HomeMy WebLinkAboutAgreement - Administrative Services for Work's Compensation Claim Administration for 2020-2022 - ONB Benefits Administration, LLC. dba J.W.F. Specialty Company1316 COUNTY -CITY BUILDING C.YI7
PHONE 574/ 235-92$1
227 W.JEFFERSON BOULEVARD
� " � ,' FAX 574/235-9171
SOUTH BEND. INDIANA 46601-1930
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CITY OF SOUTH BEND
PETE BUTTIGIEG, MAYOR
i 1�' 1 I ': I•
December 10, 2019
Mr. Thomas C. Dickman
ONB Benefits Administration, LLC d/b/a J.W.F. Specialty Company
600 E. 96th. St., Suite 425
Indianapolis, IN 46240
RE: Administrative Services Agreement
Dear Mr. Dickman:
The Board of Public Works, at its meeting held on December 10, 2019, approved the above
referenced agreement for the worker's compensation claims administration for 2020-2022 in
the amount of $47,000 for the first year, subject to appropriation.
Enclosed please find a copy of the agreement for your records.
If you have any further questions regarding this matter, please call this office at (574) 235-
9251.
Sincerely,
^
^
Linda M. Martin, Clerk
Enclosure
GARY A. GILOT GENEVIEVE E. MILLER ELIZABETH A. MARADIK LAURA L. O'SULLIVAN THERESE J. D®RAU
JWF SPECIALTY COMPANY
ADMINISTRATIVE SERVICES AGREEMENT
This Administrative Services Agreement (this "Agreement"), is
made this day of December, 2019, by and between the City of
South Bend (the "Client") and ONB Benefits Administration, LLC
d/b/a J.W.F. Specialty Company, an Indiana Limited Liability
Company (the "Administrator"),
WITNESS THAT:
In consideration of the premises, the mutual covenants herein
contained, and each and every act performed hereunder by either of
the parties, the parties enter into the following Agreement:
Section 1 Appointment of the A _dministrator. The Client hereby
� ,
contracts with the Administrator to provide certain administrative
and manageridl services specified in Section 3 below, and the
Administrator hereby agrees to perform for the Client such contract
services pursuant to the terms hereof.
,Section 2. Term of Agreement. This Agreement shall commence
on January 1, 2020, and shall remain in full force and effect until
January 1, 2023, or until earlier terminated as hereinafter
provided.
Section 3. Duties of the Administrator. The Administrator
shall, during the term of this Agreement, perform the administrative
1
and managerial services provided below subject to the terms of this
Agreement. The Administrator shall perform its duties in accordance
with all applicable laws, orders, regulations, decrees or judgments
of any governmental or judicial authority.
For the purposes of this agreement, the Administrator will
handle workers' compensation claims presented to the City of South
Bend for payment. The services to be provided by the Administrator
pursuant hereto are as follows:
(a) to receive notice of and create a file on each claim
reported to the Client and maintain each file for the
Client;
(b) to investigate to the extent deemed necessary in the
judgement of the Administrator all reported claims and
losses;
(c) to provide an adjuster who will serve as the single point
of contact for all claim needs and daily communications
with claimants, providers, and all other interested
parties;
(d) to adjust, settle or resist all such claims and losses,
including any subrogation or contribution action, subject
to the Client's prior approval;
(e) to make timely payment of amounts due, in accordance with
the terms of this Agreement, out of the funds provided by
2
the Client;
{f) to prepare documentation for and arrange with Client the
defense of cases;
(g) to represent the Client in all workers' compensation
matters filed with the Indiana Worker's Compensation
Board and any other State agency;
(h) to represent the Client at conferences regarding pending
claims, along with the Client's personnel or subject to
the Client's approval;
(i) to recommend legal counsel, assist the Client in
supervising legal counsel selected by the Client, and
help the Client and legal counsel to prepare cases for
hearings, appeals, and trials;
(i) to maintain and provide to the Client pertinent data on
all claim payments;
(j) to provide monthly and quarterly reports to the Client,
in the forms requested by the Client from time to time;
(k) to assist the Client in making timely reports to the
Client's insurance carrier, Midwest Employers Casualty
Company, or any successive insurance carrier with whom
the Client contracts, and to comply with other reporting
provisions of the Client's Self -Insured Excess Workers'
Compensation and Employers Liability Indemnity Policy, or
3
any successive insurance policy that the Client procures
and maintains for workers' compensation purposes;
(1) to advise the Client in writing of all developments in
the Client's claims, including, but not limited to,
communications with claimants and healthcare providers,
temporary disability benefits, permanent partial
impairment benefits, pending litigation, subrogation, and
adjustment of claims;
(m) to secure prior approval from the Client to settle claims;
(n) with the prior approval of the Client (which approval
shall not be unreasonably withheld), to contract on the
Client's behalf and in the name of the Client with
consultants, attorneys and such other independent
contractors as shall be reasonably required by the
Administrator in the performance of its duties; and
(o) To provide on-line services by giving the Client the
communication software that is compatible with
Administrator's claims system.
