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HR Global Risk ConsultingCity of San Rafael Aon Risk Consultants, Inc. Proposal for Actuarial Services Risk Reinsurance Human Resources Acw Empower Results® Table of Contents Introduction.......................................................................................................................3 Scopeof Work...................................................................................................................3 Project Work Steps .. ... 3 RequiredData ...... ............................................................ 3 Timetable...... .................... ...............................................................4 ProjectTeam and Roles....................................................................................................4 ProfessionalFees..............................................................................................................5 Duration .......... . .. .. ............... .... .... ... 5 Payment............................................ ........ . ...................5 ProjectRisks.....................................................................................................................5 Representations and Warranties.....................................................................................6 Relationship....................................................................................................................... 6 Confidentiality...................................................................................................................6 ClientResponsibility.........................................................................................................7 Limitationof Liability ........................................................................................................7 NoSolicitation...................................................................................................................8 Termination........................................................................................................................ 8 ForceMajeure....................................................................................................................8 Ownership.......................................................................................................................... 9 Miscellaneous.................................................................................................................... 9 EntireProposal..................................................................................................................9 ProposalAcceptance........................................................................................................9 Aon Risk Consultants, Inc I Actuarial 8 Analytics Acw Propnetary B Confidential 2 Introduction Aon Risk Consultants, Inc (AGRC) is pleased to submit this proposal to provide services to the City of San Rafael (Client) for actuarial services for its self-insured workers compensation and liability programs The goal of our actuarial services is to estimate the outstanding liabilities and project ultimate losses for the upcoming year Scope of Work The scope shown below s for work as of December 31, 2019. Specifically, the work will provide • Estimate Outstanding Losses. Estimate outstanding losses (including allocated loss adjustment expenses [ALAE]) for each fiscal year as of June 30, 2020 • Project Financial Position. Project the financial position as of June 30, 2017 The projected financial position is a comparison of the estimated outstanding losses with assets available (approximate and unaudited) to meet them • Project Ultimate Limited Losses. The projected ultimate limited losses are the accrual value of losses with accident dates in 2020/21 and 2021/22, regardless of report or payment date The amounts are limited to the self-insured retention • Recommend Funding. Recommend funding for 2020/21 and 2021/22 The recommended funding is based on the projected ultimate limited losses and projected expenses. • Project Losses Paid. The projected losses paid are the claims disbursements during 2020/21 and 2021/22, regardless of accident or report date. The amounts are limited to the self-insured retention. These actuarial services will result in the production of the following deliverable: • The conclusions of our work will be in a written report for the Client. The report will be designed to be easily understood by non -actuaries It will contain a technical section with sufficient information to support all conclusions and facilitate future analysis Project Work Steps To accomplish the objective, AGRC proposes the following work steps 1 Collect Data — The analysis will require historical loss and exposure data as well as a complete description of the past and present insurance programs 2 Compile Data — The data received from all services will be compiled and reviewed for reasonableness and consistency. 3 Perform Analysis — An analysis will be done addressing the items fisted above in "Scope of Services" 4. Draft Report — A report will be written clearly and concisely presenting our conclusions and recommendations 5 Peer Review — A professional peer review of the draft report will be performed by another qualified professional. 