HomeMy WebLinkAbout2008/06/03 Item 4
CITY COUNCIL
AGENDA STATEMENT
~'Yf:. CITY OF
- - (HUlA VISTA
(
SUBMITTED BY:
REVIEWED BY:
JUNE 3, 2008, ItemL
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA WAIVING THE FORMAL CONSULTANT
SELECTION PROCESS AND APPROVING THE FIRST
AMENDMENT TO THE AGREEMENT BETWEEN THE CITY
OF CHULA VISTA AND TRISTAR RISK MANAGEMENT
FOR THIRD-PARTY ADMINISTRATION OF THE CITY'S
WORKERS' COMPENSATION CLAIMS
DIRECTOR OF HUMAN RESOURCES tvfZ--
CITY MANAGER
ASSIST ANT CITY MANAGER <::;:J
ITEM TITLE:
4/STHS VOTE: YES D NO 0
SUMMARY
The City has exhausted its five one-year contract extensions included in the existing
contract for third-party administration of its workers' compensation claims, Due to the cost,
financial and operational, of changing vendors at this time it is recommended that it is in the
best interest of the City that the competitive bid process for this contract be deferred for one
year and that the existing contract be extended to cover that period,
ENVIRONMENTAL REVIEW
Not Applicable,
RECOMMENDATION
That Council adopt the subject resolution.
DISCUSSION
TRISTAR Risk Management has administered the City's workers' compensation claims
since 1995. In 2002, the City solicited proposals for third-party claims administration
services. As a result of that solicitation the City entered into a one-year contract with
TRISTAR Risk Management with a provision for five one-year extensions. The City has
exhausted the extensions included in the existing agreement.
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JUNE 3, 2008 ITEM ~
Page 2 of2
The City has been extremely satisfied with the services provided by TRlST AR and staff
believes that it is highly unlikely we would [md a firm that could provide the same level of
service at a price that could justify the additional expense of changing administrators
(transferring data bases, system/process development) nor the disruption of service/care of
our employees, especially during these times of fiscal uncertainty and limited resources.
Staff will commence the request for proposal process in March 2009 for services going
forward.
DECISION MAKER CONFLICT
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 I 8704.2(a)(l) is not applicable to this decision.
FISCAL IMPACT
TRlST AR has agreed to continue the eXlstmg agreement under the same terms and
conditions. The annual contract price for these services is $287,500. Funding for this
contract is included in the proposed Fiscal Year 2008/2009 Budget.
ATTACHMENTS
I) Original Agreement with TRISTAR
2) Proposed Addendum F
Prepared by: Teri A Enos, Risk Manager,
Human Resources Department
4-2
THE A TT ACHED 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
~'i~~~~t}.~
Ann Moore
City Attorney
Dated: 5-"2. q -o~
First Amendment to the Agreement
between
the City of Chula Vista
and TRIST AR Risk Management
for Third-Party Administration of
Workers' Compensation Claims
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Contract Agreement
Page 1 of 24
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ATTACHMENT 1
Parties and Recital Page(s)
Agreement between
City of Chula Vista
and
TRISTAR Risk Manaqement
For Third-Party Administration of Workers' Compensation Claims
This agreement ("Agreement"), dated July 23, 2002, 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 Service Company,
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 ("Service Company"), and
is made with reference to the following facts:
Recitals
Whereas, City requested the Service Company to provide professional services;
and
Whereas, the Service Company is willing to perform such services; and
Whereas, Service Company 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 Service Company to the City within the time frames herein provided all in accordance
with the terms and conditions of this Agreement
Obligatory Provisions Pages
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Contract Agreement
Page 2 of 24
NOW, THEREFORE, BE IT RESOLVED that the City and Service Company do hereby
mutually agree as follows:
1. Third Party Administrator's Duties
A. General Duties
Service Company 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", Service
Company 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 Defined
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 Service Company, from time
to time reduce the Defined Services to be performed by the Service
Company under this Agreement. Upon doing so, City and Service Company
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 Defined Services herein set forth, City may
require Service Company 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 Service Company, Service
Company shall perform same on a time and materials basis at the rates set
forth in the "Rate Schedule" in Exhibit A, Paragraph 11, unless a separate
fixed fee is otherwise agreed upon. All compensation for Additional Services
shall be paid monthly as billed.
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Contract Agreement
Page 3 of 24
E. Standard of Care
Service Company, 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.
F. Insurance
Service Company represents that it and its agents, staff and subconsultants
employed by it in connection with the Services required to be rendered, are
protected against the risk of loss by the following insurance coverages, in the
following categories, and to the limits specified, policies of which are issued
by InsuranCe Companies that have a Best's Rating of "A, Class V" or better,
or shall meet with the approval of the City:
Statutory Worker's Compensation Insurance and Employer's Liability
Insurance coverage in the amount set forth in the attached Exhibit A,
Paragraph 9.
Commercial General Liability Insurance including Business Automobile
Insurance coverage in the amount set forth in Exhibit A, Paragraph 9,
combined single limit applied separately to each project away from premises
owned or rented by Service Company, which names City as an Additional
Insured, and which is primary to any policy which the City may otherwise
carry ("Primary Coverage"), and which treats the employees of the City in the
same manner as members of the general public ("Cross-liability Coverage").
Errors and Omissions insurance, in the amount set forth in Exhibit A,
Paragraph 9, unless Errors and Omissions coverage is included in the
General Liability policy.
G. Proof of Insurance Coverage.
(1) Certificates of Insurance.
Service Company shall demonstrate proof of coverage herein required, prior
to the commencement of services required under this Agreement, by delivery
of Certificates of Insurance demonstrating same, and further indicating that
the policies may not be canceled without at least thirty (30) days written
notice to the Additional Insured.
(2) Policy Endorsements Required.
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Contract Agreement
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I n order to demonstrate the Additional I nsured Coverage, Primary Coverage
and Cross-liability Coverage required under Service Company's Commercial
General Liability Insurance Policy, Service Company shall deliver a policy
endorsement to the City demonstrating same, which shall be reviewed and
approved by the Risk Manager.
H. Securitv for Performance.
(1) Performance Bond.