Without limiting the foregoing, the Administrator shall, in
conducting its duties hereunder, act in a prudent manner as a
fiduciary with respect to the funds of the Client in accordance with
the customary standards and practices in the insurance industry and
shall generally make a good faith effort to comply with all
4
applicable governmental regulations.
Section 4. Duties of the Client.
In addition to its other obligations hereunder, the Client agrees
as follows:
(a) to promptly provide all claims information to the
Administrator;
(b) to work with the Administrator and its representatives in
the investigation and defense of claims;
(c) to provide witnesses as reasonably required for the
investigation and defense of claims;
(d) to render decisions concerning approval, denial, and
payment of claims, and on all matters relating thereto;
(e) to promptly deliver funds as required to carry out this
Agreement.
Section S. Reports; Access to Records; Record Forwarding. The
Administrator shall, during the term of this Agreement, within
thirty (30) days of the end of each fiscal quarter, furnish such
written reports to the Client as may be reasonably required by the
Client. All of the Client's claim files maintained by the
Administrator shall be made available to the Client immediately upon
request, during normal business hours, of the directors and officers
of the Client or their respective agents, attorneys, accountants or
other professional consultants at the Client's expense. Such claim
E
files shall be the sole property of the Client at all times during
the term of this Agreement and shall be surrendered to the Client
upon the termination of this Agreement, and thereafter the
Administrator shall not use or disclose such claim files or the
contents without the Client's written consent or as required by law.
The Client shall forward promptly to the Administrator all
communications concerning the Client's claims of which the
Administrator should have knowledge in order to perform its duties
under this Agreement or involving matters which the Administrator
has undertaken to perform for, or on behalf of the Client. The
Administrator shall promptly forward to the Client all
communications and documents that the Administrator shall receive
in connection with the performance of its services under this
Agreement, and shall make such other reports and provide such other
information and documents as the Client shall reasonably require.
Section 6 Claims Funding. The Client shall be solely
responsible for providing sufficient funds required for the payment
of claims, fees and expenses. The Client shall provide payment upon
the Administrator's request for claim expense payments. The Client
will be notified when funds are required and the Client will transfer
the funds via ACH transfer. Payments will be made for the normal
operating expenses of the Client, including, but not limited to the
following:
11
(a) costs of settling claims;
(b) costs of investigation, adjustments, litigation and legal
counsel;
(c) costs of preparing reports required hereunder;
(d) costs of witness and expert fees;
(e) costs of medical and engineering appraisals;
(f) costs of surveillance, photography, and other incidental
and special costs incurred to evaluate, process and defend
claims;
(g) costs of financial advisors, consultants, actuaries,
accountants, attorneys, and other advisors or
subcontractors retained by the Administrator with the
consent of the Client pursuant hereto; and
(h) costs of license expenses and other fees incurred by or
on behalf of the Client with the Client's written consent.
The Administrator shall use the funds in strict accordance with
this Agreement. The Client shall have the right to audit claim
payments, at its sole expense, at any time during the term of this
Agreement. The Administrator shall have no obligations to pay the
Client's expenses using the Administrator's own funds in the event
that the Client fails to deliver to the Administrator sufficient
funds to pay such expenses.
