HomeMy WebLinkAboutC2017-295 - 10/31/2017 - Approved SERVICE AGREEMENT NO. 1262
Section 125 Cafeteria Plan Administration
•1852
THIS Section 125 Cafeteria Plan Administration Agreement ("Agreement") is
entered into by and between the City of Corpus Christi, a Texas home-rule municipal
corporation ("City") and Application Software, Inc. dba ASIFIex ("Contractor"),
effective upon execution by the City Manager or the City Manager's designee ("City
Manager").
WHEREAS, Contractor has bid to provide Section 125 Cafeteria Plan Administration
in response to Request for Bid/Proposal No. 1262 ("RFB/RFP"), which RFB/RFP includes
the required scope of work and all specifications and which RFB/RFP and the
Contractor's bid or proposal response, as applicable, are incorporated by reference
in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in
its entirety.
NOW, THEREFORE, City and Contractor agree as follows:
1. Scope. Contractor will provide Sectiton 125 Cafeteria Plan Administration
("Services") in accordance with the attached Scope of Work, as shown in
Attachment A, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2.
2. Term. This Agreement is for 12 months, with performance commencing upon the
date of issuance of a notice to proceed from the Contract Administrator or
Purchasing Division. The parties may mutually extend the term of this Agreement
for up to four additional 12-month periods ("Option Periods)"), provided, the
parties do so in writing and prior to the expiration of the original term or the then-
current Option Period. The City's extension authorization must be executed by
the City Manager or designee.
3. Compensation and Payment. The total value of this Agreement is not to exceed
$35,612.40, subject to approved extensions and changes. Payment will be made
for Services completed and accepted by the City within 30 days of acceptance,
subject to receipt of an acceptable invoice. All pricing must be in accordance
with the attached Bid/Pricing Schedule, as shown in Attachment B, the content
of which is incorporated by reference into this Agreement as if fully set out here in
its entirety.
4. Contract Administrator. The Contract Administrator designated by the City is
responsible for approval of all phases of performance and operations under this
Agreement, including deductions for non-performance and authorizations for
payment. The City's Contract Administrator for this Agreement is as follows:
2017-295 1 Form Page 1 of 7
10/31/17 9/18/17
M2017-173
Application Software Inc.
INDEXED
Rose Bond
Human Resources
361-826-3878
RoseB2@cctexas.com
5. Insurance; Bonds.
(A) Before performance can begin under this Agreement, the Contractor must
deliver a certificate of insurance ("COI"), as proof of the required insurance
coverages, to the City's Risk Manager and the Contract Administrator.
Additionally, the COI must state that the City will be given at least 30 days'
advance written notice of cancellation, material change in coverage, or intent
not to renew any of the policies. The City must be named as an additional insured.
The City Attorney must be given copies of all insurance policies within 10 days of
the City Manager's written request. Insurance requirements are as stated in
Attachment C, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety.
(B) In the event a payment bond, a performance bond, or both, are required of
the Contractor to be provided to the City under this Agreement before
performance can commence, the terms, conditions, and amounts required in the
bonds and appropriate surety information are as included in the RFB/RFP or as
may be added to Attachment C, and such content is incorporated here in this
Agreement by reference as if each bond's terms, conditions, and amounts were
fully set out here in its entirety.
6. Purchase Release Order. For multiple-release purchases of Services to be
provided by the Contractor over a period of time, the City will exercise its right to
specify time, place and quantity of Services to be delivered in the following
manner: any City department or division may send to Contractor a purchase
release order signed by an authorized agent of the department or division. The
purchase release order must refer to this Agreement, and Services will not be
rendered until the Contractor receives the signed purchase release order.
7. Inspection and Acceptance. Any Services that are provided but not accepted by
the City must be corrected or re-worked immediately at no charge to the City. If
immediate correction or re-working at no charge cannot be made by the
Contractor, a replacement service may be procured by the City on the open
market and any costs incurred, including additional costs over the item's
bid/proposal price, must be paid by the Contractor within 30 days of receipt of
City's invoice.