I n the event that Exhibit A, at Paragraph 19, indicates the need for Service
Company to provide a Performance Bond (indicated by a check mark in the
parenthetical space immediately preceding the subparagraph entitled
"Performance Bond"), then Service Company shall provide to the City a
performance bond by a surety and in a form and amount satisfactory to the
Risk Manager or City Attorney which amount is indicated in the space
adjacent to the term, "Performance Bond", in said Paragraph 19, Exhibit A.
(2) Letter of Credit.
In the event that Exhibit A, at Paragraph 19, indicates the need for Service
Company to provide a Letter of Credit (indicated by a check mark in the
parenthetical space immediately preceding the subparagraph entitled "Letter
of Credit"), then Service Company shall provide to the City an irrevocable
letter of credit callable by the City at their unfettered discretion by submitting
to the bank a letter, signed by the City Manager, stating that the Service
Company is in breach of the terms of this Agreement. The letter of credit
shall be issued by a bank, and be in a form and amount satisfactory to the
Risk Manager or City Attorney which amount is indicated in the space
adjacent to the term, "Letter of Credit", in said Paragraph 19, Exhibit A.
(3) Other Security
In the event that Exhibit A, at Paragraph 19, indicates the need fm.Service
Company to provide security other than a Performance Bond or a letter of
Credit (indicated by a check mark in the parenthetical space immediately
preceding the subparagraph entitled "Other Security"), then Service
Company shall provide to the City such other security therein listed in a form
and amount satisfactory to the Risk Manager or City Attorney.
I. Business License
Service Company agrees to obtain a business license from the City and to
otherwise comply with Title 5 of the Chula Vista Municipal Code.
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Con tract Agreemen t
Page 5 of 24
2. Duties of the City
A. Consultation and Cooperation
City shall regularly consult the Service Company for the purpose of reviewing
the progress of the Defined 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, fiies and
records by Service Company 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 10, and with the further
understanding that delay in the provision of these materials beyond 30 days
after authorization to proceed, shall constitute a basis for the justifiable delay
in the Service Company's performance of this agreement.
B. Compensation
Upon receipt of a properly prepared billing from Service Company submitted
to the City periodically as indicated in Exhibit A, Paragraph 18, but in no
event more frequently than monthly, on the day of the period indicated in
Exhibit A, Paragraph 18, City shall compensate Service Company for all
services rendered by Service Company according to the terms and
conditions set forth in Exhibit A, Paragraph 11, 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 19 of Exhibit A, and shall compensate Service Company for out
of pocket expenses as provided in Exhibit A, Paragraph 12.
All billings submitted by Service Company shall contain sufficient infonmation
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 18 (C) to be
charged upon making such payment.
3. Administration of Contract
Each party designates the individuals ("Contract Administrators") indicated on
Exhibit A, Paragraph 13, as said party's contract administrator who is authorized by
said party to represent them in the routine administration of this agreement.
4. Term
This Agreement shall tenminate when the Parties have complied with all executory
provisions hereof.
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Contract Agreement
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5. Liquidated Damages
The provisions of this section apply if a Liquidated Damages Rate is provided in
Exhibit A, Paragraph 14.
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 Service Company shall pay to the City, or have
withheld from monies due, the sum of Liquidated Damages Rate provided in Exhibit
A, Paragraph 14 ("Liquidated Damages Rate").
Time extensions for delays beyond the Service Company'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 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 Service Company
A. Service Company is Designated as a Fair Political Practices Commission
(FPPC) Filer.
If Service Company is designated on Exhibit A, Paragraph 15, as an "FPPC filer",
Service Company is deemed to be a "Service Company" 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
I nterests in such reporting categories as are specified in Paragraph 15 of Exhibit A,
or if none are specified, then as determined by the City Attorney. .
B. Decline to Participate.
Regardless of whether Service Company is designated as an FPPC Filer, Service
Company shall not make, or participate in making or in any way attempt to use
Service Company's position to influence a governmental decision in which Service
Company knows or has reason to know Service Company has a financial interest
other than the compensation promised by this Agreement.
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Contract Agreement
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C. Search to Determine Economic Interests.
Regardless of whether Service Company is designated as an FPPC Filer, Service
Company warrants and represents that Service Company has diligently conducted
a search and inventory of Service Company's economic interests, as the term is
used in the regulations promulgated by the Fair Political Practices Commission, and
has determined that Service Company does not, to the best of Service Company's
knowledge, have an economic interest which would conflict with Service Company's
duties under this agreement.
D. Promise Not to Acquire Conflicting Interests.
Regardless of whether Service Company is designated as an FPPC Filer, Service
Company further warrants and represents that Service Company 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 Service Company is designated as an FPPC Filer, Service
Company further warrants and represents that Service Company will immediately
advise the City Attorney of City if Service Company learns of an economic interest
of Service Company's, which may result in a conflict of interest for the purpose of
the Fair Political Practices Act, and regulations promulgated thereunder.
F. Specific Warranties Against Economic Interests.
Service Company warrants and represents that neither Service Company, nor
Service Company's immediate family members, nor Service Company's employees
or agents ("Service Company 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 subject matter of the Defined
Services, ("Prohibited Interest"), other than as listed in Exhibit A, ParagrB.ph 15.
Service Company further warrants and represents that no promise of future
employment, remuneration, consideration, gratuity or other reward or gain has been
made to Service Company or Service Company Associates in connection with
Service Company's performance of this Agreement. Service Company promises
to advise City of any such promise that may be made during the Term of this
Agreement, or for 12 months thereafter.
Service Company agrees that Service Company Associates shall not acquire any
such Prohibited Interest within the Term of this Agreement, or for 12 months after
the expiration of this Agreement, except with the written permission of City.
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Contract Agreement
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Service Company may not conduct or solicit any business for any party to this
Agreement, or for any third party, which may be in conflict with Service Company's
responsibilities under this Agreement, except with the written permission of City.
7. Hold Harmless
Service Company shall defend, indemnify, 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 attomeys 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 Service Company, and Service
Company's employees, subcontractors or other persons, agencies or firms for
whom Service Company 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
frorn 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 Service Company, its employees,
agents or officers, or any third party.