Section 7. Fees. The Client shall pay the Administrator an
7
annual flat fee (the "Claim Service Fee") of $47,000 (forty-seven
thousand dollars) for the Administrator's services provided during
the first year of this Agreement. The Claim Service Fee will
increase to $48,000 (forty-eight thousand dollars) for the second
year of this Agreement. The Claim Service Fee will increase to
$49,000 (forty-nine thousand dollars) for the third and final year
of this Agreement. The Claim Service Fee shall be payable in
quarterly installments with the first installment due upon inception
of this Agreement. Each year of this Agreement is from January 1
to January 1 of the following year. The total compensation due to
the Administrator shall be the Claim Service Fee, and covers claims
administration for the life of the claim. Bill review services are
provided on behalf of the client and the fee for Usual and Customary
Reduction is $1.05 per line, and the fee for PPO review and reduction
is 230 of savings.
Section 8.
MMSEA Reorting. In accordance with Section 111
._.............__
of the Medicare, Medicaid and SCRIP Extension Act of 2007 ("MMSEA
Section 111), certain workers' compensation and liability claims
information must be reported to Centers for Medicare & Medicaid
Services ("CMS") by the Client. To help carry out this
responsibility, the Administrator shall provide additional services
to assist the Client in meeting its reporting responsibilities under
MMSEA Section 111, including, but not limited to:
8
(a) maintaining a reporting module to meet the Client's
requirements for communicating the necessary information
to CMS;
(b) faithfully reporting to CMS such required
information as is provided by the Client;
(c) assisting the Client in obtaining the information
necessary for proper reporting to CMS; and
(d) advising the Client when reports are submitted and
of all responses received from CMS.
The parties acknowledge and agree that the MMSEA Section 111
services performed by the Administrator on behalf of the Client
shall not relieve the Client of or assign to the Administrator the
Client's legal obligation to comply with MMSEA Section 111. The
parties further acknowledge and -agree that any and all fees payable
to the Administrator for the services performed under this section
shall be included in the Claim Service Fee set forth in Section 7
of this Agreement.
Section 9,.1 Em lo ees • �,..Affitein Transactions. The
......lias and Certa...........M
Administrator shall employ such competent and skilled personnel as
shall be necessary to carry out its duties under this Agreement at
its sole cost and expense. With the exception of legal counsel,
the Administrator shall not be required to provide the services of
any specific individual to the Client.
E
The Administrator's dealings with subcontractors or agents are
subject to the terms of Section 3. Without limiting the provisions
of Section 3, the Administrator shall not enter into any contract,
arrangement or other transaction on behalf of the Client or in
connection with its duties hereunder with an "affiliate" of the
Administrator or a "related party" without prior disclosure of all
relevant facts of such contract or other transaction to the Client
and the prior written approval by the Client of the same. For
purposes of the foregoing sentence, the term "affiliate" shall mean
an entity controlled by, under common control with or controlling
the Administrator and a "related party" shall be any person or
entity who shall be an officer, director, principal stockholder or
the equity holder or participant of the Administrator or any
affiliate, or any member of such person's "immediate family".
"Immediate family" shall mean such person's spouse, children or
their spouses or children, parents, siblings or their spouses or
their children. Additionally, the Administrator shall not engage
in any transaction on behalf of the Client or in connection with
its duties hereunder in which the Administrator or any affiliate,
or any related party thereof, shall have any direct or indirect
financial interest or shall otherwise receive any direct or indirect
benefit, without the prior full disclosure of all relevant facts
regarding such transaction to the Client and the approval of the
10
Client of the same.
Section 10. Services Non -Exclusive; Caseload Management. The
services of the Administrator to the Client are not exclusive and
the Client agrees that the Administrator, and any affiliate of the
Administrator, shall be free to render services to others, including
other contractors, and to engage in other activities, provided that
the rendering of such other services and performance of such other
activities shall not in any way interfere with, impair or adversely
affect the Client or the performance of the Administrator's duties
hereunder.