8. Warranty. The Contractor warrants that all products supplied under this
Agreement are new, quality items that are free from defects, fit for their intended
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purpose, and of good material and workmanship. The Contractor warrants that
it has clear title to the products and that the products are free of liens or
encumbrances. In addition, the products purchased under this Agreement shall
be warranted by the Contractor or, it indicated in Attachment D by the
manufacturer, for the period stated in Attachment D. Attachment D is attached
to this Agreement and is incorporated by reference into this Agreement as if fully
set out here in its entirety.
9. Quality/Quantify Adjustments. Any Service quantities indicated on the Bid/Pricing
Schedule are estimates only and do not obligate the City to order or accept more
than the City's actual requirements nor do the estimates restrict the City from
ordering less than its actual needs during the term of the Agreement and including
any Option Period. Substitutions and deviations from the City's product
requirements or specifications are prohibited without the prior written approval of
the Contract Administrator.
10. Non-Appropriation. The continuation of this Agreement after the close of any
fiscal year of the City, which fiscal year ends on September 30th annually, is subject
to appropriations and budget approval specifically covering this Agreement as
an expenditure in said budget, and it is within the sole discretion of the City's City
Council to determine whether or not to fund this Agreement. The City does not
represent that this budget item will be adopted, as said determination is within the
City Council's sole discretion when adopting each budget.
11. Independent Contractor. Contractor will perform the work required by this
Agreement as an independent contractor and will furnish such Services in its own
manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Contractor be considered an employee of the City.
12. Subcontractors. Contractor may use subcontractors in connection with the work
performed under this Agreement. When using subcontractors, however, the
Contractor must obtain prior written approval from the Contract Administrator if
the subcontractors were not named at the time of bid or proposal, as applicable.
In using subcontractors, the Contractor is responsible for all their acts and
omissions to the same extent as if the subcontractor and its employees were
employees of the Contractor. All requirements set forth as part of this Agreement,
including the necessity of providing a COI in advance to the City, are applicable
to ail subcontractors and their employees to the same extent as if the Contractor
and its employees had performed the work.
13. Amendments. This Agreement may be amended or modified only by written
change order signed by both parties. Change orders may be used to modify
quantities as deemed necessary by the City.
14. Waiver. No waiver by either party of any breach of any term or condition of this
Agreement waives any subsequent breach of the same.
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15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other related taxes. Upon request, the City
Manager shall be provided proof of payment of these taxes within 15 days of such
request.
16. Notice. Any notice required under this Agreement must be given by fax, hand
delivery, or certified mail, postage prepaid, and is deemed received on the day
faxed or hand-delivered or on the third day after postmark if sent by certified mail.
Notice must be sent as follows:
IF TO CITY:
City of Corpus Christi
Attn: Rose Bond
Health Benefits Manager
1201 Leopard Street, Corpus Christi, TX 78401
Fax: 361-826-3322
IF TO CONTRACTOR:
Application Software, Inc., dba ASIFIex
Attn: John M. Riddick
President/CEO
201 West Broadway, Bldg 4C, Columbia, MO 65203
Fax: 573-499-1840
17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND
THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND
AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY,
LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF
WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF
PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND
OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, ATTORNEYS'FEES AND EXPERT WITNESS FEES,
WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION
WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS
AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT
ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS
EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE,
INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT
OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH
COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL
CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF
ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE,
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LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION
OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE
THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City Manager may terminate this Agreement for Contractor's failure to
perform the work specified in this Agreement or to keep any required insurance
policies in force during the entire term of this Agreement. The Contract
Administrator must give the Contractor written notice of the breach and set out a
reasonable opportunity to cure. If the Contractor has not cured within the cure
period, the City Manager may terminate this Agreement immediately thereafter.
(B) Alternatively, the City Manager may terminate this Agreement for
convenience upon 30 days advance written notice to the Contractor. The City
Manager may also terminate this Agreement upon 24 hours written notice to the
Contractor for failure to pay or provide proof of payment of taxes as set out in this
Agreement.
19. Assignment. No assignment of this Agreement by the Contractor, or of any right
or interest contained herein, is effective unless the City Manager first gives written
consent to such assignment. The performance of this Agreement by the
Contractor is of the essence of this Agreement, and the City Manager's right to
withhold consent to such assignment is within the sole discretion of the City
Manager on any ground whatsoever.
