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R17-042 1 RESOLUTION NO. R17-042 2 3 A RESOLUTION OF THE CITY OF BOYNTON 4 BEACH, FLORIDA, APPROVING THE AWARD OF 5 RFP #015-1210-17/JMA FOR PENSION BENEFIT 6 CONSULTANT SERVICES TO AON CONSULTING, 7 INC., AUTHORIZING THE CITY MANAGER TO 8 SIGN A PROFESSIONAL SERVICES AGREEMENT 9 BETWEEN THE PARTIES FOR A PERIOD OF 10 TWELVE MONTHS WITH TWO ADDITIONAL 11 ONE-YEAR RENEWAL PERIODS; AND PROVIDING 12 AN EFFECTIVE DATE. 13 14 15 WHEREAS, on February 7, 2017, Procurement Services opened and tabulated 16 four (4) proposals in response to the "Request for Proposal for Pension Benefit Consultant 17 Services"; and 18 WHEREAS, this RFP was issued to secure a qualified and responsible company 19 to review and comment on the City's three (3) pension actuary reports 20 WHEREAS, after review and evaluation it has been determined appropriate by 21 staff to recommend award of this RFP to Aon Hewitt whose RFP was overall responsive 2 and responsible proposer; and 23 WHEREAS, upon recommendation of staff, the City Commission of the City of 2, Boynton Beach does hereby approve the award of RFP No.015-1210-17/JMA to Aon 2 Hewitt of Tampa Florida. 2. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION 2 OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: 2: Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed 2• as being true and correct and are hereby made a specific part of this Resolution upon 31 adoption hereof C:\Users\Stanzionel\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.1E5\SATNOEVN\Award_of RFP_- _Pension_Consulting_(AON)__Reso.doc 31 Section 2. The City Commission of the City of Boynton Beach, Florida, 32 hereby approves the award of RFP No. 015-1210-17/JMA to Aon Hewitt of Tampa 33 Florida for Pension Benefit Consultant. 34 Section 3. That the City Manager is hereby directed to execute a one (1) year 35 contract with the option to renew the contract at the same terms, conditions and prices for 36 two (2) additional one (1) year periods for Pension Benefit Consultant between the City of 37 Boynton Beach and Aon Consulting, Inc., a copy of which is attached hereto. 38 Section 4. That this Resolution shall become effective immediately. 39 PASSED AND ADOPTED this gjl'iday of_ar , 2017. 40 CITY OF BOYNTON BEACH, FLORIDA 41 42 YES NO 43 44 Mayor— Steven B. Grant 45 46 Vice Mayor—Justin Katz 47 48 Commissioner—Mack McCray 49 50 Commissioner—Christina L. Romelus 51 / 52 Commissioner—Joe Casello 53 5- 55 VOTE 56 ATTEST:57 c___ 59 Judith A. Pyle, CMC Ci / lerk 60 V/i 61 6 (Corporate Seal) C:\Users\StanzioneTWppData\Local\Microsoft\Windows\Temporary Internet Files\Content.IE5\SATNOEVN\Award_of_RFP= _Pension_Consulting_(AON)=_Reso.doc Professional Services Agreement THIS AGREEMENT is entered into between the City of Boynton Beach, hereinafter referred to as "the City ", and Aon Consulting, Inc., Operating as Aon Hewitt hereinafter referred to as the "Professional ", in consideration of the mutual benefits, terms, and conditions hereinafter specified. PROJECT DESIGNATION. The Professional is retained by the City to evaluate the September 30, 2016 Actuarial Valuation, evaluate the plans and benefit structures and any other factors effecting the cost of the Plans, propose along -term plan to reduce the annual contribution to fund pension liability and develop alternatives that would maintain competitiveness. 2. SCOPE OF SERVICES. Professional agrees to perform the services as outlined in RFP No. 015 - 1210- 17 /JMA, and Pension Benefit Consultant's proposal, dated February 7, 2017, incorporated herein: Price Proposal. Modifications can be made to the scope of work with the written approval of the City Manager or her designee. 3. TIME FOR PERFORMANCE. Work under this agreement shall commence upon written notice by the City to the Professional to proceed. Professional shall perform all services and provide all work product required pursuant to this agreement upon written notice to proceed. 4. TERM: This Agreement shall be for a period of 12 (Twelve) Months commencing on _ _May 1_, 2017. This Agreement may be renewed at the same terms, conditions, and prices, for two (2) subsequent one -year periods subject to Professional's acceptance, satisfactory performance, and determination that renewal will be in the best interest of the City. 5. PAYMENT. The Professional shall be paid by the City for completed work and for services rendered under this agreement as follows: a. Payment for the work provided by Professional shall be made promptly, in accordance with Florida's Local Government Prompt Payment Act (sec. 218.70 -80, Florida Statutes) on all invoices submitted to the City properly and in accordance with "PRICE PROPOSAL" that vendor submitted with proposal dated February 7, 2017, Lump Sum of $35,000 and Additional services hourly rate of $399. b. The Professional may submit invoices to the City once per month during the progress of the contract term. c. Final payment of any balance due the Professional of the total price earned will be made promptly upon its ascertainment and verification by the City after the completion of the work under this Agreement and its acceptance by the City. d. Payment as provided in this section by the City shall be full compensation for work performed, services rendered and for all materials, supplies, equipment and incidentals necessary to complete the work. e. The Professional's records and accounts pertaining to this agreement are to be kept (001913672 306 - 900182:) available for inspection by representatives of the City and State for a period of three (3) years after the termination of the Agreement. Copies shall be made available upon request. 