6. Distribute Draft Report — The draft report will be distributed and discussed with Client. 7. Corrections and/or Additions - Any items highlighted in discussions of the draft report will be addressed 8 Distribute Final Report — The report will be finalized with signatures affixed Required Data Based on our current understanding of the project, we anticipate that the following items would be needed to complete the project: Aon Risk Consultants, Inc I Actuarial & Analyt.cs AoN3 Proprietary 8 Confidential Form Edition Date April 14, 2016 An electronic file containing a list of all claims (open and closed), separately for workers compensation and liability, showing - a Claim number b Date of occurrence c Paid losses d. Case reserves (i e , expected future payments on known claims) e. Reported incurred loss (paid loss plus case reserves) f. recoveries (non -excess recoveries only) g Type (e.g. temporary partial. permanent total) Indicate if the data reflects excess insurance andlor subrogation Losses should be valued as of June 30, 2018, June 30, 2019, and December 31, 2019. 2 Unallocated loss adjustment expenses (ULAE) for 2019/20, if available ULAE are the indirect expenses to settle claims These expenses are primarily administration and claims handling expenses. 3 Actual payroll for 2017/18 and 2018/19 and projections for 2019/20 and 2020/21 (if available) We will use a trend unless instructed otherwise 4 Changes to the self-insured retentions for workers compensation and liability ($1,000,000 and $500,000 respectively as of previous study) and the effective dates, if any, since the previous study 5. Has there been a change in the TPA and/or changes In payment (e.g. accelerated closure of claims) or reserving levels (e g reserve strengthening)? If so, please describe 6. Have there been any changes in loss control programs which may mpact claim frequency and/or average cost per claim? If so, please describe 7 Interest rale assumption We will use a 2 0% interest rate assumption for discounting unless instructed otherwise 8 Assets available as of June 30, 2020 separately for workers compensation and liability. 9 Protected expenses (funding) for 2020/21 and 2021/22 separately workers compensation and liability. 10. Official notice to proceed with work by signing this agreement Timetable We anticipate the draft report will be completed withn four weeks of rece v,ng all data Project Team and Roles Colleagues expected to work on this project include Mujtaba Datoo Mr Datoo, Actuarial Practice Leader at AGRC, will lead the actuarial work. He is an ACAS. MAAA, FCA Associate of the Casualty Actuarial Society, a Member of the American Academy of Actuarial Practice Leader Actuaries and a Fellow of the Conference of Consulting Actuaries Mr Datoo performs actuarial services for scores of pools, cities counties, schooi, and other self-insured governmental entities. He has provided actuarial services since 1980 including general liability automobile liability, property, and medical malpractice and analyzing all aspects of workers compensation ratemaking and legislative pricing in statewide filings to determine rate adequacy and presentation of findings for the National Council on Compensation Insurance (NCCI) Aon Risk Consultants Inc I Actuarial & Analytics Propnetary & Confidential Form Edit on Date Apr 114, 2016 Acm4 Daniel Park Mr Park, a Senior Actuarial Ana yst at AGRC. will assist with the actuarial analysis Senior Actuarial Ana yst Mr Park has experience providing loss projections, estimating outstanding losses and funding studies for self-insured workers compensation automob;le liability, and general liability programs Professional Fees We propose to perform the Scope of Work for the fixed fees in Table 1 Table 1 Fixed Fees Scope of Work 1 Fixed Fees 2 Actuarial studies • Workers compensation $4,100 liability 4,100 Total $8,200 The fixed fees include expenses for telephone, postage, photocopying and teleconferences An oral presentation of the actuarial studies Is not anticipated and not included. The scope of this proposal is limited to the actuarial services outlined in "Scope of Work" Duration AGRC's services for this proposal begin on January 1, 2020 and end on June 30, 2020 The contract may be extended beyond the duration noted with formal written approval amending this contract. Services may not begin nor payment authorized prior to execution of this proposal by an authorized signatory of the Client Payment AGRC will invoice the Client at completion of draft study Project Risks AGRC believes several risk factors exist that could materially affect timelines for deliverables or AGRC's ability to deve:op the analysis proposed herein These include, but are not limited to • Lack of availability of key project personnel ■ Misunderstanding of scope definition and success criteria • Delays In providing information required for the proposed analysis (if any additional information not already he'd by AGRC Is required) • Changes in project scope, which can be made with a Change in Project Scope document agreed to by both Client and AGRC — AGRC notes that changes in project scope could