The Administrator shall actively manage the caseload of any
person or persons designated to provide services to the Client under
the terms of this Agreement so as to ensure fast communication and
proper execution of claims strategies on the Client's behalf. The
Administrator also agrees to provide to the Client, promptly upon
the Client's request, a report setting forth the active caseload
volume for any personnel providing services to the Client under the
terms of this Agreement, including both medical -only claims and
indemnity claims; provided, however, that the report shall not
contain any identifying information pertaining to the
Administrator's other clients and their claims.
Section 11. Termination. Either party may terminate this
Agreement at any time by giving at least ninety (90) days' written
11
notice to the other party; provided, however, and in accordance with
Ind. Code 6-1.1-18, if the City makes a written determination that
funds are not appropriated or are otherwise unavailable to support
the continuation of this Agreement, it shall be cancelled. A
determination by the City that funds are not appropriated or are
otherwise unavailable to support the continuation of performance
shall be final and conclusive. In the event this Agreement is
cancelled due to non -appropriation of funds, all files, work, and
communication will be directed to the Client on or before the
effective date of cancellation, the timing of and procedure for
which shall be further agreed upon by the parties, and the
Administrator shall not be responsible to perform any further duties
for the Client after such date.
Section 12. Indemnification
. Each party, and for its
employees, officers, directors, agents, administrators, and
stockholders (collectively, the "Indemnifying Party"), shall
indemnify and hold harmless the other party and its employees,
officers, directors, agents, administrators, and stockholders
(collectively, the "Indemnified Party") from and against any and
all losses, damages, liabilities, deficiencies, claims, actions,
judgments, settlements, interest, awards, penalties, fines, costs,
or expenses of whatever kind, including reasonable attorneys, fees
(collectively, "Damages"), that are incurred by or awarded against
12
the Indemnified Party as a result of or in connection with the
Indemnifying Party's failure to perform its duties in accordance
with the terms of this Agreement; provided, however, that the
Indemnifying Party shall have no such obligation if the Damages
incurred by or awarded against the Indemnified Party result from
the Indemnified Party's willful misconduct or gross negligence.
Section 13. Notices. All notices required to be given under
this Agreement shall be given by personal delivery or by certified
mail or registered mail, return receipt requested, postage prepared,
addressed as follows:
If to the Client:
Attn: City Controller
City of South Bend
Department of Administration and Finance
227 W. Jefferson Boulevard, Suite 1200 N
South Bend, IN 46601
If to the Administrator:
Thomas C. Dickman
J.W.F. Specialty Company
600 E. 96th St., Ste 425
Indianapolis, IN 46240
Notices shall be effective upon actual receipt if given by
personal delivery or three days after mailing, if mailed.
Section 14. Amendment; Waiver. This Agreement may be amended
or modified only by a writing specifically amending the Agreement
and signed by the parties. No waiver of any provisions of or default
13
under this Agreement shall affect the rights of the parties
thereafter to enforce any other provision or to exercise any right
or remedy in the event of any other default, whether or not similar.
Any waiver of any term of this Agreement must be in writing. All
consents and approvals required hereunder shall be in writing and
signed by the consenting or approving party.
Section 15. Successors; Assi nment. This Agreement shall be
binding upon and inure to the benefit of the parties and their
respective successors and assigns; provided, however, that this
Agreement may not be assigned by either of the parties without the
prior written consent of the other. Any delegation or
subcontracting of the duties or responsibilities by the
Administrator to third persons or entities in accordance with the
provisions of this Agreement shall not be deemed as an assignment.
rning Law. This Agreement shall be governed
Section 1..6....:................Gove.........� �. .
by, and shall be construed and regulated in accordance with, the
laws of the State of Indiana.