6. OWNERSHIP AND USE OF DOCUMENTS. (a) The Professional has created, acquired or otherwise has rights in, and may, in connection with the performance of Services hereunder, employ, provide, modify, create, acquire or otherwise obtain rights in, various concepts, ideas, methods, methodologies, procedures, processes, know -how, and techniques (including, without limitation, function, process, system and data models); templates; software systems, user interfaces and screen designs; general purpose consulting and software tools; websites; benefit administration systems; and data, documentation, and proprietary information and processes ( "Professional Information "). (b) All right, title and interest in and to any data, information and other materials furnished to the Professional by the City hereunder ( "City Information ") are and shall remain the City's sole and exclusive property. The City grants to the Professional a license to use such City Information to provide the services. Except as provided below, upon full and final payment to the Professional hereunder, any Professional work product which the parties expressly agree is created solely and exclusively to be owned by the City (the "Deliverables "), if any, shall become the property of the City. To the extent that any Professional Information is contained in any of the Deliverables, subject to the terms of this Agreement, the Professional hereby grants to the City a paid -up, royalty -free, nonexclusive license to use such Professional Information solely for the City's internal use in connection with the Deliverables. (c) To the extent that the Professional utilizes any of its property, including, without limitation, the Professional Information, in connection with the performance of services, such property shall remain the property of the Professional and, except for the limited license expressly granted in the preceding paragraph, the City shall acquire no right or interest in such property. The City will honor Professional copyrights, patents, and trademarks relating to services, Deliverables and Professional Information, and will not use Professional's name or other intellectual property without the Professional's prior written consent. 7. COMPLIANCE WITH LAWS. Professional shall, in performing the services contemplated by this Agreement, faithfully observe and comply with all federal, state and local laws, ordinances and regulations that are applicable to the Professional in its role as a service provider. 8. INDEMNIFICATION AND LIABILITY. Professional shall indemnify and hold harmless the City, its offices, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including fees and costs (collectively a "Loss" or "Losses "), arising from (i) injury or death to persons, including injuries, sickness, disease or death to Professional's own employees, (ii) damage to property occasioned by a negligent act, omission or failure of the Professional or (iii) failure to comply with the applicable terms and conditions of this Agreement. If the City suffers Losses (regardless of whether such Loss is based on breach of contract, tort, strict liability, breach of warranties, failure of essential purpose, statutory liability or otherwise) as a result of the Professionals' breach of its obligations under this Agreement, the Professional will be liable to the City for Losses incurred by the City up to by not exceeding an amount equal to three times the total fees paid or to be paid to Professional pursuant to this Agreement (00191367,2 306 - 9001821; 2 In no event, will either party be liable to the other party for any indirect, incidental, special, consequential, punitive or other damages. 9. INSURANCE. The Professional shall secure and maintain in force throughout the duration of this contract comprehensive general liability insurance with a minimum coverage of $1,000,000 per occurrence and $1,000,000 aggregate for personal injury; and $1,000,000 per occurrence /aggregate for property damage, and professional liability insurance in the amount of $1,000,000 per occurrence to 2 million aggregate with defense costs in addition to limits; workers' compensation insurance, and vehicular liability insurance. Said general liability policy shall include the City of Boynton Beach as an "additional insured." Certificates of coverage as required by this section shall be delivered to the City within fifteen (15) days of execution of this agreement. 10. INDEPENDENT CONTRACTOR. The Professional and the City agree that the Professional is an independent contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Professional nor any employee of Professional shall be entitled to any benefits accorded City employees by virtue of the services provided under this agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to Professional, or any employee of Professional. 