diego County since 1909, Barney & Barney has served the local employer community with distinction for nearly a century. We are proud of our heritage and would be honored to serve as your employee benefits broker/consultant. Throughout our history, our simple fonnula for success has been the same-work hard and deliver more than expected through exemplary service and innovative programs and products to our clients. This philosophy continues to be our driving force today. We have assembled a stellar team to exceed your expectations. Principal Emeritus Dan Murphy, Account Executive Suzanne Whitlock, Account Executive Sharlene Langhoff, and Benefit Anaiyst Jenny Bustria collectively have more than 75 years of employee benefits industry experience. Our San Diego clientele includes many public sector entities: the County of San Diego, the San Diego Unified School District, the City of San Marcos and many of the County's public employers. We have been working closely with public agencies and governmental entities for decades and know how to optimize public agency resources. We understand their unique procurement and decision processes. We appreciate the political and operational complexities of public accountability and organized labor. We recognize the value of impartiality with insurance companies and benefit plan providers and the need to thoroughly review all products, designs and funding options. As a locally owned and operated company, our 21 principals and 230 associates share common interests in the success of San Diego citizens. We support numerous community and philanthropic causes, and have a vested interest in the health and welfare of the people in our County. After all, we live and work here too! We embrace our role as a steward of local resources, advocating our client's interests on health care provider boards, heaith and welfare insurance company advisory councils and government agency health care task forces. We are among the largest privately held insurance brokerage/consulting firms in California, and have the largest employee benefits practice in the County (SO Business Journal 2006). We know the region, We have the clout to obtain the best service with the best products for the lowest price for our clients. We have excellent relationships with all of the major health plans and insurance companies. Our size and our reputation for integrity and fairness allow us to obtain favorable decisions for our clients. Our strength lies in developing long-term strategies that anticipate future needs. Our hands-on, collaborative approach enables us to develop proactive, innovative and cost-effective solutions to meet the City's specific requirements, strategic goals and objectives. BARNEY&BARNEY= ;! Page I :.i,,:;,;~,:..:~"',_\ ..~_:. ~~".::":' ':.~:)j...:.._~ __-~ ':',^,_~:.~-~::.:.~i:c_,: " -. ....--..". ""-.' --',' .......,...'.-.-....-,-....'-.". .._,..-,-.-:::'......._, .---.:::..,-..::.,.,-...,......':'-'.,.,.-. .. ,-L__-::::'--':.L~::~:"',. _~-,_._.."'" Edith Quicho March 9, 2007 Page 2 We keep clients abreast of legislative developments, product innovations, insurance company trends and new opportunities. And we help clients communicate benefits to their employees and retirees, helping to maximize the value of investment in their benefit plans. Barney & Barney is willing and uniquely capable of performing all the Consultant and Broker Services outlined by the City of Chula Vista. Our proposal is a firm offer. You will enjoy working with us. We work hard and we work smart. We are results-oriented; our 'associates are accountable and deliver that which we promise. Thank you again for the opportunity to respond to your RFP. We look forward to meeting your team during the interview phase of your selection process. Best Regards, ~~.~~ ufj Principal Emerit BARNEY&BARNEY~ Page 2 6.2.1 Executive Summary Barney & Barney's strongest differentiators are: a. Local Ownership: All of our resources are right here in San Diego immediately available to the City of Chula Vista. Our mission is to serve San Diego, not to answer to faraway stockholders with faraway resources. We have the experience and size to truly understand San Diego employers and employees. We have excellent relations with health care providers such as the Sharp, Scripps, Tri-City and Palomar-Pomerado Health Systems and Kaiser in a way that no out-of-town organization can. With local ownership comes responsibility to support local charitable and civic organizations. Our owners and staff have committed time and financial resources in support of our community's needs. b. San Diego's Largest Employee Benefit Broker/Consultant: There is a good reason why Barney & Bamey's Employee Benefit Department continues to grow. We are committed to: . Proactive Innovation - We are the experts in the employee benefits business. It is our responsibility to understand our clients' unique benefits goals and objectives, to anticipate their needs and requirements, and to create and develop creative, innovative solutions to achieve our clients' goals. . Aggressive, Effective Advocacy - Ultimately, Barney & Barney is retained to be an aggressive, effective advocate for both employers and their employees with regard to obtaining the best possible benefits for the least short and long term cost. . Responsive, Personal Service - We believe it is our personal responsibility to respond rapidly and to adopt our clienfs problems as our own. In addition, we are dedicated to removing as much of the administrative burden associated with the benefits program from the shoulders of our clients and their employees. c. Stability: Our employee retention rate has been 92% over the past five years. This provides extraordinary stability in our client relationships. Our clients do not perceive us as external consultants, but rather long-standing friends and members of their team. d. Experience and Reputation: We have been in San Diego for almost 100 years. Our firm's clientele include San Diego's largest and most prestigious employers, including many public agencies. We have the clout to obtain the best service with the best benefits for the lowest price for our clients. Over the years we have been recognized for our expertise, integrity and marketplace ethics, and have been proud of our recognition, including the following awards: . Belter Business Bureau Torch Award for Marketplace Ethics . Belter Business Bureau Award for Business Integrity . 