With respect to losses arising from Service Company's professional errors or
omissions, Service Company shall defend, indemnify, 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.
Service Company'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 claims, whether the same proceed to judgment or not.
Service Company's obligations under this Section shall not be limited by any prior
or subsequent declaration by the Service Company. Service Company's-egligations
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
and engineers), the following indemnification provisions should be utilized:
1. Indemnification and Hold Harmless Agreement.
With respect to any liability, including but not limited to claims asserted or costs,
losses, attorney fees, or payrnents for injury to any person or property caused or
claimed to be caused by the acts or omissions of the Service Company, or Service
Company's employees, agents, and officers, arising out of any services performed
involving this project, except liability for Professional Services covered under
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Contract Agreement
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Section 7.2, the Service Company 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 Service Company, its employees, agents or
officers, or any third party. The Service Company'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 Service Company's obligation
and duties under Section Exhibit A to this Agreement.
2. Indemnification for Professional Services.
As to the Service Company's professional obligation, work or services involving this
Project, the Service Company 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, attomeys fees, losses or payments
for injury to any person or property, caused directly or indirectly from the negligent
acts, errors or omissions of the Service Company or Service Company's employees,
agents or officers; provided, however, that the Service Company's duty to indemnify
shall not include any claims or liability arising from the negligence or willful
misconduct of the City, its agents, officers and employees.
8. Termination of Agreement for Cause
If, through any cause, Service Company shall fail to fulfill in a timely and proper
manner Service Company's obligations under this Agreement, or if Service
Company 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 Service Company 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 Service Company shall, at the optiQn of the
City, become the property of the City, and Service Company 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 to the City by the Service Company's breach.
9. Errors and Omissions
In the event that the City Administrator determines that the Service Company's
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, Service Company shall reimburse City for any
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Contract Agreement
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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 Service Company 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,
Service Company 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. Service Company hereby expressly waives any
and all claims for damages or compensation arising under this Agreement except
as set forth herein.
11. Assignability
The services of Service Company are personal to the City, and Service Company
shall not assign any interest in this Agreement, and shall not transfer any interest
in the same (whether by assignment or novation), without prior written consent of
City.
City hereby consents to the assignment of the portions of the Defined Services
identified in Exhibit A, Paragraph 17 to the subconsultants is identified thereat 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 the 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 Service Company in the United States or in-am other
country without the express written consent of the 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. Confidential Information
"Confidential Information" shall mean that information disclosed to the Service
Company by the City in connection with, and during the term of this Agreement in
connection with the services to be performed hereunder. All Confidential
Information disclosed to the Service Company during the term or in anticipation of
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Contract Agreement
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this Agreement shall be deemed to be in connection with this Agreement. The term,
Confidential Information, shall not mean any information that is previously known
to the Service Company without obligation of confidence, or without breach of this
Agreement; is publicly disclosed by either prior or subsequent to the Service
Company's receipt of such information; or is rightfully received from a third party
without obligation of confidence.
The Service Company agrees to hold all Confidential Information in trust and
confidence and not to use such Confidential I nformation other than for the benefit
of the City during the term of this Agreement. Except as may be authorized in
writing by the City, the Service Company agrees not to disclose any such
Confidential Information, by publication or otherwise, to any person other than those
who have a need to know for purposes of carrying out services in connection with
this Agreement. The Service Company may make a reasonable number of copies
of documents or other media containing Confidential Information for purposes of
performing the services under this Agreement. Upon termination or expiration of
this Agreement, the Service Company will prepare and make available to the City
all written or descriptive matter of other documents, tapes or any other media, which
contain any such Confidential Information.
14. Independent Contractor
City is interested only in the results obtained and Service Company 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 Service Company's work products. Service Company and any of
the Service Company'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 Service Company shall be solely responsible for the payment of same and
shall hold the City harmless with regard thereto.
15. 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, Service Company shall meet and confer in good faith with
City for the purpose of resolving any dispute over the terms of this Agreement.
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Contract Agreement
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16. 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 attomey's fees and court costs incurred. The "prevailing party" shall
be deemed to be the party who is awarded substantially the relief sought.
17. Statement of Costs
In the event that Service Company prepares a report or document, or participates
in the preparation of a report or document in performing the Defined Services,
Service Company shall include, or cause the inclusion of, in said report or
document, a statement of the numbers and cost in dollar amounts of all contracts
and subcontracts relating to the preparation of the report or document.
18. Miscellaneous
A. Service Company not authorized to Represent City
Unless specifically authorized in writing by City, Service Company shall have no
authority to act as City's agent to bind City to any contractual agreements
whatsoever.
B. Service Company is Real Estate Broker and/or Salesman
If the box on Exhibit A, Paragraph 16 is marked, the Service Company 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, Service Company
represents that neither Service Company, nor their principals are licensed real
estate brokers or salespersons.
C. Notices
All notices, demands or requests provided for or permitted to be given ptJI~uant 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
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Contract Agreement
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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 LawNenue
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
of Chula Vista.
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Contract Agreement
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Signature Page to Agreement between
City of Chula Vista and
TRISTAR Risk Management
For Third Party Administrator Services
IN WITNESS WHEREOF, City and Service Company have executed this Agreement
thereby indicating that they have read and understood same, and indicate their full and
complete consent to its terms:
Dated:
,2002
City of Chula Vista
By:
l; .
4-;'7j~~f</;l1.L;M
Shirley H on
Mayor
Attest:
~..uo,~\[;o~
Susan Bigelow, City CI rk
Approved as to form:
~K~
JOhz:#. Kaheny, City ~ney
Dated: July~, 2002
TRISTAR Risk Management
Thomas Vale, President
4-16
Exhibit List to Agreement
(X) Exhibit A.
4-17
Con trac t Agreemen t
Page 15 of 24
Contract Agreement
Page 16 of 24
Exhibit A
to
Agreement between
City of Chula Vista
and
TRIST AR Risk Management
1.