20. Severability. Each provision of this Agreement is considered to be severable and,
if, for any reason, any provision or part of this Agreement is determined to be
invalid and contrary to applicable law, such invalidity shall not impair the
operation of nor affect those portions of this Agreement that are valid, but this
Agreement shall be construed and enforced in all respects as if the invalid or
unenforceable provision or part had been omitted.
21. Order of Precedence. In the event of any conflicts or inconsistencies between this
Agreement, its attachments, and exhibits, such conflicts and inconsistencies will
be resolved by reference to the documents in the following order of priority:
A. this Agreement (excluding attachments and exhibits);
B. its attachments;
C. the bid solicitation document including any addenda (Exhibit 1); then,
D. the Contractor's bid response (Exhibit 2).
22. Certificate of Interested Parties. Contractor agrees to comply with Texas
Government Code Section 2252.908, as it may be amended, and to complete
Form 1295 "Certificate of Interested Parties" as part of this Agreement.
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23. Governing Law.This Agreement is subject to all federal, State, and local laws, rules,
and regulations. The applicable law for any legal disputes arising out of this
Agreement is the law of the State of Texas, and such form and venue for such
disputes is the appropriate district, county, or justice court in and for Nueces
County, Texas.
24. Entire Agreement. This Agreement constitutes the entire agreement between the
parties concerning the subject matter of this Agreement and supersedes all prior
negotiations, arrangements, agreements and understandings, either oral or
written, between the parties.
(SIGNATURE PAGE FOLLOWS)
Service Agreement Standard Form Page 6 of 7
Approved as to Legal Form 9/18/17
CONTRACTOR. ,
Signature: Ljt � k/1
Printed Name: " 1 7-,j VGk -'Y1
Title: V f A Ce'• fyza cy,,u,:,f(
Date: (0 - 21 - L0(1
CITY OF CORPUS CHRISTI (�
Signature: 1�\ �.., t'
Printed Name: v c— Pv-cLz 4--
Title: Pco c_kv-a -9---
Date: l k , I • \ 'l
ATTEST: Re---Lad&E;LaL
Attached and Incorporated by Reference: REBECCA HUERTA
Attachment A: Scope of Work CITY SECRETARY ,.,
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance and Bond Requirements
Attachment D: Warranty Requirements
Incorporated by Reference Only:
Exhibit 1: RFB/RFP No. 1262
Exhibit 2: Contractor's Bid/ProposalAttachmenVklOn -ri
AU I tiU ILL.
0 COUNCIL_
SECRETA•V ',
Service Agreement Standard Form Page 7 of 7
Approved as to Legal Form 9/18/17
Attachment A: Scope of Work
1. General Requirements/Background Information
A. The Contractor shall provide Section 125 Plan Administration services, Flexible
Spending Account and Dependent Care, as outlined in this Scope of Work. The
City's Section 125 Plan is attached as Exhibit A and the current census is attached
as Exhibit B.
B. The City or agents reserves the right to audit Contractor's performance by
reviewing pertinent records and documentation, including clinical records,
subject to appropriate confidentiality requirements.
C. Contractor must be able to implement the program with an effective date of
October 1, 2017.
2. Scope of work
_...___ _.....
A The Contractor shall provide the following services and access levels.
1. Administration and reimbursement of eligible expenses of the Flexible
Spending Account in compliance with all federal regulations, including
paper and electronic submission of claims, as well as provision of a debit
card.
2. Administration and reimbursement of eligible expenses for the Dependent
Care Assistance Program, including paper and electronic submission of
claims.
3. Standardized reporting to both members and administration regarding
account balances.
4. Toll free customer service access, as well as online member customer service
access.
5. Non-discrimination testing )if applicable).
6. Creation of required Plan Documents and forms.
Page I of 2
B. The Contractor must be properly licensed to conduct Section 125 Cafeteria Plan
Administration services.
3. Contractor Quality Control and Superintendence
The Contractor shall establish and maintain a complete Quality Control Program that
is acceptable to the Contract Administrator to assure that the requirements of the
Contract are provided as specified. The Contractor shall provide supervision of the
work to insure it complies with the contract requirements.