12-time winner of the PAR Excellence Award which, through a third party audit, recognizes our associates' continued commitment to excellence in client service and quality management . The Independent Insurance Agents & Brokers of America (IIABA) Best Practices Award as the 'Top Performing Brokerage Firm'. e. Our People: Our associates are dedicated, knowledgeable, experienced individuals. They consider themselves to be the stewards of their clients' plans and take personal responsibility for the success of those plans. We never forget that these plans affect thousands of employees and their dependents, the City's most valuable resource. It is a serious honor and responsibility. BARN:Y&BARNE'b -2& Page 3 _ ___ 0___ _~o'-_."';o_.-__'-;;".__,,_o._.~_.-_,_ ___ _:::__~"",-,~ 6.2.2 Identification of Proposer a. Legal name and address of Proposer Barney & Barney, LLC 9171 Towne Centre Drive, Suite 500 San Diego, CA 92122 The above address is the primary location as well as the location that will be responsible for supporting City of Chula Vista. b. Legallorm of Proposer (partnership, professional corporation, joint venture, etc.) Barney & Barney is a California Limited Liability Corporation (LLC). Barney & Barney is a privately held firm with 21 Principals who are active in daily operations and committed to maintaining steady, organic grow1h. Our dedication to remaining private allows us to be accountable only to our clients, not stockholders or a distant corporate headquarters. In addition, clients have direct access to our owners, assuring client focus and relationship stability. c. Addresses of office(s) located in San Diego County 9171 Towne Centre Drive, Suite 500 San Diego, CA 92122 The above address is Barney & Barney headquarters and our oniy San Diego County location. Additionally, we have an office in Orange County. d. Number of years that Proposer has maintained office in San Diego County 98 years (since 1909) e. Number of employees in San Diego County 230 employees f. Name, title, address and telephone number of person to contact concerning the Proposal. Dan Murphy, Principal Emeritus 9171 Towne Center Drive, Suite 500, San Diego, CA 92122 (858) 587-7585 DanM@barneyandbarney.com Barney & Barney is a full service insurance brokerage and consulting firm, which has been assisting businesses in San Diego and throughout the country since 1909. Our firm is organized into five operating divisions. Service is delivered by client teams that provide expertise, responsiveness and cost-effective solutions focused on the particular needs of each client. Our associates work as insurance consultants to the client's management team, providing practical, innovative solutions, as well as sound advice. BARNEY&BARNEY~ Page 4 _.''1,.-_-,,_- , -,,--,' - " -.,- _"i"o.',_,''',,,', ,,,,,,,,,,,_,,:''''. ,';XL~:..~:L:li~:.::i;.::l-'~C:::.';_:-:: ",',':""""",':,,'--,-,:,',,':-C"'_,' "'"._-",',--",,,,-, >'~:;E-'.";;:\;:>~: .".."'----~=- ~-,".'~~ . Our Employee Benefits Department is San Diego's largest with 7 Principals (owners) and 65 Associates who are responsible for over $325 million in employee benefits premiums, claims and retirement plans representing over 125,000 employees and their families. We have grown up with San Diego and enjoy a rich heritage of meeting the demands of changing market conditions and having the foresight to understand the impact of those changes. A highly accomplished team of specialists is committed to developing and implementing employee benefits programs that are tailored to the unique objectives of each client with special emphasis on the lowest possible cost for the highest level of benefits. 6.2.3 Specialized Experience Describe Proposer's experience and qualifications as they pertain to the City's specific objectives outlined in Section 3.0 of this request. Barney & Barney added employee benefit consulting and brokerage services in 1952. Since that time we have assisted employers of every size and have grown to be the largest employee benefits brokerlconsultant in San Diego County. The core values of our Employee Benefits Department are: . Technical Excellence - The insurance business is extremely complex requiring knowledge of benefit designs, underwriting, claims processing, experience report interpretation, funding alternatives, communications skills, federal and state legislation and regulations, and insurance markets. Barney & Bamey expects its associates to pursue the highest levels of excellence and education in every area of their field of expertise. Our commitment to ongoing education is supported by our in-house training program, Barney & Barney University, which offers our associates classes on a broad range of informational and technical topics. We also provide a wide range of seminars throughout the year to our clients and associates dealing with legislative and industry issues and regulations. . Attention to Oetail- The complexity of employee benefits programs requires a keen eye to ensure the smallest details are accurate. Contracts, employee communications, experience reports, legislative compliance, renewal calculations must be concise, thorough and accurate; otherwise, employees may not have accurate understanding of their benefits, and employers may be financially at risk for claims or litigation. . Aggressive, Effective Advocacy - Ultimately, Barney & Barney is retained to be an aggressive, effective advocate for both employers and their employees with regard to obtaining the best possible benefits for the least short and long term cost. This also includes effective advocacy for employees when they have problems with claims or obtaining the best possible care from health care providers, or merely assisting them with understanding their benefits. . Responsive, Personal Service - When an employer or employee contacts us for assistance, they generally need immediate help. We believe it is our personal responsibility to respond rapidly and to adopt our client's problems as our own. Our clients place their trust in us to resolve any and every issue as if it were our own problem, no matter how small and no matter when the problem arises. In addition, we are dedicated to removing as much of the administrative burden associated with the benefits program from the shoulders of our clients and their employees. B/I..RNEY&BARNE'b Page 5 ,..