Effective Date of Agreement:
August 1 , 2002
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:
3. Place of Business for City:
City of Chula Vista,
276 Fourth Avenue,
Chula Vista, CA 91910
.4. Service Company:
TRISTAR Risk Management
5. Business Form of Service Company:
(X) Sole Proprietorship
() Partnership
() Corporation
6. Place of Business, Telephone and Fax Number of Service Company:
Corporate Headquarters
TRISTAR Risk Management
100 Oceangate Suite 700
Long Beach, CA 90802
Main (562-495-6600
Fax (562)432-8619
Servicing Location
4-18
Contract Agreement
Page 1.7 of 24
TRISTAR Risk Management
8665 Gibbs Drive, Suite 200
San Diego, CA 92123
Main (858) 715-8800
Fax (858) 715-8801
7. General Duties:
To perform for the City Third Party Administration services as described in
Paragraph 8, Scope of Work and Schedule below.
8. Scope of Work and Schedule:
A. Detailed Scope of Work:
Administrative Services:
(1) Forms. Provide all required statutory forms and brochures customized
for the City of Chula Vista.
(2) Process Claims. Review and process all reported industrial injury and
occupational disease claims in accordance with State requirements.
(3) Compensability Determinations. Determine compensability of injury
or illness claims in accordance with all rules and regulations
goveming the administration of self-insurance pursuant to Section
3700 of the California Labor Code and California administrative
regulations. Denial of claims shall be made only after prior discussion
with the City.
(4) Medical Treatment. Determine eligibility for and authorize appropriate
medical treatment for injured employees, including arranging
appointments. Monitor all medical reports and statements of charges
to ensure that treatment and charges are compatible with injuries
reported.
(5) Reviews: Periodically review program progress with City personnel,
identifying problem areas and recommending a plan at- remedial
action. This shall include projections of cash flow and actual
projections of annual incurred costs, as requested.
(6) Index Use. Utilize the Index Bureau on all new indemnity cases and
re-index cases every 6 months or when deemed necessary and
agreed upon by the Service Company and the City.
(7) File Maintenance. Maintain claims files, case logs, check
disbursement copies and all other records, files and data as may be
required by California law, statute and rules and regulations of the
City's self-insurance plan, on each reported claim, which shall be
available to the City during normal business hours.
(8) Approve Payments. Determine extent and degree of all disability and
death benefits payable to injured employees in accordance with
4-19
Contract Agreement
Page 18 of 24
acceptable and standard practices. Authorize payments in
accordance with Findings and Awards of the Workers' Compensation
Appeals Board CNCAB) or approved Compromise and Release
Settlements, acting or recommending action to preclude unnecessary
litigation to the extent that acceptable claims practice permits.
(9) Reserves. Establish, maintain and revise individual claim file reserves
as the situation at any given time may warrant, and as payments are
made. Reserve levels shall be reviewed at least quarterly on active
claims.
(10) Investiqations. Subject to prior approval of the City, arrange for field
investigation of questionable cases, as well as surveillance on behalf
of the City. The expense for such investigation or surveillance is
understood to be an "Allocated Loss Expense" as otherwise defined
in this Agreement.
(11) EDPServices. Provide at least monthly, computerized loss runs in
such formats and at such times as may be reasonable required and
mutually agreed upon. Loss runs to be fumished within fifteen (15)
days following the end of the month in which the claim is reported. On
line computer access will be available to the City.
(12) Filinq Reports. Prepare and file on time, all reports of self-insured
employers as may be required by the Department of Industrial
Relations or other Divisions of the State of California. A copy of the
annual report will be prepared and filed with the Risk Manger of the
City not later than 30 days prior to the filing date established by the
State.
(13) Litiqation and Subroqation. Service Company shall be responsible for
the following tasks in connection with litigated and third party claims:
a. File and serve medical reports to all interested parties on
behalf of the City.
b. Arrange all medical/legal evaluations, with copies of the
medical records and a cover letter setting forth the issues of
the case. This applies to agreed medical evaluations as well.
c. Arrange for and control outside photocopy costs {,yo sharing
with all interested parties medical or personnel records when
feasible.
d. Make Workers' Compensation Appeals Board appearances on
behalf of the City on those cases that involve issues of
permanent disability or future medical treatment as they may
be required in Service Company's capacity as a claim handler.
e. Assign complex issues, including but not limited to questions
of apportionment, AOE/COE, 132(a), serious & willful conduct
ect.. to legal counsel with prior knowledge and consent of the
City. However, Service Company will still continue to monitor
and assist with the earliest resolution of the case. The City
4-20
Contract Agreement
Page 19 of 24
retains the right to terminate legal counsel considered
unsatisfactory to the City.
f. Monitor all cases for potential subrogation, write
correspondence to effect recovery, take all necessary action,
including timely notification to the City, assist in recovering
through third party subrogation and recommend retaining
counsel where litigation is necessary to effect recovery.
g. Provide a written summary of all pending litigated and
subrogated cases on a semi-annual basis, if requested.
(14) Rehabilitation. Subject to prior review with the City, initiate, coordinate,
monitor and reports all vocational rehabilitation activities as required
by statue. Prepare all necessary reports for the Rehabilitation Unit of
the Division of Industrial Relations. Arrange for the timely examining
and testing of applicabte injured employees. Supervise long-range or
extensive vocational rehabilitation programs approved by the State to
ensure optimum results, and maintain control over costs.
(15) Consult with Emplovees. Claims personnel of Service Company will,
if requested, consult with designated employee groups and safety
committees of the City regarding specific areas of interest.
Warrants:
(1) Assiqned Staff: Certification: Hours of Work. Service Company
warrants that it shall maintain a claim office in San Diego County to
handle the City's claims. The claims office must maintain office hours
of 8:00 a.m. to 5:00 p.m., Monday through Friday, excepting those
Service Company holidays (not to exceed 12 days per calendar year)
of which the City are given not less than 14 days notice. Service
Company will commit qualified state certified supervisory staff with at
least three to five years of claims administration experience,
preferably including Labor Code Section 4850 experience to the City.
