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HomeMy WebLinkAboutBASIC BENEFITS, LLCINSURANCE NOT ON FILE WORK MAY NO PROCEED CLERK OF COUNCIL DATE: }I15120 o: t'rZCo)CCs� 9A FIRST AMENDMENT TO SERVICES AGREEMENT A-2020-144 THIS FIRST AMENDMENT TO SERVICES AGREEMENT (this "Amendment") is made and entered into as of June 16, 2020, by and between City of Santa Ana ("Client") and BASIC Benefits, LLC ("BASIC Benefits"), a Delaware company, collectively referred to as (the "Parties"). Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Services Agreement (as defined below). WITNESSETH: WHEREAS, the Parties entered into a certain Agreement or Agreements regarding one or more of the following service offerings provided by BASIC Benefits (individually or collectively referred to as the "Services Agreement"), COBRA Administration Health Reimbursement Arrangements (HRA) Parking & Transit Administration (CDH) ERISA Essentials HR Assist Lite Human Capital Management (HCM) Leave Management Flexible Spending Accounts (FSA) Health Savings Account (HSA) ACA Elevate HIPAA Compliance Dependent Verification FMLA whereby Client and BASIC Benefits set forth their agreements with respect to certain services to be provided by BASIC Benefits to Client; and WHEREAS, the Parties desire to amend the Services Agreement to continue some of BASIC Benefits' services to Client under certain circumstances and to reflect the terms otherwise specified herein. NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements set forth herein and, in the Services Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Amendment with Respect to Name Change. All references to "BASIC" in the Services Agreement (and in all other provisions of any other agreements) shall be replaced with "BASIC Benefits" upon completion. 2. Amendment with Respect to Assignability. Any and all Sections with respect to Assignability are hereby amended by deleting all of the current provisions of the Service Agreement and inserting in lieu thereof the following: Assignment. This Agreement is binding on the Parties hereto and their respective successors and assigns. Either Party may, or has the power to, assign this Agreement with the prior written consent of the other. Further, BASIC Benefits may assign its rights and obligations under this Agreement without the approval of Client (a) to an entity which acquires all or substantially all of the assets of BASIC Benefits, or (b) to any subsidiary or affiliate or successor in a merger, acquisition, restructuring or reorganization of BASIC Benefits. 3. Amendment with Respect to NACHA. All service agreements are hereby amended to include required NACHA language as follows: Automated Clearing House. Client agrees to comply with all BASIC Benefits policies with respect to the Administrative Services, and all National Automated Clearing House Association ("NACHA") operating regulations, and other rules (collectively, "Operating Regulations"), and all applicable federal, state, or local laws, rules, regulations, and regulatory guidance relating to the conduct of its business. Client agrees and acknowledges that NACHA reserves the right to amend the Operating Regulations without notice to Client. Client agrees to authorize BASIC Benefits or the Originating Depository Financial Institution ("ODFI") to audit Client compliance to the Operating Regulations. 4. The Services Agreement, as amended herein, is ratified and confirmed. 5. All other terms and conditions of the Services Agreement remain unchanged and in full force and effect. 6. This Amendment may be executed in counterparts (including by facsimile or other electronic transmission), all of which together shall constitute an agreement binding on all the Parties, notwithstanding that all such Parties are not signatories to the original or the same counterpart. Each Party shall become bound by this Amendment immediately upon affixing its signature hereto. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed as of the date first above written. BASIC Benefits, LLC Signature: Print Name: Delaney Callahan, Esq. Title: Contract Manager CLIENT: Signature: See attached signature page Print Name: Title: Date: 04-21-2020 Date: ATTEST: Daisy Gomez tClerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney sy:X. A pw A Laura A. Rossini Acting Chief Assistant City Attorney FOR APPROVAL: Executive Director of Human Resources CITY OF SANTA ANA Kristine Ridge City Manager ACC) t® CERTIFICATE OF LIABILITY INSURANCE DATE/(MM ON Y) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER M3 Insurance Solutions, Inc. 828 John Nolen Drive CONTACT NAME: PW1, No RONE . 800-272-2443 FAX Ras, info m3ins.com A L. Madison Madison 1NI 53713 INSURERS AFFORDING COVERAGE NAIC# INSURERA: Charter Oak Fire Insurance Com 25615 INSURED TOTAADM-01 Basic Benefits, LLC /Basic Payroll, LLC INSURERS: The Travelers Indemnity Com an 25658 INSURER C: Travelers Property Casualty of 25674 INSURER D: The Travelers Indemnity Co. of 25682 INSURER E: Liberty Surplus Insurance Co. 10725 INSURER F: ACE American Insurance Company COVERAGES CERTIFICATE NUMBER: 1678380501 RFVISION NIIMRFR- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDLSUBR INSD MID POLICYNUMBER POUCYEFF IMMIDONYYYI POLICY EXP IMMIDDIYYYY)LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE 1XI OCCUR H6305ABB8588COF19 10/1/2019 10/1/2020 EACHOCCURRENCE $1,000,000 DAMAGE TORENTED PREMISES Ea occurrence $500,000 MED EXP (Any one person) $10,000 PERSONAL B ADV INJURY $1,000,000 GEN'L X AGGREGATE LIMIT APPLIES PER: POLICY JECT LOC GENERALAGGREGATE $2,000,000 PRODUCTS - COMP/OP AGG $2,000,000 $ OTHER: B AUTOMOBILE LIABILITY BA6NI85851 10/1/2019 10/1/2020 COMBINED tSINGLE LIMIT g1,000,000 BODILY INJURY Doman) $ X ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per ( ) $ HIRED NON_OWNED AUTOS ONLY AUTOS ONLY PROPERTYDAMAGE Perecddent $ C X UMBRELLA LIAR X OCCUR CUP6J097403 10/l/2019 10P1/2020 EACH OCCURRENCE $10.000,000 AGGREGATE $10,000,000 EXCESS LIAB CLAIMS -MADE DED I X I RETENTION$ $ D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANYPROPRIETORIPARTNER/EXECUTIVE OFFICERIMEMBEREXCLUDEDI NIA UB6J691951 10/1/2019 10/1/2020 X PER OTH- STATUTE ER E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE -EA EMPLOYEE $1,000,000 (Mandatory in NH) If yes, scribe antler E.L. DISEASE - POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS below E F Professional Liability Cyber Liability E05NAAI1 R0006 D9487791 10/1/2019 10/1/2019 10/1/2020 10/1/2020 Aggregate Aggregate 2,000,000 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Verification of Insurance only. Verification of Insurance only. City of Santa Ana 20 Civic Center Plaza Santa Ana CA 92702 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. REPRESENTATIVE 1 I c.pev ©1988.2015 ACORD reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD