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HomeMy WebLinkAboutResolution - 2009-R0220 - Contract - Sanford And Tatum Insurance Company - Property/Casualty Insurance - 05/28/2009Resolution No. 2009-RO220 May 28, 2009 Item No. 5.3 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute on behalf of the City of Lubbock a contract providing for property/casualty insurance broker and consulting services by and between the City of Lubbock and Sanford and Tatum Insurance Company of Lubbock, Texas, which Agreement and any associated documents are attached hereto and which shall be a part of this Resolution as if fully copied herein in detail. Passed by the City Council this 28th day of May , 2009. TOM MARTIN, MAYOR ATTEST: Rebecca Garza, City APPROVED AS TO CONTENT: Lee Ann Dumbauld, City Manager APPROVED AS TO FORM: 4rlj\ J r��f Q1% T n Vandiver, City Attorney D Dres/Sanford l nsCon Res09 May 28, 2009 Resolution No. 2009-80220 PROFESSIONAL SERVICES AGREEMENT This Professional Services Agreement ("Agreement") is entered into this 30th day of June, 2009, by and between the City of Lubbock (the "City"), a Texas home rule municipal corporation, and Sanford and Tatum Insurance Agency, Inc. (the "Broker/Consultant"), a Texas corporation. WITNESSETH WHEREAS, Broker/Consultant has substantial skill and experience in placement of property and casualty insurance for municipalities. WHEREAS, Broke rlConsultant has demonstrated competence and qualifications to perform the Services, as defined below, and will perform the Services for a fair and reasonable price; WHEREAS, the City desires to contract with Broker/Consultant to perform services related to the Activities and Broker/Consultant desires to provide the services related to same. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City and Broker/Consultant agree as follows: ARTICLE I Services 1.01 Broker/Consultant shall conduct all activities and within such time frames, as set forth on Exhibit "A", "Scope of Services", attached hereto (the "Services") ARTICLE II Compensation and Term 2.01 The consideration to be paid for the Services to be provided the City as described in Article I shall be $75,000 to be paid within ten (10) business days of the final execution of this Agreement and within ten (10) business days of the execution of the renewal hereof. Professional Services Agreement — Sanford & Tatum Insurance Page 1 of 11 2.02 ALL PLACEMENT OF COMMERCIAL INSURANCE FOR THE CITY SHALL BE NET OF COMMISSION TO THE BROKER/CONSULTANT AND ANY SUB -CONTRACTOR OR AGENT THEREOF, AND SHALL BE PURSUANT TO LOCAL GOVERNMENT CODE, CHAPTER 252.024, PURCHASING AND CONTRACTING AUTHORITY OF MUNICIPALITIES, AND OTHER APPLICABLE LAVH. 2.03 This term of this Agreement shall be one year and may be renewed for two (2) additional one (1) year terms upon execution of a written agreement by the Broker/Consultant and the City Manager of the City, but shall not extend, in any case, beyond June 29, 2012. Additionally, the City or the Broker/Consultant may terminate this Agreement at any time by providing thirty (30) days written notice to the other, however, if the Broker/Consultant has completed the "Insurance Brokerage Services" outlined in Exhibit "A", the annual fee for that term is guaranteed to the Broker/Consultant by the City. ARTICLE III Independent Contractor 3.01 It is understood and agreed that Broker/Consultant is to perform the Services in a sound and professional manner and exercising the degree of care, skill, and diligence in the performance of the Services as is exercised by a professional Broker/Consultant under similar circumstances and Broker/Consultant hereby warrants to the City that the Services shall be so performed. Further, Broker/Consultant is and shall be considered at all times an independent contractor under this Agreement and/or in its service, hereunder. During the performance of the Services under this Agreement, Broker/Consultant and Broker/Consultant's employees will not be considered, for any purpose, employees or agents of the City within the meaning or the application of any federal, state or local law or regulation, including without limitation, laws, rules, or regulations regarding or related to unemployment insurance, old age benefits, workers compensation, labor, personal injury, or taxes of any kind. Professional Services Agreement — Sanford & Tatum Insurance Page 2 of 11 ARTICLE IV Events of Default/Remedies 4.01 City's Defaults/Broker/Consultant's Remedies. In the event the City shall default in the performance of any term or provision of this