One DEDICATED State certified claims examiner, preferably with
Labor Code 4850 experience, and one-half (Y2) of a full time J3.ssistant
will be assigned to the City's claims. The examiner and the assistant
shall normally be available to the City during Service Company
working hours understanding that the Service Company's workday
consists of 7.5 hours; in any event an examiner or supervisor with
knowledge of the claims of the City shall be available during working
hours. Written notice shall be provided to the City of any change in
the work schedule of the examiner. In the event Service Company
replaces the current claims examiner temporarily for a period of more
than 10 consecutive working days, the replacement shall also be of
the same caliber.
(2) Notification of Personnel Chanqes; Assiqnment of Claims. Service
Company shall notify the City prior to any change in claims examiner,
4-21
Contract Agreement
Page 20 of 24
within 3 working days of the change, including temporary changes.
Service Company shall deliver to the City, by the 15th day of the
month, a written report for the examiner handling the City's claims
under this agreement, showing the total number of open indemnity
claims assigned to the examiner during the prior month. Service
Company expressly warrants that the examiner shall not at any time
have a caseload which exceeds 175 open active indemnity files.
(3) Settlement Authority. Service Company also warrants that it will confer
with a duly appointed representative in accordance with the written
instructions of the City, or in the absence of any written instructions,
on all claims which may require any payment or which may result in
a denial of benefits. All claims will require a duplicate case file as
permitted by law to be provided to the City.
(4) Pavments. Service Company shall prepare and draft all checks
necessary for payment of claims and claims expenses on behalf of
the City.
(5) Audit. Service Company agrees to accept an independent audit of its
work performance whenever requested by the City. Files on all claims
are the property of the City and Service Company agrees to provide
access to such files at the request of the City and in the event of
termination of this contract Service Company agrees to prepare and
make available all files on claims hereunder to the City within five (5)
working days of such request.
(6) San Dieoo Office. Service Company agrees that during the term of
this Agreement, it will establish and maintain a centrally located office
in San Diego County, California, from which the majority of all claims
activity will be conducted, including storage of the City's claim files.
(7) Attendance at Meetinos. Upon request of the City, Service Company
shall attend meetings called by the City with reasonable notice, to
discuss issues arising under this agreement.
(8) Claims Handlino. In the performance of its obligations under this
contract. work shall be assigned only to persons who are specially
trained, experienced and competent in the administration of municipal
workers' compensation claims. The City shall have the righqo direct
Service Company to not use a person who, in the opinion oflhe City,
is not so specially trained, experienced, and competent to render the
required services. In addition, the City may at its own expense assign
claims over six months old to an alternate administrator selected by
the City.
(9) Status Report. Service Company shall review all open indemnity
claims within 60 days of the commencement of work under this
contract to determine their status and necessary action, as
appropriate, and provide a brief written report to the City on the
results of that review within two (2) weeks of completion.
4-22
Contract Agreement
Page 21 of 24
Excess Policies
The City agrees to provide a complete copy of Excess Workers'
Compensation insurance policies to Service Company. Service Company
agrees to notify the Excess Workers' Compensation insurer of claims as
required under the policies.
Penalties
The parties acknowledge that any untimely payment of temporary and
permanent disability benefits may result in the imposition of automatic
penalties. Penalties imposed as a result of the failure of Service Company
to properly perform its duties under this agreement shall be and remain the
responsibility of Service Company. Written notice of such penalties must be
provided to the City within two (2) weeks of being identified, and
reimbursement shall be provided to the City within 60 days of being
identified. However, where the City unreasonably delays notification to
Service Company of an injury, and Service Company has no opportunity to
make provision for timely payment, and so advises the City upon being
notified, any penalty resulting from late payment shall not be the
responsibility of Service Company, but shall be the responsibility of the City.
Notification by the City to the Service Company within 5 working days after
the City's knowledge of an injury to an employee shall not be considered an
unreasonable delay.
B. Date for Commencement of Third Party Administration Services:
(X) Same as Effective Date of Agreement
() Other:
C. Dates or Time Limits for Delivery of Deliverables: N/A
Deliverable NO.1:
Deliverable NO.2:
Deliverable No.3:
4-23
Contract Agreement
Page 22 of 24
D. Date for completion of all Third Party Administration services:
For a one-year period with five one-year options to renew, or until this
Agreement is terminated in accordance with Section 8, Termination of
Agreement for Cause and Section 10, Termination of Agreement for
Convenience of City.
9. Insurance Requirements:
(X) Statutory Worker's Compensation Insurance: $1,000,000.
(X) Employer's Liability Ins.urance coverage: $1,000,000.
(X) Commercial General Liability Insurance: $1,000,000.
(X) Errors and Omissions Insurance: $1,000,000 (included in Commercial
General Liability coverage).
() Errors and Omissions Insurance: $25,000 (not included in Commercial
General Liability coverage).
10. Materials Required to be Supplied by City to Service Company:
o Third Party Administration Agreement between City and [Name of Firm].
o All available documents related to the administration of the City's workers'
compensation program including related City policies and procedures.
11. Compensation:
A. (X) Single Fixed Fee Arrangement
For performance of all of the Defined Services by Service Company as herein
required, the Service Company shall be compensated for the all the Defined
Services by a flat annual fee of $ 175,000.00. For the initial period of August 1,
2002 through June 30, 2003 the annual fee will be pro-rated in the amount of
$160,416.00 Subsequent renewals will be based on the flat annual fee for the
expiring base year plus CPI for San Diego County. 1/12of the annual fee will be paid
monthly in arrears, thirty (30) days following month end and presentationlGthe City
of an itemized invoice. Allocated Loss Expenses will also be paid by the City. Any
costs (including check costs) associated with the trust account will be paid by the
Service Company as part of the administrative fee.
12. Materials Reimbursement Arrangement
For the cost of out of pocket expenses incurred by Service Company in the
performance of services herein required, City shall pay Service Company at the
rates or amounts set forth below:
(X) None, the compensation includes all costs.
13. Contract Administrators:
4-24
Contract Agreement
Page 23 of 24
City: Kim Stevens
Disability Manager
Human Resources Department
Risk Management Division
Third Party Administrator: Thomas J. Veale
President
TRIST AR Risk Management
Corporate Headquarters
14. Liquidated Damages Rate: N/A
() $ per day.
() Other:
15. Statement of Economic Interests, Service Company Reporting Categories, per
Conflict of Interest Code:
(x) Not Applicable. Not an FPPC Filer.