-..-.....-... ".''''.'''--.''-. '0 _-" _"..' - '_ ,. .c, -._'. ._-'-~'-_:.- '.'-' - ,'.--"",:':-. ...,....-'..:'.,< . I~, _," -- - ~ u_ .. ..2:l-_c,___!.-......... ___-c,c. .._...__......_.--:_..:;_.-'.-.......~,__.,_"-'.~._-;::.;.:.:.'...",:: '__;_~ :s-~'"....: ""' .,.........:.,_..oc..-__cc_:-.-< ".C.-.'. . '~'-""-'_"''-=-='"~,,.,,"_...''-~'_:..._-,,"> . Proactive, Creative Innovation - We are the experts in the employee benefits business. It is our responsibility to understand our clients' unique benefits goais and objectives, to anticipate their needs and requirements, and to create and develop creative, innovative solutions to achieve our clients' goals. . Integrity - Integrity is so much more than mere honesty. It is a personal commitment to be personaliy invested in City of Chula Vista's employee benefits program so that City of Chula Vista and its employees can trust that Barney & Barney will always put City of Chula Vista's interests first and that the Barney & Barney team will strive to provide to City of Chula Vista the most comprehensive benefits and services at the lowest short and long term price. Consultant Services: Barney & Barney Is the market leader in developing creative, innovative plan designs for each component of an employer's benefits program. This must be done with great sensitivity for both protecting employees and staying within an employer's budget. Our principal objectives include: . Providing financial protection against significant life issues from large medical expenses to employee death or disability, . Enhancing freedom of patient choice of providers, . Protecting patient access to high quality, medically necessary health care services, and . Creating a program that is affordable in both the short and long term for the employees and the employer. Strategic Planning is a continuing process of working with employee organizations, management and joint labor-management insurance committees. 2. Administration: One of our most important roles is to reduce as much as possible the burden of administration from our clients' human resources departments. This includes establishing internet-based administration and enrollment systems to merely helping employees with their questions on their benefits programs. In this increasingly challenging environment, we will become an integral component of the City's Human Resources team. 3. Experience Reports: Experience reports from health plans are created for the benefit of the health plans rather than employers and employees. We re-engineer experience reports to be truly useful in the understanding and management of the employee benefits programs. 4. Proactive advice on plan design and funding: In addition to creating effective plan designs as discussed above, virtually all of our major clients have implemented alternate funding methods for some of their benefits programs. This includes minimum premium and selHunded arrangements. We assist in the development of reports, reserves, funding rates and administrative systems for each of these arrangements. 5. Employee Surveys: Barney & Barney obtains information from employees through Open Enrollment meetings, employee surveys and working closely. with the leadership of employee organizations and unions. This is invaluable in developing strategic plans and implementing effective benefits programs. I3ARl'H&BARf'-.lEY~ Page 6 -,..'-..-.__..,..,.-.'..-.."..,....:,.,':,..-..,.....,- - "-. -'-~--_.. -'-.. -~,.'~-~.--=--,-- 6. Communications: The information provided by health plans and insurance companies is often so voluminous that it is Incomprehensibie for employees. Barney & Barney drafts special materials for new employees and for open enrollment that are concise, comprehensive and easily understood so that employees truly understand and appreciate their benefits. In addition, we prefer to conduct open enrollment meetings rather than insurance company salespersons so that the employees have a good understanding of their benefits and so that we can receive feedback to improve the entire benefits programs. In addition, we arrange annual Health Fairs so that employees can meet and ask questions of their employee benefits vendors and even health care providers like Kaiser or Sharp Rees-Stealy Medical Group. 7. Collective Bargaining and Insurance Committee Involvement: This is a particular area of expertise for Barney & Barney. We have earned the highest level of trust from both management and employee organizations in providing assistance and education on the benefits programs. We understand how important It is to be forthright and honest in all our communications in negotiations and regular insurance committee meetings. We have earned the trust of the labor unions at San Diego City Schools; County of San Diego; City of San Marcos; Grossmont, La Mesa-Spring Valley, Poway, Vista and many other school districts. We look forward to working with the City's Insurance Committee to enhance your benefits programs. 8. Review booklets and contracts: Most of the materials prepared by insurance companies and health plans contain errors that can adversely affect the employees or the employer. This is a critical service that we provide for all our clients. 9. Benefits Fairs and Wellness Programs: Barney & Barney is strongly committed to implementing effective Wellness Programs. That is one of the only ways to reduce the demand for increasingly expensive health care services. One example is the program that we designed for La Mesa- Spring Valley School District. In 2006, employees lost 2,000 pounds-one ton as a result of the innovative program that we designed. This has improved the health and productivity of the employees, and will undoubtediy reduce health care costs. 10. 11.