4. Special Instructions
A. The Contractor shall conduct customer satisfaction surveys and provide a copy
of most recent results.
B. The Contractor shall provide in detail any subcontract portion of Section 125
Cafeteria Plan Administration services.
Page 2 of 2
Attachment B: Bid/Pricing Schedule
SOS
CITY OF CORPUS CHRISTI
iliiihm
BID FORM
PURCHASING DIVISION
RFB No. 1262
1852 Section 125 Cafeteria Plan Administration
PAGE 1 OF 1
Date: September 18, 2017
Authorized
iteieV
Bidder: Application Software, Inc. dba ASIFIex Signature:
1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before
completing bid.
2. Quote your best price for each item.
3. In submitting this bid, Bidder certifies that:
a. the prices in this bid have been arrived at independently, without consultation,
communication, or agreement with any other Bidder or competitor, for the
purpose of restricting competition with regard to prices.
b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information
on file with City's Purchasing office, pursuant to the Code of Ordinances, is current
and true.
c. Bidder is current with all taxes due and company is in good standing with all
applicable governmental agencies.
d Bidder acknowledges receipt and review of all addenda for this RFB.
Item Description UNIT QTY Unit Price Total Price
1 Start Up Fee LS 1 FREE FREE
2 Annual Administrative Fee EA 5 FREE FREE
3 FSA Administration Fee -with EA 950 $2.95 $2,802.50 mo.
Debit Card $33,630 ann.
4 FSA Administration Fee -without EA 20 $2.95
$59 mo.
Debit Card $708 ann.
5 D.C.A.P Administration Fee EA 36 $2.95 $106.20 mo.
$1,274.40 ann.
6 Non-Discrimination Testing LS 1 FREE FREE
(If applicable)
Plan Document Creation & LS 1 FREE FREE
Maintenance
8 Customized Reporting or IS 1 FREE FREE
Programming
Optional Travel: Meetings$250 per day/plus travel. Total $2,967.70 mo.
$35,612.40 ann.
Attachment C: Insurance Requirements
A. PROPOSER'S LIABILITY INSURANCE
1. Proposer must not commence work under this agreement until all
insurance required has been obtained and such insurance has been
approved by the City. Proposer must not allow any subcontractor
Agency to commence work until all similar insurance required of any
subcontractor Agency has been obtained.
2. Proposer must furnish to the City's Risk Manager and Director Human
Resources, 2 copies of Certificates of Insurance (COI) with applicable
policy endorsements showing the following minimum coverage by an
insurance company(s) acceptable to the City's Risk Manager. The City
must be listed as an additional insured on the General liability and Auto
Liability policies by endorsement, and a waiver of subrogation is
required on all applicable policies. Endorsements must be provided
with COI. Project name and or number must be listed in Description Box
of COI.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
30-written day notice of cancellation, Bodily Injury and Property Damage
required on all certificates or by Per occurrence - aggregate
applicable policy endorsements
Commercial General Liability $1,000,000 Per Occurrence
including:
1. Commercial Broad Form
2. Premises - Operations
3. Products/ Completed Operations
4. Contractual Liability
5. Independent Contractors
6. Personal Injury- Advertising Injury
AUTO LIABILITY (including) $1,000,000 Combined Single Limit
1. Owned
2. Hired and Non-Owned
3. Rented/Leased
PROFESSIONAL LIABILITY $1,000,000 Per Claim
(Errors and Omissions) (Defense costs not included in face value of
the policy)
If claims made policy, retro date must be prior
to inception of agreement, have extended
Page 1 of 4
reporting period provisions and identify any
limitations regarding who is insured.
CRIME/EMPLOYEE DISHONESTY $1,000,000 Per Occurrence
Contractor shall name the City of
Corpus Christi, Texas as Loss Payee
WORKERS' COMPENSATION Statutory
EMPLOYER'S LIABILITY $500,000 /$500,000 4500,000
3. In the event of accidents of any kind related to this agreement,
Proposer must furnish the Risk Manager with copies of all reports of any
accidents within 10 days of the accident.