Agreement for any reason other than failure by Broker/Consultant to perform hereunder, Broker/Consultant may, if said default shall be continuing after five (5) days notice of such default is deemed received by the City, exercise any right or remedy available to it by law, contract, equity, or otherwise. Broker/Consultant's Defaults/City's Remedies. In the event Broker/Consultant shall default in the performance of any term or provision of this Agreement for any reason other than failure by the City to perform hereunder, the City may, if said default shall be continuing after five (5) days notice of such default is deemed received by Broker/Consultant, exercise any right or remedy available to it by law, contract, equity, or otherwise, including without limitation, specific performance and/or the right to terminate this Agreement without additional notice. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. ARTICLE V Insurance/Indemnity 5.01 Broker/Consultant shall procure and carry, at its sole cost and expense through the life of this Agreement, insurance protection as hereinafter specified, in form and substance satisfactory to City, carried with an insurance company authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with this Agreement, including without limitation, the indemnity obligations set forth herein. Broker/Consultant shall obtain and maintain in full force and effect during the term of this Agreement, commercial general liability, professional liability, and Professional Services Agreement - Sanford & Tatum Insurance Page 3 of 11 automobile liability coverage with insurance carriers admitted to do business in the state of Texas. The insurance companies must carry a Best's Rating of A -VII or better. The policies will be written on an occurrence basis, subject to the following minimum limits of liability: Professional Liability: Combined Single Limit: $1,000,000 Automobile Liability: Combined Single Limit for any auto: $300,000 The City shall be granted a waiver of subrogation under the Professional Liability and Automobile Liability policies. Broker/Consultant shall provide a Certificate of Insurance to the City as evidence of coverage. The Certificate shall provide 30 days notice of cancellation. Broker/Consultant shall elect to obtain worker's compensation coverage pursuant to Section 406.002 of the TEXAS LABOR CODE. Further, Broker/Consultant shall maintain said coverage throughout the term of this Agreement and shall comply with all provisions of Title 5 of the TEXAS LABOR CODE to ensure that the Broker/Consultant maintains said coverage. The Broker/Consultant may maintain Occupational Accident and Disability Insurance in lieu of Worker's Compensation. In either event, the policy must be endorsed to include a waiver of subrogation in favor of the City of Lubbock. If at any time during the life of the Agreement or any extension hereof, Broker/Consultant fails to maintain the required insurance in full force and effect, Broker/Consultant shall be in breach hereof and all work under the Agreement shall be discontinued immediately. BROKER/CONSULTANT SHALL INDEMNIFY AND HOLD CITY AND CITY'S ELECTED OFFICIALS, OFFICERS, AGENTS, EMPLOYEES, AND INDEPENDENT Professional Services Agreement — Sanford & Tatum Insurance Page 4 of 11 CONTRACTORS HARMLESS, TO THE FULLEST EXTENT PERMITTED BY LAW, FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, DAMAGES, COSTS, LIABILITIES, AND EXPENSES, INCLUDING REASONABLE ATTORNEY'S FEES, AS A RESULT OF, RELATED TO, OR ARISING FROM BROKER/CONSULTANT'S USE OR OCCUPATION OF CITY OWNED LANDS, AND/OR ANY MATTER RELATED TO BROKER/CONSULTANT'S ACTIVITIES, PERFORMANCES, OPERATIONS OR OMISSIONS UNDER THIS AGREEMENT. THE INDEMNITY PROVIDED HEREIN SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS AGREEMENT. ARTICLE VI Miscellaneous 6.01 The Broker/Consultant may engage other persons or consultants ("Sub -contractor") in order to perform all or part of the services outlined in Exhibit "A". Any expenses relating to the engagement of any Sub -contractor shall be the sole responsibility of the Broker/Consultant. 6.02 Broker/Consultant shall comply with all laws, statutes, regulations, ordinances, rules, and any other legal requirement related to, in any way, manner or form, the performance of the Services contemplated herein. 