& 13: Legislative Assistance: The employee benefits field continues to change and evolve at a rapid pace. Barney & Bamey devotes considerable resources to keep abreast of this changing field. We would hope to meet with the Insurance Committee and the Human Resources Department on a regular basis to educate all about potential and implemented changes in federal, state and IRS regulations. In addition, we actually prepare sample forms and communications pieces for compliance. We regularly publish newsletters on trends and new legislation. We also conduct seminars with outside experts for our clients on a variety of topics related to employee benefits. We also will provide advice and assistance with understanding and developing the materials required to comply with I RC Section 125 discrimination tests for your different Section 125 plans. BARNEY&BARNEY~ Page 7 12. Assistance with claims: We are the experts in employee benefits. We stand ready to assist employees directly or to assist the HR staff with claims problems. All the members of our team have a great deal of experience in navigating the insurance industry bureaucracy. Ultimately, these programs are for the benefit of the City's employees and their dependents. It is our responsibility to make certain that the tremendous investment made by the City in these benefits are appreciated and understood by everyone. We take this responsibility very seriously with rapid, personal selVice. Broker SelVices: All of the components of the selVices in this section are at the core of what we do. We have superb relationships with every health plan and insurance carrier actively providing benefits in San Diego County. With the largest book of business in San Diego County, we have the clout to obtain the most favorable package of benefits and premium rates and to obtain special benefits that are not otherwise available. We create and distribute Requests for Proposals to all viable providers of benefits and then prepare an in-depth analysis of the proposals that is comprehensive and yet as concise and clear as possible so that the City and its employee organizations can make the very best decision for its employees. However, this is just the beginning of our work. We then walk with the City and its employees each step of the way so that every aspect of the implementation of the programs is as smooth as possible. Specific SelVices and Requirements: We understand that virtually all of the City's benefits program contracts expire December 31, 2007. We are eager to get started on the entire marketing process including strategic planning with the City and the Insurance Committee. We will be prepared with all analyses before August 15 so that there is sufficient time to prepare for and conduct the annual Open Enrollment meetings. 6.2.4 Proposed Method to Accomplish the Work Describe the Proposer's strategy and technique to meet the City's needs as outlined in Section 3.0. Explain the method to market the insurance plans and evaluate proposals from benefit providers. Consulting Services - Strategy Before we develop a strategy to evaluate the effectiveness of City of Chula Vista's plans, we first must understand the City of Chula Vista's objectives and financial goals for its benefits programs. This is done through strategic planning sessions with the management of City of Chula Vista and the Insurance Committee. Next, we evaluate the benefits plan designs and costs to identify places where your goals are not being met. We conduct detailed evaluations of the claims experience to identify areas that have abnormally high or low utilization relative to normative data. Next, we evaluate each provider to assure that they are utilizing best practices for efficient, effective selVice at the lowest possible cost. Finally, we compare the entire benefits program and cost of program with our clients in similar industries and with national and regional benchmarking data, which is part of our HR Advisor program. BAR~&BARNEY~ Page 8 -:(:i~' ','. .., .f' i _:'~ .>......;..;~:".. .-~".-~-,......._.. :'.>--; ,.- Other tools utilized for the evaluation process include employee questionnaires, employee focus groups and surveys sent to employers with whom our client competes for employees. Once this evaluation is completed, we will report our findings to City of Chula Vista with detailed recommendations. It should be emphasized that this process is not a one time event, but a continuous process of monitoring the effectiveness of the program relative to a client's changing financial and human resources objectives. It would be our intention to meet with the City of Chula Vista Human Resource representatives and/or Administration executives on a monthly basis to evaluate the program's effectiveness, to identify areas where Barney & Barney can assist City of Chula Vista with its benefits program, and to infonn City of Chula Vista about regional and national trends and issues that may impact your benefits programs. In addition, it is our intention to facilitate an in-depth evaluation and strategic planning session six to eight months before each plan anniversary to ensure that the benefits plan providers are furnishing best practice services at the lowest possible cost for City of Chula Vista. One of our key sources of information about a client's benefits programs is for Barney & Barney to conduct the annual open enrollment meetings. At that time' we hear employee praises and concerns about the benefits programs in a relatively safe environment. We have also found that our leading the meetings provides a more informative and educational interchange than presentations by the insurance companies and claims administrators whose products are being sold. It was through this process that an employee's complaint generated the idea for our unique Point of Service product which we would like to discuss if we are selected as a finalist Marketing Strategy Our goal is to provide the best benefits at the lowest cost. Once the benefit design options have been developed with the Insurance Committee, Barney & Barney prepares a Request for Proposal which is distributed to all viable benefits vendors. In many cases, we meet personally with the vendors to make the City as attractive as possible and to encourage the vendors to prepare the most attractive proposal. When the proposals are received, we review each component to make certain that they are completely responsive to the RFP. We review the provider networks, the benefits and exclusions, the premium rates and even go so far as to compare what commonly used prescription drugs are on their formularies, and the financial strength of the proposers. We then go back to those with the most attractive proposals and negotiate more favorable terms than the initial offerings to make certain that the City obtains the lowest possible cost for the benefits. In addition, we check the references given in the proposals to make certain that their other clients are satisfied with the level of service. When this is completed, Barney & Barney prepares a comprehensive and clear analysis of the proposals so that the City and the Insurance Committee can make the best possible decision. BARNEY& BARI'-E'G .... :t"',>,- -34 " Page 9 -'~"'-- (o::',)\i:~:;:{,Ll_.':' ,.:<. -,-~.:',"-';-, ,':,.::.,- -,,,,"-"-_._."