B. ADDITIONAL REQUIREMENTS
1. Applicable for paid employees, Proposer must obtain workers'
compensation coverage through a licensed insurance company. The
coverage must be written on a policy and endorsements approved by
the Texas Department of Insurance. The workers' compensation
coverage provided must be in an amount sufficient to assure that all
workers' compensation obligations incurred by the Proposer will be
promptly met.
2. Proposer shall obtain and maintain in full force and effect for the
duration of this Contract, and any extension hereof, at Proposer's sole
expense, insurance coverage written on an occurrence basis, by
companies authorized and admitted to do business in the State of Texas
and with an A.M. Best's rating of no less than A- VII.
3. Proposer shall be required to submit a copy of the replacement
certificate of insurance to City at the address provided below within 10
days of the requested change. Proposer shall pay any costs incurred
resulting from said changes. All notices under this Article shall be given
to City at the following address:
City of Corpus Christi
Attn: Risk Manager
P.O. Box 9277
Corpus Christi, TX 78469-9277
Page 2 of 4
4. Proposer agrees that with respect to the above required insurance, all
insurance policies are to contain or be endorsed to contain the following
required provisions:
• List the City and its officers, officials, employees, volunteers, and elected
representatives as additional insured by endorsement, as respects
operations, completed operation and activities of, or on behalf of, the
named insured performed under contract with the City, with the
exception of the workers' compensation policy;
• Provide for an endorsement that the "other insurance" clause shall not
apply to the City of Corpus Christi where the City is an additional insured
shown on the policy;
• Workers' compensation and employers' liability policies will provide a
waiver of subrogation in favor of the City; and
• Provide thirty (30) calendar days advance written notice directly to City
of any suspension, cancellation, non-renewal or material change in
coverage, and not less than ten (10) calendar days advance written
notice for nonpayment of premium.
5. Within five (5) calendar days of a suspension, cancellation, or non-
renewal of coverage, Proposer shall provide a replacement Certificate
of Insurance and applicable endorsements to City. City shall have the
option to suspend Proposer's performance should there be a lapse in
coverage at any time during this contract. Failure to provide and to
maintain the required insurance shall constitute a material breach of this
contract.
6. In addition to any other remedies the City may have upon Proposer's
failure to provide and maintain any insurance or policy endorsements to
the extent and within the time herein required, the City shall have the
right to order Proposer to remove the exhibit hereunder, and/or withhold
any payment(s) if any, which become due to Proposer hereunder until
Proposer demonstrates compliance with the requirements hereof.
7. Nothing herein contained shall be construed as limiting in any way the
extent to which Proposer may be held responsible for payments of
damages to persons or property resulting from Proposer's or its
subcontractor's performance of the work covered under this
agreement.
Page 3 of 4
8. It is agreed that Proposer's insurance shall be deemed primary and non-
contributory with respect to any insurance or self-insurance carried by
the City of Corpus Christi for liability arising out of operations under this
agreement.
9. It is understood and agreed that the insurance required is in addition to
and separate from any other obligation contained in this agreement.
2017 Insurance Requirements
Purchasing - HR Benefits
Section 125 Plan Administration Services
07/26/2017 sw Risk Management
Page 4 of 4
Attachment D: Warranty Requirements
Section 8. Warranty is null for this Service Agreement.
1
CERTIFICATE OF INTERESTED PARTIES FORM 1295
a of 1
Complete Nos,1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number
of business. 2017-268689
Application Software Inc
Columbia,MO United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 10/04/2017
being filed. N�/
City of Corpus Christi Date kn wledged: ,1`'
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3 Provide the identification number used by the governmental entity or state agency to track or identify the contra and provide a
description of the services,goods,or other property to be provided under he contract.
RFB 1262
Administration of Flexible Benefits Plan for the City of Corpus Christi.
4 Nature of Interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling I Intermediary
Riddlck,John Columbia,MO United States X
s Check only if there is NO Interested Party. ❑
I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct.
PATRICIA L HOUSE
Notary Public-Notary Seal
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Signature of authorized agent of contracting business entity
AFFIXNOTARV STAMP/SEAL ABOVE ,r,,./.,.J�_�/
Sworn to and subscribed before me.by the said ,this the 5 � day of (X��lX to d
20I ,to ce�rfdyw [ph, itnhand and seal of office.L
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Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath
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