potentially affect the engagement fee In the event the project is cancelled by the Client prior to the project start date, AGRC reserves the right to charge for project start-up costs incurred Aon Risk Consultants, Inc Actuarial &Analytics Proprietary &ConfidentialAON Form Edition Date April 14, 2016 5 Representations and Warranties AGRC represents and warrants to Client that AGRC is an Illinois corporation duly organized, validly existing and in good standing under the laws of the State of Illinois, and AGRC has the full and unrestricted power and authority to execute, deliver and perform this proposal and such execution, delivery and performance have been duly authorized by all necessary action on the part of AGRC and the proposal, when executed and delivered by AGRC in accordance with the provisions hereof, will be a legal, valid and binding obligation of AGRC, enforceable against AGRC in accordance with its terms, AGRC's execution and performance of this proposal or any Schedule shall not constitute a breach or default under any contract, instrument or agreement to which AGRC is a party or by which AGRC is bound and shall not violate or interfere with the rights of any other party; The Services performed and the Deliverables tendered hereunder shall be of professional quality, conforming to generally accepted industry standards and practices for similar services and deliverables. The Services as delivered to Client will not infringe on any copyright, patent, trade secret, or other proprietary right held by any third party. THIS WARRANTY SHALL BE IN LIEU OF AND EXCLUDES ALL OTHER IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE; The Services to be provided by AGRC are not of a legal nature, and AGRC shall in no event give, or be requ red to give, any legal opinion or provided any legal representation to Client Aon recommends that Client seek the review of the Client's legal or tax advisors before taking action based upon AGRC's statements The Services will be performed only by AGRC and its bona fide employees unless and to the extent Client has given its written consent to the subcontracting of any portion of the Services The Services will be performed in strict accordance with- the requirements of this proposal, applicable professional standards and laws AGRC is not debarred, proposed for debarment, suspended or otherwise ineligible for participation in any federal procurement or non -procurement transaction. Relationship Consultant's employees assigned to perform Services hereunder shall be and remain employees of Consultant whether Services are performed at Consultant's facilities or Client's facilities and shall not for any purpose be considered Client's employees Consultant shall be solely responsible for the payment of salaries and all matters relating thereto, including the withholding and/or payment of all payroll taxes, workmen's compensation, unemployment compensation, public liability, insurance -related benefits, vacation pay, holiday pay and all such additional legal requirements applicable to Consultant's employees Consultant's relationship to Client hereunder is one of independent contractor and nothing contained in this proposal or any Schedule shall be construed to imply that Consultant or any of Consultant's officers, employees or agents is an employee or agent of Client for any purpose. Consultant shall have no right, power or authority to create any obligation, expressed or implied, or to make any representation on behalf of Client, except as may be expressly authorized from time to time by Client in writing and then only to the extent of such authorization Nothing herein is to imply an agency, joint venture or partner relationship between the parties. Confidentiality "Confidential Information" shall mean various trade secrets and confidential information of Client and/or a third party who has provided such information to Client, including, but not limited to any process, system, formula, pattern, model, device, compilation, or other information, information concerning manufacturing methods, operational methods, business and technology plans, distribution strategies, sales, costs pricing, marketing, customers, the terms and conditions of this proposal, and research and development of Client or any information that Client deems to be confidential to its business unless same: (i) was already in AGRC's possession prior to its receipt from Client without restriction on its use or disclosure; (ii) is or becomes available to the general public through no act or fault of AGRC; or (iii) is rightfully disclosed to AGRC by a third party, and to Aon Risk Consultants Inc Actuarial & Analytics Propnetary & Confidential AON Form Edition Date Apr 1 14 2016 6 the best of AGRC s knowledge, without restrict on on Its use or disclosure, or (iv) is demanded by any state or federal government agency or by court order provided that Client receives pr or w. itten notice of such disclosure. AGRC will honor confidentiality regarding any data Client provides to AGRC during this engagement as well as any analysis conducted or conclusions derived from such data Except as required by the Scope of Work, no Client -identifiable data shall be shared with parties other