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HomeMy WebLinkAboutVALLEY OAK SYSTEMS (AON) - 2010INSURANCE JOT ON FILE WORK f? 9 :''J I ?i ;OCEEC' r1EPI Or Jil JCi? A-2009-159-01 DAB NOV 0 3 2010 SECOND AMENDMENT TO VALLEY OAK SYSTEMS SOFTWARE LICENSE, MAINTENANCE AND SUPPORT AGREEMENT THIS SECOND AMENDMENT, made and entered into this 7`h day of September, 2010, by and between, AON eSOLUTIONS, INC., ("AON") and the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City"), collectively referred to herein as "the Parties". RECITALS U A. The Parties entered into that certain agreement entitled "SOFTWARE MAINTENANCE AND SUPPORT AGREEMENT" (A-2007-049), dated February 20, 2007, (hereinafter "said Agreement"), for maintenance and support services for the AON workers' compensation and liability claims software utilized by the City's Personnel Agency, Risk Management Division. B. By Amendment A-2009- 159, dated September 8, 2009, the Parties agreed to include the provision of a new module designed to assist the City in complying with Medicare and Medicaid reporting requirements and extended the terms of said Agreement. C. The Parties now desire to again extend the term of said Agreement for a one-year period. WHEREFORE, in consideration of the mutual and respective covenants and promises hereinafter contained and made, and subject to all of the terms and conditions of said Agreement as hereby amended, the parties hereto do hereby agree as follows: Section 3.a, TERM AND TERMINATION, shall be amended to extend the term for an additional one-year period, through September 30, 2011. The term may be extended for up to four additional one-year periods, at the option of the City. 2. Section 4, FEES AND CHARGES, shall be deleted in its entirety and replaced with the following: "a. The fee for the maintenance and support services provided for herein shall not exceed $31,429.58, during the one year period from October 1, 2010 through September 30, 2011. It is hereby agreed that the renewal rate for this Maintenance Agreement shall either be the same as the current year's rate or at an increase not to exceed the Consumer Price Index (CPI) Los Angeles - Riverside - Orange County area. b. Annual maintenance and support for the CMS Module shall not exceed $5,906.25 during the 2010-11 Agreement term. It is hereby agreed that the renewal rate for maintenance of the CMS module shall either be the same as the current year's rate or at an increase not to exceed the Consumer Price Index (CPI) Los Angeles- Riverside - Orange County area. c. Consulting services, including consulting, custom setup and configuration and installation of new upgrades or updates, shall be billed on a time and materials basis at an hourly rate as set forth in Exhibit B-1, attached hereto and incorporated by this reference. d. Total fees and charges for all services provided pursuant to this Agreement shall not exceed $45,000.00, during the one-year extension of said Agreement, from October 1, 2010 through September 30, 2011. If the City exercises its option to renew, total fees and charges during the additional one-year extensions shall not exceed $45,000.00, as set forth in Exhibit B-1." 3. Except as hereinabove modified, the terms and conditions of said Agreement remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Amendment to said Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council CITY OF SANTA ANA DAVID N. REAM City Manager APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney By: ems' LauKa Sheedy Assistant City Attorney AON eSOLUTIONS, INC. (NAME) V Lk5 (Title) C b d Ai,, D1 j?F,c,T 0X- ?s Exhibit B-1 Renewal Information for The City of Santa Ana This letter is to provide documentation for The City of Santa Ana's iVOS Renewal and purchase of the CMS Module. An addendum for the CMS Module will be sent to you separately; it can be attached to the Amendment as an appendix. Per our records, the WS Renewal and CMS Module purchase will be Amendment 4. Fee