11, COVENANT AGAINST CONTINGENT FEES. The Professional warrants that he has not employed or retained any company or person, other than a bona fide employee working solely for the Professional, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the Professional, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, the City shall have the right to annul this contract without liability or, in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 12. DISCRIMINATION PROHIBITED. The Professional, with regard to the work performed by it under this agreement, will not discriminate on the grounds of race, color, national origin, religion, creed, age, sex or the presence of any physical or sensory handicap in the selection and retention of employees or procurement of materials or supplies. 13. ASSIGNMENT. The Professional shall not sublet or assign any of the services covered by this Agreement without the express written consent of the City, which consent shall not be unreasonably withheld or delayed, except the Professional may assign its rights and obligations to an affiliate entity controlled by, controlling or in common control with the assigning party. 14. NON - WAIVER. Waiver by the City of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other provision. 15. TERMINATION. a. The City reserves the right to terminate this Agreement at any time by giving thirty (30) days written notice to the Professional. (00191367.2306- 9001821) b. Either party may terminate this Agreement or the SOW for cause upon thirty (30) days prior written notice to the other party, provided that such other party shall have the opportunity to cure any breach within such thirty (30) days. c. In the event of the death of a member, partner or officer of the Professional, or any of its supervisory personnel assigned to the project, the surviving members of the Professional hereby agree to complete the work under the terms of this Agreement, if requested to do so by the City. This section shall not be a bar to renegotiations of this Agreement between surviving members of the Professional and the City, if the City so chooses. 16. DISPUTES. Any disputes that arise between the parties with respect to the performance of this Agreement, which cannot be resolved through negotiations, shall be submitted to a court of competent jurisdiction in Palm Beach County, Florida. This Agreement shall be construed under Florida Law. 17. NOTICES. Notices to the City of Boynton Beach shall be sent to the following address: Lori LaVerriere, City Manager City of Boynton Beach P.O. Box 310 Boynton Beach, FL 33425 -0310 Notices to Professional shall be sent to the following address: Mark Meyer, Partner Aon Hewitt Consulting, Inc. 7650 W Courtney Campbell Causewa Waterford Plaza Tampa, FL 33607 18. INTEGRATED AGREEMENT. This agreement, together with attachments or addenda, represents the entire and integrated agreement between the City and the Professional and supersedes all prior negotiations, representations, or agreements written or oral. This agreement may be amended only by written instrument signed by both City and Professional. 19. PUBLIC RECORDS. Sealed documents received by the City in response to an invitation are exempt from public records disclosure until thirty (30) days after the opening of the Bid unless the City announces intent to award sooner, in accordance with Florida Statutes 119.07. The City is public agency subject to Chapter 119, Florida Statutes. The Contractor shall comply with Florida's Public Records Law. Specifically, the Contractor shall: A. Keep and maintain public records required by the CITY to perform the service; (00191367.2 306 - 9001821) B. Upon request from the CITY's custodian of public records, provide the CITY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in chapter 119, Fla. Stat. or as otherwise provided by law; C. Ensure that public records that are exempt or that are confidential and exempt from public record disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and, following completion of the contract, Contractor shall destroy all copies of such confidential and exempt records remaining in its possession once the Contractor transfers the records in its possession to the CITY; and D. Upon completion of the contract, Contractor shall transfer to the CITY, at no cost to the CITY, all public records in Contractor's possession All records stored electronically by Contractor must be provided to the CITY, upon request from the CITY'S custodian of public records, in a format that is compatible with the information technology systems of the CITY. E. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS: JUDY PYLE, CITY CLERK 100 E BOYNTON BEACH BLVD. BOYNTON BEACH, FLORIDA, 33435 561 - 742 -6061 PYLEJ @BBFL.US (00191367.2306 - 9001821) 5 DATED this _,L14 � day of 20-M CITY OF BOYNTON BEACH V Lori LaVerriere, ity Manager Attest /Authenticated: Judy le, CI Professional (Corporate Seal) Secretary AON CONSULTING, INC. ......_..... _._. By: t� Name: Jennifer Henrikson Title: VP -Legal Date: Auqust 10, 2017 Title (00191367.2 306 - 9001821)