than AGRC or Client unless Client provides consent, which consent needs to be provided on a case-by-case basis, or compliance with any validly issued subpoena or court order is required. In turn, the techniques utilized and results produced by AGRC will not be shared by Client with any other party that could utilize the information to gain a competitive advantage against AGRC AGRC will be responsible for any breach of these obligations by its employees or agents. AGRC ogrces to take all necessary steps to protect any Confidential Information with the same degree of care that AGRC uses to protect is own confidential and proprietary information of Ike kind, but in no event less than a reasonable degree of care Upon any expiration or termination of this proposal and upon Client's written request, AGRC will promptly return to Client or destroy the originals and all copies of all Confidential Information (which destruction shall include, without limitation, the process of expunging, to the extent reasonab y practicable, all such Confidential Information from any computer, hard drive, word processor server backup tape, or other electronic device contaning such Confidential Information), as well as any equipment or other items, furnished by Client to AGRC. Notwithstand ng the foregoing, AGRC may retain one archival copy of the Confidential Information in its confidentia' files for the purpose of complying with applicable laws or established company procedure regarding the preservation of business records AGRC gathers data containing information about our customers This information may be shared among AGRC affiliated businesses In addition to being used to provide services to AGRC customers the information may be used for business administration, business reporting, statistical analysis, marketing of AGRC products or services and providing consulting or other services to companies for which AGRC or its affiliates may receive remuneration AGRC takes appropriate measures to protect the privacy and confidentiality of our AGRC customers as well as to comply with applicable laws and regulations AGRC may use or disclose information about our customers if we are required to do so by law, AGRC policy pursuant to legal process or in response to a request from law enforcement authorities or other government officials Due to the global nature of services prov ded by AGRC: the Informat on/data you provide may be transmitted, used stored and otherwise processed outside of the country where you submitted that information If you have questions about AGRC data processing, please contact your AGRC consultant The requirements of this Confidential ty provision sha I survive the termination of this proposal Client Responsibility AGRC and Client acknowledge that the reliability of our services depends upon the accuracy and completeness of the data supplied to AGRC Client accepts sole responsibility for errors or delays in services solely resulting from Inaccurate or incomplete data supplied to AGRC, and acknowledges and agrees that any additional services thereby necessitated will reswt in additional fees payab a by Client to AGRC AGRC must receive promptly the information to deliver the Services as well as the Client s prompt updates to any information where there has been a material change which may affect the scope or delivery of the Services such as a change In the nature of the C ient's products or equipment, systems and/or processes that are the focus of AGRC s serv:ce(s) Client agrees to provide its project data in the form agreed upon. Client understands and agrees that if data is submitted in a form other than agreed upon, Client shall pay AGRC in addition to the fees set forth in the proposa the reasonable expenses incurred to merge/convert the data to the agreed upon form so long as AGRC has informed Client of such addit-onal expenses and C lent has consented in writing to those add Nonal expenses prior to AGRC incurring such Limitation of Liability Both parties further agree that AGRC and its personnel shali be released to the fullest extent permitted by applicable law from any and all claims, 'iabilities, costs and expenses attributable to any knowing misrepresentation by Client, its directors, Its officers and/or its employees except for claims attributable solely to the negligence of AGRC. In no event shall AGRC be liable to the Client, whether in tort (including negligence), contract or otherwise for any amount, in the aggregate, In excess of three times the total fees paid by the Client under this proposal except to the extent fully and finally determined by a court of competent jurisdiction to have resulted from the willful misconduct or fraudulent behavior of AGRC, and neither AGRC nor Client shall be liable to the other for any consequential, indirect, lost profit lost opportunity or similar damages relating to AGRC's services provided under this proposal. Aon R sk Consultants Inc - Actuarial & Analytics Proprietary & Confidential Form Ed tion Date Apri 14. 