() FPPC Filer
() Category No.1. Investments and sources of income.
() Category No.2. Interests in real property.
() Category NO.3. Investments, interest in real property and sources of
income subject to the regulatory, permit or licensing authority of the
department.
() Category NO.4. Investments in business entities and sources of
income, which engage in land development, construction or the
acquisition or sale of real property.
() Category No.5. Investments in business entities and sources of
income of the type which, within the past two years, have contracted
with the City of Chula Vista (Redevelopment Agency) to provide
services, supplies, materials, machinery or equipment.
() Category NO.6. Investments in business entities and sources of
income of the type which, within the past two years, have contracted
with the designated employee's department to provide services,
supplies, materials, machinery or equipment.
() Category NO.7. Business positions.
4-25
Contract Agreement
Page 24 of 24
() List "Service Company Associates" interests in real property within 2
radial miles of Project Property, if any:
16. ()
Service Company is Real Estate Broker and/or Salesman
17. Permitted Subconsultants:
None
16. Bill Processing:
A. Service Company's Billing to be submitted for the following period of time:
(X) Monthly
() Quarterly
() Other:
B. Day of the Period for submission of Service Company's Billing:
() First of the Month
() 15th Day of each Month
(X) End of the Month
() Other:
C. City's Account Number:
17. Security for Performance N/A
() 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 Service Company
sooner, the City shall be entitled to retain, at their option, either the{ollowing
"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 Service Company Services
() Other:
4-26
Contract Agreement
Page ~ of 1
Addendum A
to
Agreement between
City of Chula Vista
And
TRISTAR Risk Management
This addendum ("Addendum"), dated May 1, 2003, is intended to be part of, and
attached to, that certain Agreement between the City of Chula Vista and TRIST AR
Risk Management that- is dated August 1 , 2002 and duly executed. Whereas both
parties are operating under the aforementioned Agreement and there exist, pursuant to
Exhibit A, Section 8.0., an option to extend the contract beyond the initial one year
period, both parties hereby elect to extend the current contract for another one year.
This election would effectively extend the contract through June 30,2004.
For performance of all the Defined Services by Service Company, and pursuant to the
Compensation provided for under Exhibit A, Section 11. A., the annual fee for the
contract period of July 1, 2003 through June 30, 2004 shall be $175,000 plus CPI or
$181,125. This annual fee will be paid monthly, in arrears, in twelve equal installments.
This Addendum is not intended to change any other provision of the Agreement
between the parties.
IN WITNESS WHEREOF, City and Service Company have executed this
Addendum thereby indicating that they have read and understood same, and indicate
their full and complete consent to its terms:
Dated:
') !?;i
I
,2003
City of Chula Vista
By:
Dated: /14;/ ,d./ ,2003
,
By:
~
4-27
Contract Agreement
Page 1 of 1
Addendum B
to
Agreement between
City of Chula Vista
And
TRISTAR Risk Management
This addendum ("Addendum"), dated May 1, 2004, is intended to be part of, and
attached to, that certain Agreement between the City of Chula Vista and TRISTAR
Risk Management that is dated July 23, 2002 and duly executed. Whereas both
parties are operating under the aforementioned Agreement and there exist, pursuant to
Exhibit A, Section 8.0., an option to extend the contract beyond the initial one year
period, both parties hereby elect to extend the current contract for another one year.
This election would effectively extend the contract through June 30,2005.
For performance of all the Defined Services by Service Company, and pursuant to the
Compensation provided for under Exhibit A, Section 11. A., the flat annual fee for the
contract period of July 1, 2004 through June 30, 2005 shall be $186,000. This annual
fee will be paid monthly, in arrears, in twelve equal installments.
This Addendum is not intended to change any other provision of the Agreement
between the parties.
IN WITNESS WHEREOF, City and Service Company have executed this
. Addendum thereby indicating that they have read and understood same, and indicate
their full and complete consent to its terms:
/' ~-
Dated: >z & ..)
I
,2004
City of Chula Vista
John Cog' , urchasing Agent
By:
Dated: '0-<- / ,2004
TRISTAR Risk Management
By:
4-28
Con tract Agreemen t
Page ~ of ~
Addendum C
to
Agreement between
City of Chula Vista
And
TRISTAR Risk Management
This addendum ("Addendum"), dated June 15, 2005, is intended to be part of, and
attached to, that certain Agreement between the City of Chula Vista and TRISTAR
Risk Management that is dated July 23, 2002 and duly executed. Whereas both
parties are operating under the aforementioned Agreement and there exist, pursuant to
Exhibit A, Section 8.0., an option to extend the contract beyond the initial one year
period, both parties hereby elect to extend the current contract for another one year.
This election would effectively extend the contract through June 30, 2006.
For performance of all the Defined Services by Service Company, and pursuant to the
Compensation provided for under Exhibit A, Section 11. A., the flat annual fee for the
contract period of July 1, 2005 through June 30, 2006 shall be $242,500. This annual
fee will be paid monthly, in arrears, in twelve equal installments.
Also, it is the intent of both parties to increase the staffing under the Warrants section of
the Agreement to one full time and one-half (20 hours/week) dedicated claims
examiners while maintaining one-half claims assistants.
This Addendum is not intended to change any other provision of the Agreement
between the parties.
IN WITNESS WHEREOF, City and Service Company have executed this
Addendum thereby indicating that they have read and understood same, and indicate
their full and complete consent to its terms:
Dated:
'711(
I
,2005
City of Chula Vista
-
John Cog
rchasing Agent
By:
Dated:
&- /2/
,2005
TRIST AR Risk Man gement
By:
4-29
Contract Agreement
Page 1 of 1
Addendum 0
to
Agreement between
City of Chula Vista
And
TRIST AR Risk Management
This addendum ("Addendum"), dated July1, 2006, is intended to be part of, and
attached to, that certain Agreement between the City of Chula Vista and TRISTAR
Risk Management that is dated July 23, 2002 and duly executed. Whereas both
parties are operating under the aforementioned Agreement and there exist, pursuant to
Exhibit A, Section 8.0., an option to extend the contract beyond the initial one year
period, both parties hereby elect to extend the current contract for another one year.