Schedule 1. The anticipated cost per year (payable by XX date) for annual IVOS maintenance fees to include annual CPI index increases not to exceed 5%. Current Maintenance Amount: $28,507.55 (5% annual increase) payable 9/30 each year. Year 1: $29,932.93 (10/01/09 - 9/30/10) Year 2: $31,429.58 (10/01/10 - 9/30/11) Year 3: $33,001.06 (10/01/11 - 9/30/12) Year 4: $34,651.11 (10/01/12 - 9/30/13) Year 5: $36,383.67 (10/01/13 - 9/30/14) 2. The anticipated cost per year (payable by XX date) for the annual CMS module maintenance fees, again, if they are tied to an inflation index, so state, with the amount anticipated each year, not to exceed 5%. Current Maintenance Amount: $5,625.00 (Year 1) (5% annual increase) payable 9/30 each year. Year 1: $5,625.00 (10/01/09 - 9/30/10) Year 2: $5,906.25 (10/01/10 - 9/30/11) Year 3: $6,201.56 (10/01/11 - 9/30/12) Year 4: $6,511.64 (10/01/12 - 9/30/13) Year 5: $6,837.22 (10/01/13 - 9/30/14) 3. The hourly going rate, over the next 5 years, for the cost for consulting, custom setup, installation of new upgrades or updates, billed on a time and materials bases at an hourly rate not to exceed XXX for a maximum of 40 hours during the course the contract. Normal upgrades and updates are included in the Support and Maintenance fees Implementation Services/Project Management time - $200.00/hour Data Conversion - $150.00/hour Custom Development - $250.00/hour Training - $200.00/hour Strategic Client Consulting - Dependent upon length of engagement 4. Total fees and charges for all services provided pursuant to this agreement shall not exceed $45,000 annually. The total estimated costs - not to exceed $60.000.00 annually are as follows: Total Annual Support and Maintenance Year 1: $35,557.93 (10/01/09 - 9/30/10) Year 2: $37,335.83 (10/01/10 - 9/30/11) Year 3: $39,202.62 (10/01/11 - 9/30/12) Year 4: $41,162.75 (10/01/12 - 9/30/13) Year 5: $43,220.89 (10/01/13 - 9/30/14) At?~ORO® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 10!2512010 PRODUCER AON RISK SERVICES CENTRAL, INC. 219156 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION CHICAGO IL OFFICE ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 000 N. MILWAUKEE AVENUE 1 1000 N. MIL KEE ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. IL GLENVIEW, 60025 PHONE - 1-866 283-7122FAX - 847 5?,gg, 2p PM t: '? ? 1? 77 It d INSURERS AFFORDING COVERAGE NAIC # INSURED AON CORPORATION AND INSURER A' CONTINENTAL CASUALTY COMPANY 20443 AON ESOLUTIONS, INC. CI ) - A I URERB: TRANSPORTATION INSURANCE COMPANY 20494 200 E. ? ! ! j CHICAGO O IL L 60601 USA C INSURER c: AMERICAN CASUALTY CO OF READING, PA 20427 ---- INSURER D: ILLINOIS NATIONAL INSURANCE COMPANY 23817 INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LIMITS SHOWN ARE AS REQUESTED INSR ADD'L TYPE OF INSURANCE R POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS A GENERAL LIABILITY GL2076485575 06/01/2010 06/01/2011 EACH OCCURRENCE $ 1,000,000 , COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES Ea occurrence 1,000,000 $ ? CLAIMS MADE OCCUR MED EXP (Any one person) 10,000 $ PERSONAL & ADV INJURY _ $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 FGEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,000 POLICY PRO- LOC A AUTOMOBILE LIABILITY BUA2076485639 06/01/2010 06/01/2011 . COMBINED SINGLE LIMIT $ 1 000 000 X ANY AUTO (Ea accident) , , ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (Per person) $ HIRED AUTOS BODILY INJURY NON-OWNED AUTOS (Per accident) $ ?