2016 AMY l This Liability Limitation shall apply to the Client and extend to the Client's parent(s), affiliates, subsidiaries, and their respective directors. officers, employees and agents (hereinafter, each a "Client Group Member' and together, "Client Group') wherever located that seek to assert claims against AGRC, and its parent(s), affiliates subsidiaries and their respective directors, officers, employees and agents (each an "Aon Group Member' and together "Aon Group"). Nothing in this Liability Limitation section implies that any Aon Group Member owes or accepts any duty or responsibility to any Client Group Member If the Client or any Client Group Member asserts any claims or makes any demands against AGRC or any Aon Group Member for a total amount in excess of this Liability Limitation, then the Client agrees to indemnify AGRC for any and all liabilities, costs, damages and expenses, including attorneys' fees, incurred by AGRC or any Aon Group Member that exceeds this Liability Limitation As AGRC and Client intend the aforementioned limitation of liability clause to be enforceable, they agree that any over breadth in the clause shall not itself render the clause void, but rather the clause shall be interpreted and enforceable to the fullest extent permitted by the law of the applicable state In addition, the Client agrees to indemnify and hold AGRC, its directors, officers and employees, harmless from and against any and all claims, suits, and demands, and the liabilities, costs and expenses resulting therefrom ("Claims") that AGRC may incur relating to the Services under this proposal, except to the extent such Claims are fully and finally delermsned by a court of competent jurisdiction to have resulted from willful misconduct or fraudulent acts or omissions of AGRC in connection with such services No Solicitation The parties agree that during the term of each Schedule issued pursuant to this proposal and for a period of one (1) year after the termination of each such Schedule, neither party shall directly or indirectly solicit for employment, without the permission of the other party, any person employed then or within the preceding one (1) year if such person performed the Services under such Schedule; provided that, (a) general solicitations of employment for employees published in a journal, newspaper or other publication of general circulation and not directed specifically toward one or more employees of the other party and any resulting offer to hire shall not be deemed to be in violation of this Section, and (b) this Section shall not prevent a party from offering to employ or employing any employees of the other party who contacts the hiring party on his or her own initiative with no direct or indirect encouragement by the hiring party. Termination At any time, the parties may terminate the Services under this proposal or under any Schedule by giving the other thirty (30) days written notice, in which event Consu'.tant shall be reimbursed for Services performed prior to the effective date of such termination. Either party may terminate this proposal by written notice to the other party if the other party (i) breaches or is in default of any material obligation under this proposal which default is incapable of cure or which, being capable of cure, has not been cured with ten (10) days after receipt of notice of such default or (ii) becomes insolvent, makes a general assignment for the benefit of creditors, files a voluntary petition for protection under bankruptcy or insolvency law, or has wound up or liquidated its business Provisions of this proposal which by their express terms extend beyond expiration or termination or which by their nature so extend to give effect to their meaning will survive and continue in full force and effect after any expiration or termination of this proposal Force Majeure The performance by either party or their approved subcontractors hereunder shall be subject to delays caused by an Act of God: war riot, fire, explosion, accident, flood, sabotage, inability to obtain fuel or power, but not due to any act of the party claiming the force majeure event, new governmental laws, regulation or orders, acts or inaction of the other party or any other cause beyond the reasonable control of a party. In the event of any such delay. the times for performance will be extended accordingly for additional period(s) of delay In the event, however that any such delay lasts for a period of forty-five (45) days, then either party may terminate this proposal Aon Risk Consultants, Inc I Actuarial & Analytics Proprietary & ConfidentialAON Form Edition Date April 14, 2016 8 immediately In the event of such non-performance, the party which was delayed in its performance shall make reasonable efforts to promptly resume its performance hereunder Ownership All data supplied by Client shall be and remain at all times the sole and exclusive property of Cfent AGRC will provide the Client with a report and/or certain other tangible items specified as deliverables ("Deliverables") set forth in the 'Scope of Seiviues" seutiuii ur Il ie attached Proposal The Dellverables, upon full and final payment to AGHL; shall become the property of the Client, except that AGRC owns or has rights to all products processes, concepts, know-how techniques. software. and methodology used, and records created or maintained, (collectively "Prior Works') for the production of the