-~ -~'--..~..,.- "" ':'-':"'-'::'..:.:';..".--' ",.':,i::~:.",,'."'-"',-,-,: .:-,':-; i('-:"-,i_.:-l:;':..".:~';"~~~c:~-,--.2::..::'~:~,:'.~i':~;' We are proud of our success and effectiveness in negotiating the best possible arrangements with employee benefits vendors. This is because of our reputation for fairness and integrity, but aiso because of the significant volume of business we have with all the major employee benefits providers. For example, the following displays the annual medical premiums for which we are responsible: . PacifiCare . Blue Cross . Kaiser . Aetna . Health Net . Blue Shield $ 83,000,000 $ 23,000,000 $ 23,000,000 $ 21,000,000 $ 17,000,000 $ 12,000,000 While the above six companies are the medical benefits providers with whom we have the largest books of business, Barney & Barney has a large stable of providers that we approach to obtain proposals for our clients. The number of markets by coverage includes: . Medical: 14 companies . Dental: 24 Companies . Vision: 7 Companies . Life/ AD&D/L TD: 20 Companies . Stop-Loss Insurance: 15 Companies . Third Party Administrators: 20 Companies . Pharmacy Benefit Managers: 8 Companies . Employee Assistance Plans: 6 Companies Health Care Providers In addition to our relationships with benefits providers, we have developed superb relationships with the provider community. This offers us the opportunity to learn about negotiations between health plans and providers well before issues and problems are public knowledge. These relationships include the Chief Executive Officers of Scripps HealthCare, Sharp HeaithCare, Sharp Rees-Stealy and Sharp Community Medical Groups. Cost Effective Providers Barney & Barney's goal is to identify the most cost effective provider for each component of our clients' benefits plans. We frequently find employers who select the lowest cost claims administrator with a PPO network that charges low administrative fees, but may not have the most favorable discounts from health care providers. The result is that the 2-3% savings on administration is more than offset by 10-20% higher benefit payments. Therefore, we conduct an in-depth review of each service provider to make certain that our clients' short and long term costs will be as low as possible and yet provide the highest possible level of service and benefits for our customers. In addition to the standard benefit programs, Barney & Bamey reviews many of the specific components of a benefits program to make certain that each component is as effective as possible. For example, some of the components we review include: . Mental health and chemical dependency providers . Prescription drug carve-out programs . Providers for routine physical exams . Chronic disease and large case managers . Appraisals of smoking cessation, weight reduction and other wellness programs including web-based employee health risk appraisals . Hospital utilization review providers . Centers of Excellence for organ transplants and other major surgeries BARNEY&BARNEY~ .-C',,,:..,"'.__""" ~g-~. . Page 10 " ,:,:.;" - ..~" ;,:':.:...\":'::_',-: ':,:_:C;.'~:_'::;";,;,~(,:,.~",:",...::: _._ ___ ,00 "_.,, "~.~L:::,-~':,-:: ~.'_;":~;'2",_':: ",,:.:-:"",',-'->Y/--':,'<,".> . __c.. ....,_____._..'.... , _'___ ~._._."C.,._~....L..'-'-_ ~'_" . Chiropractic and Altemative Health Care providers Cross-border plans for Mexican citizens that would prefer to use Mexican providers . Stop-loss insurance companies including evaluating past experience to establish the most cast effective deductibles . Claims administrators (TPAs) Data Analysis Claim reports from claims administrators and health plans are remarkably unhelpful for employers, They also rarely compare data on a multi-year basis. As a result, Barney & Barney prepares in-depth reporting packages for our clients an a monthly and an annual basis to assist in the evaluation and management of benefits programs so that our clients can make informed decisions regarding plan design and/or vendor changes. When we replace another braker, our new clients find that our new reports give them a dramatically improved understanding of their programs. Communication to Employees We believe the best benefit package in the world has the highest value to City of Chula Vista if employees understand haw to use it and appreciate its value. We place a great deal of emphasis an comprehensive yet concise employee communications which truly help employees understand and appreciate their benefits. Therefore, the employee communications program detailed below is offered to City of Chula Vista at no cost. Our employee benefit specialists will work with you to plan and design a broad spectrum of effective, technically accurate communication strategies. Some examples include, but are not limited to, the following: . Detailed employee booklets that are employee-friendly descriptions of the major components of the benefits programs tailored for each location that has different benefits programs. . Tri.folds that briefly summarize the benefits programs as an easy reference for employees Simplified enrollment farms that combine multiple plan offerings . Employee announcements far e-mails and/or payroll stuffers Conducting open enrollment meetings at major City of Chula Vista locations Conducting live and recorded web-cast open enrollment meetings for smaller locations or for individual sales offices. Customized benefits websites that are linked to the City of Chula Vista website . Train the Trainer sessions for HR staff for any and all locations so that the local staff has an excellent understanding of all of the benefits programs Proactively Staying Abreast of Change Barney & Barney is dedicated to staying abreast of changes in the marketplace in order to best serve our clients. Our relationships with carriers, provider groups, hospitals and local attorneys allow us to access information on various trends in the industry regarding pricing, new products and legislative issues. We also subscribe to a number of periodicals far information on cost and benefit trends. Furthermore, we attend numerous conferences around the United States to identify best practices throughout the country. This includes best practices in plan designs, claims administration, chronic disease and large case management programs, wellness initiatives, provider networks and numerous ather trends. I3ARi'.fY&BARNE'G Page II ,-.t "'~"';;'_'c.' ;',i.