Section 17. No %..... The Client
„ImiDutation of Partnership A enc
and the Administrator are not partners or joint venturers and
neither this Agreement nor any provision thereof shall be deemed to
constitute a partnership or joint venture as between the parties or
to constitute either party as the agent of the other for any purpose
except as expressly provided in this Agreement. Neither party shall
14
be or become responsible for any debts, obligations, or liabilities
of the other. Any transaction unrelated to the contractual services
set forth in this Agreement engaged in by either party, unless
specifically authorized by other party, shall be solely the
liability and responsibility of such party, which shall not be
authorized to bind the other party. The employees of each party
shall not be deemed employees or sub -agents of the other and each
party shall pay all compensation and provide any fringe benefits to
its own employees.
Section 18. Severability. If any provision or part of this
Agreement is found to be prohibited, unenforceable or invalid under
the laws of any jurisdiction, the provision or part thereof shall
be ineffective to the extent of such prohibition, unenforceability
or invalidity under the applicable law without affecting the
enforceability or validity of such provision in any other
jurisdiction, and without invalidating the remainder of such
provision or other provisions of this Agreement.
Section 19. Headiness. Headings are not part of this Agreement
and shall not be used in the interpretation of this Agreement. They
are provided for convenience only.
Section 20. Compliance and Non -Discrimination. The
Administrator shall comply with all federal, state, and municipal
laws, regulations, and standards applicable to its activities
15
pursuant to this Agreement including, but not limited to, the
requirements imposed by Ind. Code 22-9-1-10 (non-discrimination).
Section 21. Counterparts; Entire Agreement. This Agreement
may be executed in any number of counterparts and each shall be
considered an original and together they shall constitute one
agreement. This Agreement constitutes the entire agreement among
the parties in respect to the transactions contemplated hereby and
supersedes all prior agreements, arrangements and undertakings
relating to the subject matter hereof. No covenant or condition
not expressed in this Agreement shall affect or be effective to
interpret, change or restrict the Agreement.
[Signature page follows.]
16
IN WITNESS WHEREOF, each of the parties has caused this
Administrative Services Agreement to be executed on the day and year
first above written.
ATTEST: The City of South Bend, Indiana
Al-OPROVED
litiard of
By:
Date: rl
ATTEST: J.W.F. SPECIALTY COMPANY �,...
;v.,.
Date: _.��
17
BOARD OF PUBLIC WORKS
AGENDA ITEM REVIEW REQUEST FORM
Date December 3, 2019
Name Benjamin Dougherty
Department Admin & Finance
m...
BPW Date December 10, 2019
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Required Prior to Submittal to Board
Legal®
Elliot Anderson
Controller ®
Controller review is required for all Contracts $5,000.00 or more and
greater than one year in
length per the City Purchasing Policy
Purchasing ❑
Tr e
_ �. Check the Apprq, msRecuired
for /bmissions
❑ Agreement
Contract
Proposal ❑ Addend —um" dum
® Professional Services
El Amendment
❑ Bid Opening
❑ Bid Award
❑ Req. to Advertise ❑ Title Sheet
n Quote Opening
❑j
Quote Award
❑ Chg Order No.
El
C/O & PCA No.
❑
PCA
❑' Ease./Encroach.
Traffic Control
F-1
Resolution
r-1 Other:
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Claim
Required Information
ONB Benefits Administration, LLC d/b/a J.W.F. Specialty
Company or Vendor Name
ComRany
..w..s
New Vendor
If Yes, Approved .. .._� � ...ru�..n.� ...w
El if by Purchasing
No
MBE/WBE Contractor
❑ MBE Completed E-Verify Form Attached El Yes
❑ WBE No
Project Name
Workers' Compensation TPA services
Project Number
None
Funding Source
Fund 226
Account No.
�........
226-04.1.8._6.7.1.....3........1-07
Amount
$47,000 (first /wear
Terms of Contract _
..... �..._ m......w
Purpose/Description Service agreement for JWF s provision of workers' compensation
claims administration for 2020-2022 (subject to appropriation).
For Charge Orders Only
....._Amount of .. .�._ Elincrease $
Decrease $
Previous Amount $
Current Percent of Change
New Amount
Total Percent of Change:
Time Extension:
Dispersal After Approval
Copy
Original
El