Deliverables, and Client shall gain no rights in or to them To the extent that any Prior Works are contained in the Deliverables. AGRC hereby grants the Client, upon full and final payment to AGRC a royalty -free, fully paid-up, worldwide, non-exclus ve license to use such Prior Works n connection with the Del verables Services and Deliverables are for the exclusive use of Client and are not to be relied upon by third parties Client acknowledges and agrees that AGRC is in the business of providing consulting services to clients ut lizing AGRC's Prior Works, and nothing contained herein shall prohibit AGRC from using any of AGRC s genera knowledge or knowledge acquired under this proposal to perform similar services for others. Miscellaneous Should any provisions of this proposal be held unenforceable or in conflict with the law of any jurisdiction the validity of the remaining provisions shall not be affected by such holding. Consultant shall not assign, delegate, convey encumber or otherwise dispose of this proposal or any rights or obligations hereunder without the prior express written consent of Client This proposal is fully ass gnable by Client and shall inure to the benefit of any assignee or other legal successor in interest of Client herein Each party agrees to wave its right to a trial by jury in any lawsuit or other legal proceeding against the other party and/or its parent(s), affiliates or subsidiaries, in connection with, arising out of or relating to this proposal or any services provided to the Client by Consultant or its affiliates In any such action or legal proceeding, neither party shall name, as a defendant any individual employee, officer or director of the other party or its parent(s), affiliates or subsidiaries This proposal shall be binding upon the successors, and/or legal representatives of the parties. Entire Proposal This proposal contains the entire understand!ng and agreement between the parties with respect to the subject matter described herein and supersedes and replaces all prior and contemporaneous agreements, whether written or oral as to such subject matter This proposal may be mod•fied only by a written agreement signed by both parties This proposal shall be governed by and construed in accordance with the laws of the State of California without regard for its conflicts of law rules Proposal Acceptance By executing this proposal the Client has read all of the terms and cond tions stated herein and fully understands their contents The execution of this proposal confirms the Cl ent's understand ng and acceptance of those terms The signing of this proposal by an authorized signatory of the Client ind Cates that the Client hereby authorizes AGRC to proceed with the services as described herein. This document shou d be returned to Daniel Park This proposal is valid until March 31, 2020 City of San Rafael AGRC Signature it�/�77 Acn Risk Consultants, Inc I Actuana & Analytics Proprietary Confidential Form Edition Date: April 14, 2016 g Muitaba Datoo Printed Name: Title Date F";Jploy" pfl-eZ44�"'— Actuarial Practice Leader December 23, 2019 Aon Risk Consultants, Inc. I Actuarial & Analytics Propnetary & Confidential Form Edition Date April 14, 2016 ! 10 XA RAFq�� 1 �o /TywITH Ply CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER: Contracting Department: Human Resources Project Manager: Shibani Nag, Director of Employee Experience & Engagement Extension: x3069 Contractor Name: AON Risk Solutions Contractor's Contact: Daniel Park, Senior Actuarial Analyst Contact's Email: daniel.park@aon.com ❑ FPPC: Check if Contractor/Consultant must file Form 700 Step RESPONSIBLE DEPARTMENT 1 Project Manager 2 1 City Attorney 3 ; Department Director 4 1 Project Manager 5 1 Project Manager PRINT 6 Project Manager 7 I -City Attorney 8 1 City Attorney 9 1 City Manager/ Mayor 10 J City Clerk DESCRIPTION a. Email PINS Introductory Notice to Contractor b. Email contract (in Word) and attachments to City Attorney c/o Laraine.Gittens@cityofsanrafael.org T COMPLETED DATE Click here to enter a cute. 1/23/2020 REVIEWER Check/Initial El SN a. Review, revise, and comment on draft agreement and return to Project Manager Chcl< JAN to b. Confirm insurance requirements, create Job on Click h re to PINS, send PINS insurance notice to contractor j I Approval of final agreement form to send to contractor Click or tai tk�c�2� I� date. Forward three (3) originals of final agreement to contractor for their signature CIO, here to enter a�dat�ee.ZO When necessary, contractor -signed agreement �4 N/A agendized for City Council approval * *City Council approval required for Professional Services Agreements and purchases of goods and services that exceed $75,000; and for Public Works Contracts that exceed $175,000 Date of City Council approval CONTINUE ROUTING PROCESS WITH HARD COPY Forward signed original agreements to City Attorney with printed copy of this routing form Review and approve hard copy of signed agreement _ Review and approve insurance in PINS, and bonds (for Public Works Contracts) Agreement executed by City Council authorized official Attest signatures, retains original agreement and forwards copies to Project Manager Or Click here to enter a date. Q (Al /1;