__i:~',-~~':.:.::"'c;.'<;;.'(L ;::'i;,;c::.:':';';~-:i.:::,;:_-:_~,,:iL We are continuously communicating with health plans and insurance companies to learn about mergers and acquisitions as early as possible so that we can avoid any disruption for our ciients and their employees. We also take the initiative to evaluate the financial strength of health plans and insurance companies to make certain that weaker companies are not in danger of insolvency or in need of being rescued by a stronger company. Our firm as well as our employees are active in groups such as Society for Human Resource Managers (SHRM), North County Personnel Association (NCPAl and the CFO Roundtable, and sit on a number of boards of directors to assist and learn about issues confronting the business community as well as to share infonmation. Additionally, we have access to and provide our clients with invaluable nonmative and benchmarking data that includes the following: Access to a variety of wage and salary surveys National and Local Report on Personnel Practices, Policies and Benefits - A semi-annual report including current practices relating to employee relations, pay, working conditions, health and welfare benefits, and part-time benefits and recruitment, as well as training and development Customized Benefits Benchmarking Report - Benchmarking of City of Chula Vista's benefit plan against those offered by other similar employers either locally or nationally, defined by size range, industry, geographic location and plan types Costs and Trends Benefits Reports and Tables - Statistical snapshots of benefit plan costs, plan designs and the benefits management function Technology Barney & Barney's information technology capabilities benefit both City of Chula Vista management and employees. City of Chula Vista management can access up-la-date information on regulations and compliance, their employees, and enrollment systems to allow for ease of benefits administration. With web-based enrollment and administration systems, employees become empowered by the ability to access helpful and necessary infonmation, when desired, in a quick, easy and efficient manner. The following include information technologies available, but are not are limited to: Information Technoloqy / City of Chula Vista Manaqement . Online Enrollment Systems - provides ease of administration. > Terrace Systems - Barney & Barney's own unique agency management system allows us to provide clients with mass- mailings of timely Breaking News articles and reminders on various compliance issues on an on-going basis. . HR Advisor - Online research tool providing: o Resource Center - Access to government links, legislation regarding Employee Benefits, Human Resources, Financial Planning, OSHA/Employee Safety, and Forms, Policies and Checklists. o Employment Practices - Access to information regarding background screenings, drug testing, ethics/compliance, and exit interviews. o Recent & Proposed Regulations - Access to regulations regarding health plans, defined benefit plans, defined contribution plans and more. o HIPAA Privacy Manual o Industry News - Access to a variety of up-to-date articles on the healthcare industry. o Carriers - Direct links to carriers' websites. o Webzine - Access to articles about issues affecting personal planning, family, overall well-being and more which can be distributed to employees as part of a wellness program. BARNEY&BARNE'( Page 12 \ :L.':,,< -..,..::_- - , - ,-.-:; -"'-'-"-'-'-'~'-"'"""'~'...."._,.., o Wellness Articles - Access to articles regarding specific diseases and ailments that can be distributed to employees as part of a wellness program. o Jargon Buster - A list of commonly used healthcare terms and their definitions. o Online CarrierITP A Systems - Bamey & Barney will conduct on-site educational administrator meetings with City of Chula Vista's various carriers and third party administrators. Information Technoloqy I City of Chula Vista Emplovees a. Customized Benefits Website - Bamey & Barney can create a website specific to City of Chula Vista's benefits program to be linked to your intranet allowing employees to access up-to-date information. b. Online Enrollment Systems - Empowers employees by allowing them to enroll in benefit selections, update changes, and view current status of their enrollment. c. Live and Recorded Web-Enabied Enrollment Meetings - For employees unable to physically attend open enrollment meetings, they will be able to view either a live or recorded version of a web-enabled enrollment meeting. d. Employee Health & Wellness Education - Regular electronic wellness articles can be distributed to employees as part of an on-going wellness program. e. Online Carrier Systems - Many online carrier systems host a number of useful tools and links aimed at empowering employees to take charge of their health and health care costs. Based on City of Chula Vista's carriers, Barney & Barney can educate employees on the various features avaiiable to them. 6.2.5 StrenQth of Kev Personnel Describe strengths of key personnel, their responsibilities and their commitment to the City's needs. Indicate role and responsibilities of prime consultant and all sub-consultants, if any. Work site location of personnel assigned to our account should also be included. Staff that the Proposer anticipates assigning to the account should be present during the interview process. Our goal at Barney & Barney is to provide