HomeMy WebLinkAboutContracts & Agreements_92-2008_CCv0001.pdf AGREEMENT TO FURNISH
AN ACTUARIAL STUDY OF THE SELF-INSURED
WORKERS' COMPENSATION AND LIABILITY PROGRAMS
This Agreement is made and entered into this 20th day of June, 2008 by and between the City of
Redlands, a municipal corporation (hereinafter "City") and ARM Tech. The City and ARM
Tech are sometimes individually referred to herein as a"Party" and, together, as the "Parties."
AGREEMENT
Section 1. Services. ARM Tech shall perform a study of the self-insured workers'
compensation and liability programs, as specified in the May 30, 2008 proposal submitted to
City, which shall be completed no later than September 30, 2008. ARM Tech represents that it
has the skill and the professional expertise necessary to provide high quality services for the
study at the level of competency presently maintained by other practicing professional
consultants in the industry providing similar types of services.
Section 2. Payment. City shall pay ARM Tech the sum of Seven Thousand and
00/100 Dollars ($7,000) for the Services. ARM Tech shall provide City with an invoice upon
City's acceptance of the draft document of the Services and ARM Tech shall be entitled to
payment within fifteen(15) days thereof.
Section 3. Insurance. All insurance required by this Agreement is to be maintained
by ARM Tech for the duration of the Services and shall be primary with respect to City and non-
contributing to any insurance or self-insurance maintained by the City. ARM Tech shall provide
City with Certificates of Insurance and endorsements evidencing such insurance prior to
commencement of the Services.
3.1 Workers' Compensation and Employer's Liability
ARM Tech shall secure and maintain Workers' Compensation and Employer's
Liability insurance throughout the duration of this Agreement in an amount which
meets the statutory requirement and with an insurance carrier acceptable to the
City. Such insurance shall be primary and non-contributing to any insurance or
self-insurance maintained by the City. The insurance policy shall include a
provision prohibiting cancellation of said policy except upon thirty (30) days prior
written notice to City. Certificates of Insurance shall be delivered to City prior to
commencement of the Services.
3.2 Comprehensive General Liabilitv Insurance
ARM Tech shall secure and maintain in force throughout the duration of the
Agreement comprehensive general liability insurance with carriers acceptable to
City. Minimum coverage of one million ($1,000,000) per occurrence and two
million ($2,000,000) aggregate for public liability, property damage and personal
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injury is required. City shall be named as an additional insured and the insurance
policy shall include a provision prohibiting cancellation of said policy except
upon thirty (30) days prior written notice to the City. Such insurance shall be
primary and non-contributing to any insurance or self-insurance maintained by
City. Certificates of Insurance and endorsements shall be delivered to City prior
to commencement of the Services.
3.3 Professional Liability Insurance
ARM Tech shall secure and maintain professional liability insurance throughout
the duration of this Agreement in the amount of one million dollars ($1,000,000)
per claims made. Certificate for said professional liability insurance shall be
delivered to City within fifteen (15) days of execution of this Agreement, or prior
to commencement of work,whichever occurs first.
3.4 Assignment and Insurance
ARM Tech is expressly prohibited from subletting or assigning any of the
services covered by this Agreement without the express written consent of City.
In the event of mutual agreement between parties to sublet a portion of the
Services, ARM Tech will add the subcontractor as an additional insured and
provide the City with the insurance endorsements prior to any work being
performed by the subcontractor. Assignment does not include printing or other
customary reimbursable expenses that may be provided in this Agreement
3.5 Hold Harmless and Indemnification
ARM Tech shall indemnify, hold harmless and defend City and its elected
officials, agents, and employees from and against any and all claims, losses or
liability, including attorney's fees, arising from injury or death to persons or
damage to property occasioned by any act, omission or failure of ARM Tech, its
officers, agents and employees in performing the Services required by this
Agreement. ARM Tech's obligations under this provision shall not be limited in
any way by any terms of this Agreement, or the insurance limits.
Section 4. Independent, Contractor. It is the express intention of the Parties that
ARIM Tech is an independent contractor and not an employee of City. Nothing in this
Agreement shall be interpreted or construed as creating or establishing a relationship of
employer and employee between City and ARM Tech. The Parties acknowledge that ARM Tech
is not an employee for State tax, Federal tax or any other purpose.
Section 5. Discrimination Prohibited. In the performance of this Agreement and in
the hiring and recruitment of employees, ARM Tech shall not discriminate on the basis of race,
creed, color, religion, sex, physical handicap, ethnic background or country of origin.
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Section 6. Notices. Any notice to be given pursuant to this Agreement shall be
deposited with the United States Postal Service, postage prepaid and addressed as follows:
CITY: ARM TECH:
City of Redlands ARM Tech
Tina T. Kundig, Finance Director MuJtaba Datoo, Actuarial Practice Leader
35 Cajon Street, Suite 30 23701 Birtcher Drive
P.O. Box 3005 Lake Forest, CA 92630
Redlands, California 92373
Nothing in this paragraph shall be construed to prevent the giving of notice by personal service.
Section 7. Assignment. ARM Tech shall not assign or subcontract any part of the
Services subject to this Agreement without the express prior written consent of City.
Section 8. Modifications. No change or modification of the terms or provisions of
this Agreement shall be deemed valid unless made in writing and signed by the Parties.
Section 9. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
Section 10. Effect of Headings. The heading sections of this Agreement have been
inserted for convenience of reference only and shall not affect the interpretation of any of the
provisions of this Agreement.
Section 11. Attorneys' Fees. In the event any action is commenced to enforce or
interpret the terms or conditions of this Agreement the prevailing Party shall, in addition to any
costs and other relief, be entitled to the recovery of reasonable attorneys' fees, including fees for
use of in-house counsel by a Party.
Section 12. Entire Agreement. This Agreement represents the entire agreement of the
Parties as to the matters contained herein and supersedes any and all prior written or verbal
agreements between the Parties.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day
and date first shown at Redlands, California.
City of dlands ARM Tech
B a By: nlnA"'
N. Enr1#'fe'XM4ar(ine'z, Ci l lVlar ger MuJtaba Da4o, Actuarial Practice Leader
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