6.02 Any notice required by this Agreement shall be deemed to be properly served, if (i) provided in person or by telephonic facsimile; or (ii) deposited in the United States mail by certified letter, return receipt requested, addressed to the recipient at recipient's address shown below, subject to the right of either party to designate a different address by notice given in the manner just described. Notice shall be deemed to be received when delivered if provided in person or by telephonic facsimile or, if deposited in the United States mail, as set forth above, three (3) days after depositing such notice in the United States mail, as set forth above. For City: Professional Services Agreement — Sanford & Tatum Insurance Page 5 of 11 Leisa Hutcheson, Director of Risk Management P.O. Box 2000 Lubbock, Texas 79457 Facsimile: (806) 775-3316 wI copy to: City Attorney P.O. Box 2000 Lubbock, Texas 79457 Facsimile: (806) 775-3307 For Broker/Consultant: Douglas Sanford, CIC, Co -Chief Executive Officer Sanford and Tatum Insurance Agency P. O. Box 64790 Lubbock,Texas 79464 Facsimile: (806) 792-9344 6.03 THIS AGREEMENT IS TO BE CONSTRUED UNDER TEXAS LAW WITHOUT REGARD TO CONFLICT OF LAW RULES THAT WOULD DIRECT APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION. THE OBLIGATIONS OF THE PARTIES CREATED BY THIS AGREEMENT ARE PERFORMABLE, AT LEAST IN PART, IN LUBBOCK COUNTY, TEXAS. VENUE FOR ANY ACTION BROUGHT PURSUANT TO THIS AGREEMENT, OR ACTIVITY CONTEMPLATED HEREBY, SHALL EXCLUSIVELY BE IN LUBBOCK COUNTY, TEXAS. 6.04 This Agreement represents the entire and sole agreement between the City and Broker/Consultant with respect to the subject matter hereof and supersedes any and all prior negotiations, understandings, representations or other agreements, whether written or oral. This Agreement may not be modified or amended except in writing and duly executed by each party hereto. 6.05 Nothing contained herein shall be construed to imply a joint venture, joint enterprise, partnership or principal — agent relationship between Broker/Consultant and the City. Professional Services Agreement — Sanford & Tatum Insurance Page 6 of 11 6.06 If any provision of this Agreement is declared invalid or unenforceable, such provision shall be deemed modified to the extent necessary to render it valid and enforceable so long as said modification is reasonably within the intent the parties as originally expressed. In the event such provision may not be so modified, the unenforceability or invalidity of any provision shall not affect any other provision of this Agreement, and this Agreement shall continue in force and effect as if such provision had not been included in this Agreement. 6.07 Any and all documents, drawings and specifications prepared by Broker/Consultant as part of the Services hereunder, shall become the property of the City when Broker/Consultant has been compensated as set forth in Section 2.01, above. 6.08 A waiver by either City or Broker/Consultant of a breach of this Agreement must be in writing to be effective. In the event either party shall execute and deliver such waiver, such waiver shall not affect the waiving party's rights with respect to any other or subsequent breach. 6.09 Neither City nor Broker/Consultant may assign this Agreement, in whole or in part, without the written consent of such assignment by the non -assigning party except as respects to Section 6.01 above. City and Broker/Consultant each bind itself or himself, their legal representatives and permitted assigns in respect to all provisions of this Agreement. 6.10 Nothing in this Agreement shall be construed to provide any rights or benefits whatsoever to any party other than City and Broker/Consultant. 6.11 Broker/Consultant represents and warrants to City that it has taken all actions necessary to authorize the party executing this Agreement to bind, in all respects, Broker/Consultant to all terms and provisions of this Agreement, and that such person possesses authority to execute this Agreement and bind Broker/Consultant hereto. Professional Services Agreement - Sanford & Tatum Insurance Page 7 of 11 6.12 Broker/Consultant further represents and warrants to City that Broker/Consultant is properly and currently licensed by the State of Texas to undertake the activities contemplated by this Agreement, and will remain so licensed for the duration of the Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement by their duly authorized representatives as of the date first written above. Sanford and Tatum Insurance Agency, Inc. City of Lubbock Douglas Sanford, CIC Tom Martin, Mayor Co -Chief Executive Officer ATTEST: Rebecca Garza„ City Secretary APPROVED AS TO CONTENT; Leisa Hutcheson, Risk Manager Professional Services Agreement — Sanford & Tatum Insurance Page 8 of 11 APPROVED AS TO FORM: Mitchell Satterwhite, Asst. City Atty Professional Services Agreement — Sanford & Tatum Insurance Page 9 of 11 Resolution No. 2004—RO220 Exhibit "A" Scope of Services A. Insurance Brokerage Services: 1 Represent insured in all negotiations with insurance providers on all Included issues including those related to premiums„ plan designs and contracts. 2 Prepare applications and supporting documents based on data Included collected and direct input from the insured to solicit proposals for all subject insurance contracts. 3 Analyze and evaluate proposals received for renewals based on cost, Included claim payment procedures, customer service, carrier reputation and financial responsibility and any other unique or required features. 4 Recommend the most economical programs based on premium to Included transfer risk relative to the amount of risk retained. 5 Provide due diligence marketing report for each line of coverage marketed. Included B. Execution of Contracts and Agreements: 1 Ensure that contracts from insurance providers are executed as Included expeditiously as possible after award. 2 Review and be responsible for the accuracy and correctness, prior to Included delivery, of insurance contracts. 3 Work to resolve insurance company issues that may arise during the Included term of the contracts. C. Presentations and Meetings: 1 Make presentations to Executive Management and Council. Included 2 Present stewardship reports to Executive Management and Council as Included requested, at least twice annually. 3 Meet with Executive Management as needed for special or unique Included circumstances. 4 Meet as necessary with Risk Management to address progress of Included Scope of Services. D. Consultation: 1 Provide service for day -to day contact and advice on insurance Included matters as needed. 2 Assist City with risk transfer/retention and insurance requirement on Included contracts, leases and bonds as necessary. 3 Conduct bi-annual claim reviews to identify potential loss control Included measures that would be beneficial to the City. 4 Advise the insured of any "gaps" in coverage or inadequate coverage Included relative to the limited products that Sanford &Tatum are currently providing. Professional Services Agreement— Sanford & Tatum Insurance Page 10 of 11 TOTAL COMPENSATION FEE: $75,000.00 Total compensation fee based on current insurance contracts written through Sanford & Tatum Insurance listed in appendix A. Appendix A: Insurance contacts currently written for insured: 1 Municipal Package Excess Liability to include: General Liability, Automobile Liability, Law Enforcement Liability, Public Officials E & O, Employee Benefits Administration, and Employment Practices Liability. 2 Property Insurance 3 Property Insurance - Dam 4 Boiler and Machinery Insurance 5 Inland Marine Insurance 6 Crime Insurance 7 Airport Liability Insurance to include: Airport Owners Liability and Non - Owned Aircraft Liability 8 Pipeline Liability Insurance g Tenant User Lease Insurance Policy (TULIP) 10 Workers' Compensation Professional Services Agreement - Sanford & Tatum Insurance Page 11 of 11 Explore coverage options on coverages not currently purchased by 5 City for review (subject to additional compensation agreed to by Broker/Consultant and City). Included E. Other Requirements: 1 Performing required services on a timely basis. Included 2 Providing timely, comprehensive and understandable reporting. Included 3 Prepare certificate of insurance forms as requested. Included 4 Assist City with evaluation and selection of Third Party Administrators. Included 5 Obtain insurance company loss runs as requested by City Included Assist City with evaluation and selection of Risk Management 6 Insurance System (RIMS). Included TOTAL COMPENSATION FEE: $75,000.00 Total compensation fee based on current insurance contracts written through Sanford & Tatum Insurance listed in appendix A. Appendix A: Insurance contacts currently written for insured: 1 Municipal Package Excess Liability to include: General Liability, Automobile Liability, Law Enforcement Liability, Public Officials E & O, Employee Benefits Administration, and Employment Practices Liability. 2 Property Insurance 3 Property Insurance - Dam 4 Boiler and Machinery Insurance 5 Inland Marine Insurance 6 Crime Insurance 7 Airport Liability Insurance to include: Airport Owners Liability and Non - Owned Aircraft Liability 8 Pipeline Liability Insurance g Tenant User Lease Insurance Policy (TULIP) 10 Workers' Compensation Professional Services Agreement - Sanford & Tatum Insurance Page 11 of 11