a ievel of service and satisfaction that demonstrates to both clients and peers nothing less than the best insurance consulting available. The individuals in our organization bring together a wide variety of backgrounds, experience, education and training. This allows a merging of specialists with particular expertise to be brought into a situation where a client needs assistance. This team approach also guarantees you continuity of service from year to year. In direct contrast to many insurance brokers and consultants, our associates are compensated on a salary basis. We feel this further promotes a team concept to support the needs of our clients. The proposed account service team is as follows: Daniel Murphy, Principal Emeritus Dan's primary role will be strategic planning and working with upper management and your Health Benefits Committee. He will have ultimate responsibility for all aspects of the relationship and services for City of Chula Vista. He will regularly participate in renewal negotiations and presentations. Dan wili maintain the senior ievel relationship with the senior management of insurance carriers and vendors. BARNEY&Br\Rt'V'~ :..38' Page 13 Dan first joined Bamey & Barney in 1977 from Aetna and has been the senior account executive for many of our largest clients during his 30 years with the firm, most of which time he was an owner and Principal. Dan is a graduate from Stanford University. Suzanne Whitlock. Account Executive. Sales Suzanne is responsible for the day to day management of your benefits programs. Her focus is accountability to you to ensure satisfaction, clear communications and accompiishment of stated objectives. Suzanne will aiso regularly participate in planning sessions surrounding flexible benefit plan design, aiternative funding and wellness and disease management. Suzanne has worked with employers on benefit solutions for over 20 years. Before joining Barney and Barney, she held the position of Vice President at two of the top three national brokers. In addition, she helped establish a successful managed care outsourcing company that later sold to ADP. Her clients are in a variety of industries, and include public and private entities. After graduating from Westminster College, Suzanne completed HR and Benefits certifications including, Certified Employee Benefits Specialist (CEBS), and Senior Professional Human Resource (SPHR). Sharlene LanClhoff. Account Executive. Service Sharlene will work with the marketplace and with the City of Chula Vista on program design, marketing, renewals, negotiations, legislative and compliance issues, financial reporting, analysis and recommendations, and implementation. Sharlene will also develop empioyee communication materials and attend Open Enrollment meetings. Sharlene joined Barney & Barney in 1996 and has 21 years of experience with three employee benefit consulting firms. She has an extensive background working with some of San Diego's largest public entities, including the County of San Diego, San Diego Unified School District and City of Escondido. She is a native San Diegan, and a graduate of the University of Oregon with a Bachelor of Science in Journalism and Communications. Jennv Bustria, Benefit Analvst Jenny Bustria has been with Barney & Barney since July 2006. Prior to joining the Barney & Barney team, she earned her Bachelor's degree in Business Administration and started her insurance career with Kaiser Permanente for 2 years as an Underwriter. After being an underwriter, Jenny joined Westland Insurance Brokers for 2 years. At Westland Insurance Brokers, she was part of the employee benefits team responsible for ongoing administrative assistance, e.g. claims, billings, contracts, etc. Jenny's current primary responsibilities include: . Prepare bid specifications and submit to marketplace . Prepare presentations . Employee communication materials . Claims assistance to employees These will be City of Chula Vista's day-to-day contacts. All are located in our San Diego office of 9171 Towne Center Drive, Suite 500, San Diego, CA 92122. BARl'P(&BARNE'b Page 14 ..:' .....:..:..:.J;.;:'. ..D.";:"-.i.._~,~,; ._:":~_~~:'.::::_".l. ;~c"_;::-.:._:i;:_~~ . ~j___,t~~:~. .L;_-"~,,~,~ '~">'->--'~:--:- ,....-.. .--'.""'-"" :':'::.:~:~'.'"'-,-.~,~,,':;";';; To maintain the quality of service provided to City of Chula Vista, Barney & Barney has limited the number of accounts handled by each team member. Each team member is associated with between 5 accounts. Our experience has taught us that handling any more than 8 accounts compromises the level of service we can commit to our clients. Our clients also benefit from account teams with stability, longevity and a strong team philosophy. In addition to your day-to-day account team, Barney & Barney offers City of Chula Vista an extended team of professionals specializing in a host of areas: . Bill Peartree -- Director, Retirement Services Division . Gary Gunning - Executive Benefits . Sharon Healey -Individual Life and Disability . Heather Woodruff -Individual Health . Dick Gund -- Legal . Cris Lovins - FSA/ERISA Compliance . Lisa MacLarty -- Communicatio 6.2.6 Compensation Proposer shall acknowledge acceptance of the City's proposed method of compensation, and reporting, as cited in Section 4.0 of this RFP. Barney & Barney accepts the City of Chula Vista's proposed method of compensation, which we understand is through commission arrangements with the insurance providers. We understand the commission structure will be established and agreed upon by the City and Barney & Barney. After reviewing the commission levels supplied in the RFP, we were surprised at the high level of commission and believe a reduction might be appropriate. Barney & Barney serves as both a broker and a consultant for our clients. We would like to emphasize that our sole responsibility and loyalty is to our clients, not insurance companies and vendors. Commissions received for coverages in which a client wants us to serve as broker are fully disclosed to our clients. It is our practice to provide an accounting of our commissions to our major clients like the City of Chula Vista on an annual basis. If the City would prefer, we would be happy to provide this accounting of commissions on a quarterly basis. We believe in partnering with our "World Class Clients" such as City of Chula Vista. As a result, we offer a Performance Guarantee and Accountability/Perfonmance Report Card. At the start of the plan year, the City of Chula Vista will designate certain areas of importance that our performance will be judged on. At the end of the plan year, the City will then complete a Performance Report Card based on those areas of importance. If we do not meet or exceed your expectations, we will refund a portion of our compensation up to a maximum of 20% of our compensation for that year. . We look forward to providing more details of our Performance Guarantee during our face-lo-face presentation. 