This election would effectively extend the contract through June 30, 2007.
For performance of all the Defined Services by Service Company, and pursuant to the
Compensation provided for under Exhibit A, Section 11. A., the flat annual fee for the
contract period of July 1, 2006 through June 30, 2007 shall be $271,300. This annual
fee will be paid monthly, in arrears, in twelve equal installments.
Also, it is the intent of both parties to increase the staffing under the Warrants section of
the Agreement to one full time dedicated examiner, one half-time (20 hours/week)
examiner, one quarter time (10 hours/week) medical only examiner and one half time
(20 hours/week) claims assistant.
This Addendum is not intended to change any other provision of the Agreement
between the parties.
IN WITNESS WHEREOF, City and Service Company have executed this
Addendum thereby indicating that they have read and understood same, and indicate
their full and complete consent to its terms:
Dated:
~I;q
I
,2006
City of Chula Vista
By:
By:
Dated: a~;; // ,2006
{/I
4-30
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21Jn7}~1_2S f?i 3~25
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Contract Agreement
. ",~ .,~
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H'.n1 f~ 'H ~ E ':: ,_I
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Addendum E
to
Agreement between
City of Chula Vista
And
TRISTAR Risk Management
This addendum ("Addendum"), dated June 26, 2006, is intended to be part of, and
attached to, that certain Agreement between the City of Chula Vista and TRISTAR
Risk Management that is dated July 23, 2002 and duly executed. Whereas both
parties are operating under the aforementioned Agreement and there exists, pursuant to
Exhibit A, Section 8.0., an option to extend the contract beyond the initial one year
period, both parties hereby elect to extend the current contract for another one year.
This election would effectively extend the contract through June 30, 2008.
For performance of all the Defined Services by Service Company, and pursuant to the
Compensation provided for under Exhibit A, Section 11. A., the flat annual fee for the
contract period of July 1, 2007 through June 30, 2008 shall be $280,800. This annual
fee will be paid monthly, in arrears, in twelve equal installments.
Also, it is the intent of both parties to maintain the staffing under the Warrants section of
the Agreement to one full time dedicated examiner, one half-time (20 hours/week)
examiner, one quarter time (10 hours/week) medical only examiner and one half time
(20 hours/week) claims assistant.
This Addendum is not intended to change any other provision of the Agreement
between the parties.
IN WITNESS WHEREOF, City and Service Company have executed this
Addendum thereby indicating that they have read and understood same, and indicate
their full and complete consent to its terms:
Dated:
I /:2 C. ,2007
/
City of Chula Vista
By:
Dated:
14
,2007
TRISTAR isk Management
Thomas J
By'
4-31
ATTACHMENT '1.
Addendum F
To
Agreement between
City Of Chula Vista
And
TRISTAR Risk Management
This addendum ("Addendum"), dated June 4, 2006, is intended to be part of, and
attached to, that certain Agreement between the City of Chula Vista and
TRISTAR Risk Management that is dated July 23, 2002 and duly executed.
Whereas both parties are operating under the aforementioned Agreement and
there exists, pursuant to Exhibit A, Section 8.D., an option to extend the contract
beyond the initial one year period, and the City Council at its meeting of June 3,
2008, authorized an additional one year option. This election would effectively
extend the contract through June 30, 2009.
For performance of all the Defined Services by Service Company, and pursuant
to the Compensation provided for under Exhibit A, Section 11.A, the flat annual
fee for the contract period of July 1, 2008 through June 30, 2009 shall be
$287,500. This annual fee will be paid monthly, in arrears, in twelve equal
installments.
Also, it is the intent of both parties to maintain the staffing under the Warrants
section of the Agreement to one full-time dedicated examiner, one half-time
examiner, one quarter time (10 hours/week) medical only examiner and one half-
time (20 hours/week) claims assistant.
This Addendum is not intended to change any other provision of the Agreement
between the parties.
IN WITNESS WHEREOF, City and Service Company have executed this
Addendum thereby indicating that they have read and understood same, and
indicate their full and complete consent to its terms:
Dated:
,2008
City Of Chula Vista
By:
Suzanne Brooks, Purchasing Agent
Dated:
~"'/ / J' ,2008
.
By:
President
4-32
ATTACHMENT 2
FIRST AMENDMENT TO THE AGREEMENT BETWEEN
THE CITY OF CHULA VISTA
AND TRISTAR RISK MANAGEMENT
For Third-Party Administration of Workers' Compensation Claims
RECITALS
WHEREAS, on August 1,2002, the City of Chula Vista ("City") and TRISTAR Risk
Management ("Service Company") (together "Parties") entered into an agreement (the
"Agreement") where the Service Company agreed to perform Third Party Administration of
Workers' Compensation Claims for the City; and
WHEREAS, the term of the Agreement was for one year with five one-year options to
renew; and
WHEREAS, the Parties agreed to renew the Agreement for the five one-year options
pursuant to Addendum A, dated May 1,2003; Addendum B, dated May 1,2004; Addendum C,
dated June 15,2005; Addendum D, dated July I, 2006; and Addendum E, dated June 26, 2006
(in error) and signed by the Parties on July 6, 2007, and July 26,2007.
WHEREAS, staff is very satisfied with the services provided by the Service Company
and wishes to extend the term of the Agreement for one year terminating on June 30, 2009; and
WHEREAS, staff recommends that the City Council waive the formal consultant
selection process outlined in Municipal Code section 2.56.110 because it is impractical to solicit
proposals at this time due to the cost and operational expenses of changing service providers at
this time.
NOW, THEREFORE, the City and Service Company agree as follows:
AGREEMENT
1. Exhibit A, Paragraph 8. Scope of Work and Schedule, A. Detailed Scope of Work:
Warrants, paragraph (1), delete "and one-half (1/2) of a full time assistant" and replace with "one
half-time examiner, one quarter time (10 hours/week) medical only examiner and one half-time
(20 hours/week) claims assistant."
2. Exhibit A, Paragraph 8. Scope of Work and Schedule, D., Date for Completion of all
Third Party Administration services: delete this section in its entirety and replace with the
following: "July 31, 2009."