6.2.7 Exceptions to this RFP The Proposer shall certify that it takes no exceptions to this RFP including, but not limited to, the City's proposed Two-Party Agreement, which is attached as Attachment B. If the Proposer does take exception(s) to any portion of the RFP, the specific portion of the RFP to which exception is taken shall be identified and explained. Barney & Barney certifies that it takes no exceptions to the City of Chula Vista's Request for Proposal for Employee Benefits Broker/Consultant Services, including Addendum #1. BARNEY&BARNEY~ Page 15 ~- .. -, "'~" ;:"",::-\~;.L;:':::-=".;,l, _~j:~ "',-",,':'...-- - ~:""..,.,: ::::;j '.; ~:8L~'~;iJ]~-:'>.;: We have reviewed the Two-Party Agreement and have the following exceptions: 6. Financial Interests of Consultant A. Consultant is Designated as an FFPC Filer. According to City's own directions/instructions for form completion contained at Item 7. of Page 24, Consultant should not be designated as an FPPC Filer. Minimum Limits of Insurance (2) Auto liability is Code 8 and Code 9. Symbol 1 is not applicable as Barney & Barney, LLC does not own any automobiles. Thus, our automobile liability coverage is limited to Employers Non-Owned and Hired Car exposures. 6.2.8 Addenda to this RFP Proposer shall confirm in its Proposal the receipt of all addenda (if applicable) issued to this RFP. Proposer is not required to include copies of the actual addenda in its Proposal. Barney & Barney is in receipt of Addendum #1 to the Request for Proposals for Employee Benefits Broker/Consultant Services, dated February 27, 2007. No further addend urns were received. 6.2.9 Client Reference List A client reference list including a minimum of three local (San Diego County) references for whom similar services have been provided during the past two years is required. Include company name, address, telephone number, the name of a contact person, and the type of services provided. County of San Diego Mary Willson HR Services Manager 1600 Pacific Highway Room 207 San Diego, CA 92101 619/531-5104 marv. willson@sdcountv.ca.Qov # of Employees: Level of Services: Start Date: 17,000 Full service health and welfare brokerage relationship 1963 City of San Marcos Lois Navolt Deputy City Manager 1 Civic Center Drive San Marcos, CA 92069-2918 (760) 744-1050 LNavolt@ci.san-marcos.ca.us # of Employees: Level of Services: Start Date: 220 Full service health and welfare brokerage relationship 1997 BARNEY&BARNE'( Page 16 -: "".." --, :-; <;<:':_'.~ "_._--_...----~ .-'-,,-""",- -', .-" -- /: ::':>-'_':~-":-:-:",:~,::)Di<('- "/:':::' ',_"" uc-._~,:'~_.:_":._,.:"-,;,:;;."'::,:~;L';" La Mesa - Spring Valley Unified School District Claudia Bender Assistant Superintendent of Human Resources 4750 Date Ave. La Mesa, CA 91941 (619) 668-5700 c1audia.bender@lmsvsd.k12.ca.us # of Employees: Level of Services: Start Date: 1,600 Full service health and welfare brokerage relationship 1995 Barney & Barney has extensive experience in public agencies, and we provide brokerage/consulting services to many public agencies in Southern California. Our firm has 21 Public Sector clients in the State of California; most of those are in Southern Califomia. The following is a sample of public employers with whom we are currently contracted to perform employee benefit broker/consulting services: . Carlsbad Unified School District . City of Corona . City of EI Cajon . City of San Marcos . County of Imperial . County of San Diego . Grossmont Union High School District . Guajome Park Academy . High Tech High, Inc. . La Mesa-Spring Valley School District . Ontario-Montclair School District . poway Unified School District . Ramona Unified School District . San Diego Unified School District . San Dieguito Union High School District . SANDAG-San Diego Association of Governments . SIATech . Temecula Valley Unified School District . Unyeway, Inc. . Vista Irrigation District . Vista Unified School District BARNEY&Bt\RNEto .'" -....0:.--;... -'".",..--,.--.." -42' . Page 17 RESOLUTION NO. 2007- RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING AN AGREEMENT BETWEEN THE CITY OF CHULA VISTA AND BARNEY & BARNEY LLC FOR BENEFIT BROKER AND CONSULTING SERVICES AND AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT WHEREAS, the City has been contracting with Mercer Health and Benefits (formerly Marsh Risk & Insurance Services) since July 2002 to provide benefits brokering and consulting services; and WHEREAS, a Request for Proposal (RFP) for broker/consultant services was issued; and WHEREAS, seven proposals were received and evaluated, based on this evaluation, Barney & Barney LLC was recommended to be retained as the broker of record/consultant for the City's various employee benefit programs; and WHEREAS, Barney & Barney LLC is committed to deliver services that provide proactive innovation, aggressive and effective advocacy, responsive and personal service, cost- effective solutions and sound advice to better serve the needs of the City; and NOW, THEREFORE, BE IT RESOLVED the City Council of the City of Chula Vista does hereby approve an Agreement between City of Chula Vista and Barney & Barney LLC for benefit broker and consulting services, copies of which shall be kept on file in the office of the City Clerk. BE IT FURTHER RESOLVED that the Mayor of the City of Chula Vista is hereby authorized to execute the agreement on behalf of the City. Presented by Approved as to form by , , \ ~~,{G\\\\\\\\,(~'Zi \~ Ann Moore City Attorney Marcia Raskin Director Human Resources J:Attorney/Resos/Agreements/Agreement with Barney and Barney 5 I 07 12-43