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4-33
3. Exhibit A, Paragraph 11, Compensation: A. Single Fixed Fee Arrangement, delete this
section in its entirety and replace with the following: "For performance of all of the Defined
Services by Service Company as herein required, the Service Company shall be compensated for
the Defined Services by a fixed fee of $287,500. The fee will be paid monthly, in arrears, in
twelve equal installments. Allocated Loss Expenses will be paid by the City. Any costs
(including check costs) associated with the trust account will be paid by the Service Company as
part of the administrative fee."
All other terms of the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, City and Consultant have executed this First Amendment to the
Agreement indicating that they have read and understood the First Amendment and indicate their
full and complete consent to its terms:
Dated:
,2008
City of Chula Vista
By:
Cheryl Cox, Mayor
Attest:
Donna Norris, Interim City Clerk
Approved as to form:
City Attorney
TRISTAR Risk Management
Dated:
By:
Thomas J. Veale, President
Exhibit List to First Amendment to Agreement:
(X) Agreement between the City ofChula Vista and
C:\Documents and Settings\terie\Loca! Setlings\Temporary Internet Files\OLK58\Tristar First ^2endment S.29.08.doc
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FIRST AMENDMENT TO THE AGREEMENT BETWEEN
THE CITY OF CHULA'VISTA
AND TRISTAR RISK l\.1ANAGEMENT
For Third-Party Administration of Workers' Compensation Claims
RECITALS
WHEREAS, on August 1, 2002, the City of Chula Vista ("City'') and IRISTAR Risk
Mana,,<>ernent ("Service Company'') (together "Parties") entered into an agreement (the
"Agreement") where the Service Company agreed to perfonn Third party Administration of
Workers' Compensation Claims for the City; and
WHEREAS, the term of the Agreement was for one yeat with five one-year options to
renew; and
WHEREAS, the Parties agreed to renew the Agreement for the five one-year options
pursuant to Addendum A, dated May 1,2003; Addendum B, dated May 1,2004; Addendum C,
dated June 15,2005; Addendum D, dated July 1,2006; and Addendum E, dated June 26, 2006
(in error) and signed by the Parties on July 6, 2007, and July 26, 2007.
V"BEREA.S, staff is very satisfied with the services provided by the Service Company
nod wishes to extend the term of the Agreement for one year terminating on June 30, 2009; and
WHERE/iS, staff recommends that the City Council waive the formal consultant
selection process outlined in Municipal Code section 2.56.1 10 because it is impractical to solicit
proposals at this time due to the cost and operational expenses of changing service providers at
this time.
NOW, TIlEREFORE, the City and Service Company agree as follows:
AGREEMENT
1. Exhibit A., Paragraph 8. Scope of Work and Schedule, A. Detailed Scope of Work:
Warrants, paragraph (1), delete "and one.half (1/2) of a full time assistant~ and replace_with "one
half-time examiner, one quarter time (10 hours/week) medical only examiner and one balf-time
(20 hourslweek) claims assistant"
2. Exhibit A, Paragraph 8. Scope of Work and Scbedule, D., Date for Completion of all
Third Party Administration services: delete this section in its entirety and replace with the
following: "July 31, 2009."
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3. Exhibit A, Paragraph 11, Compensation: A. Single Fixed Fee lurangement, delete L'1.is
section in its entirety and replace with the followi.ng: "For performance of all of the Defined
Services by Service Company as herein required, the Service Company shall be compensated for
the Defined Services by a fixed fee of $287,500. The fee will be paid monthly, in a.rreaIs, in
twelve equal instaJlments. Allocated Loss Expenses will be paid by the City. Any costs
(including check costs) associated willi llie trust account will be paid by the Service Company as
part of the administrative fee."
All other terms of the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, City and Consultant have executed this First Amendment to the
Agreement indicating that they have read and understood the First Amendment and indicate their
full and complete consent to its terms:
Dated;
,2008
City of ChuIa Vista
By:
Cheryl Cox, Mayor
A tiest:
Donna Norris, Interim City Clerk
Approved as to form:
City Attorney
Dated:
Exhibit List to First Amendment to Agreement:
(X) Agreement between the City of Chula Vista and
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RESOLUTION NO. 2008-
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CHULA VISTA WAIVING THE FORMAL CONSULTANT
SELECTION PROCESS AND APPROVING THE FIRST
AMENDMENT TO THE AGREEMENT BETWEEN THE CITY
OF CHULA VISTA AND TRISTAR RISK MANAGEMENT
FOR THIRD-PARTY ADMINISTRATION OF THE CITY'S
WORKERS' COMPENSATION CLAIMS
WHEREAS, TRISTAR Risk Management [TRISTAR] has administered the City of
Chula Vista's workers' compensation claims since 1985; and
WHEREAS, in 2002, the City solicited proposals for third-party claims administration
services; and
WHEREAS, as a result of that solicitation, the City entered into a one-year contract with
TRISTAR with a provision for five, one-year extensions; and
WHEREAS, the City has exhausted the extensions included in the existing agreement;
and
WHEREAS, the City has been extremely satisfied with the services provided by
TRISA TR and staff believes it is highly unlikely the City would find a firm able to provide the
same level of service at a price that would justify the additional expense of changing
administrators (transferring data bases, system/process development) nor the disruption of
service/care of our employees, especially during these times of fiscal uncertainty and limited
resources; and
WHEREAS, due to the cost (financial and operational) of changing vendors, staff
recommends that it is in the best interest of the City that the competitive bid process for this
contract be waived so the contract with TRISTAR can be amended to extend the contract for an
additional one-year period; and
WHEREAS, staff will commence the RFP process in March 2009 for services going
forward.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Chula
Vista does hereby waive the formal consultant selection process and approve the First
Amendment to the Agreement between the City ofChula Vista and TRISTAR Risk Management
for third-party administration of the City's workers' compensation claims.
Presented by
Approved as to form by
~~~<~~l\
Ann Moore
City Attorney
Marcia Raskin
Director of Human Resources
J:l.Allomey\RESO\AGREEMENTSITrislar Risk Mgml~06-03-08.doc
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