- ------ PROPERTY DAMAGE $ - (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO EA ACC OTHER THAN $ AUTO ONLY: AGG _ $ D EXCESS/UMBRELLALIABILITY BE6099992 06/01/2010 06/01/2011 EACH OCCURRENCE $ 3,000,000 X OCCUR l? CLAIMS MADE AGGREGATE $ 3,000,000 I i $ I DEDUCTIBLE $ RETENTION $ j $ B 1, WORKERS COMPENSATION AND EMPLOYERS' LIABILITY WC2076485463 06/01/2010 06/01/2011 -I X T CSTMIT OTR Y/N C ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? ? AZ,CO,NV,OR, WI FO E.L. EACH ACCIDENT $ 1,000,000 C WC2076485513 AOS in NH ! (Mandatorry WC207648548 T r' t ` ` r, E.L. DISEASE - EA EMPLOYEE $ 1,000,000 ri der SPECIAL PROVISIONS below P , E.L. DISEASE - POLICY LIMIT $ 1,000,000 OTHER J 116 - - - 1 7 a 7 DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY E RSE EN( T R?CiA4 PRAIi/1610NS NT RE: AON E SOLUTIONS, INC. 5000 EXECUTIVE PKWY., SAN RAMON, CA 94583. C OF A, ITS OFFICERS, AGENTS, EMPLOYEES AND VOLUNTEERS ARE INCLUDED AS ADDITIONAL INSURED WITH RESPECT TO THE GENERAL LIABILITY POLICY,BUT LIMITE TO THE OPERATIONS OF THE INSURED UNDER SAID CONTRACT PER THE APPLICABLE , ENDORSEMENT WITH RESPECT TO THE GENERAL LIABILITY POLICY. A WAIVER OF SUBROGATION IS GRANTED IN FAVOR OF THE CERTIFICATE HOLDER WITH RESPECT TO THE GENERAL LIABILITY AND AUTOMOBILE LIABILIY POLICIES. ALL OF THE ABOVE TERMS ARE AS REQUIRED BY WRITTEN CONTRACT. I,.AIVI.CLLA 1 IUIV 2191 bb CITY OF SANTA ANA ATTN: MR. JEFF STEVENS - RISK MANAGER 20 CIVIC CENTER PLAZA SANTA ANA CA 92701-4010 USA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE // ??JJ 11 ? ?III.lei t L ""111 _l ar A%-UKU 25 t/UUU/Ul) © 1988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 2010 Y) Ag=o ® CERTIFICATE OF LIABILITY INSURANCE 100/25/25 DAT//2010 PRODUCER AON RISK SERVICES CENTRAL, INC. 77695 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION 1000 N. MILWAUKEE AVENUE ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE GLENVIEW, IL 60025 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR PHONE - 1-866-283-7122 FAX 1-847-953-5390 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. _ INSURERS AFFORDING COVERAGE NAIC # INSURED AON CORPORATION AND INSURER A: LEXINGTON INSURANCE COMPANY 19437 AON ESOLUTIONS, INC. INSURER B: 200 E. RANDOLPH CHICAGO IL 60601 USA INSURER C: I INSURER D: INSURER E: r0VFRAAFR 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LIMITS SHOWN ARE AS REQUESTED INSR DD'L TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS GENERAL LIABILITY EACH OCCURRENCE $ _ COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES Ea occurrence -- $ ] _ ., CLAIMS MADE OCCUR MED EXP (Any one person) $ ?I PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ I GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ RO LOG I POLICY P JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ I ANY AUTO (Ea accident) ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) HIRED AUTOS 7 BODILY INJURY $ , NON-OWNED AUTOS (Per accident) I C -- ---- PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO ' EA ACC OTHER THAN $ AUTO ONLY: AGG $ EXCESS / UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ ? $ DEDUCTIBLE ! $ RETENTION $ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS' LIABILITY T RY IM IT R Y IN ANY PROPRIETOR/PARTNER/EXECUTIVE ? OFFICER/MEMBER EXCLUDED? E.L. EACH ACCIDENT _ $ (Mandatory in NH) If d ib d E.L. DISEASE - EA EMPLOYE $ yes, escr e un er SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT $ A OTHER ERRORS & OMISSIONS 7113473SEE ATTACHED 4/17/2007 4/17/2011 EACH CLAIM: $3,000,000 ADDENDUM DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS RE: AON ESOLUTIONS, 5000 EXECUTIVE PARKWAY, SAN RAMON CA 94583. CITY OF SANTA ANA ATTN: JEFF STEVENS - RISK MGR. 20 CIVIC CENTER PLAZA SANTA ANA CA 92701 USA %,Mild %i C LLM I IVI7 / /13y5 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE Mt,%jMU ca tcuua/V 11 © 1988-2009 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD E&O Coverage] Insurer: Lexington Insurance Company Policy number: 7113473 Policy term: 4/17/2007 - 4/17/2011 (a) This certificate of insurance contains a summary of the policy coverage and does not include all terms, conditions and exclusions of the policy. The policy contains the full and complete agreement with regard to coverage. In the event of any inconsistency between this certificate of insurance and the policy, the policy language shall control. (b) The insured has a retention on each and every claim under the policy. The retention has a minimum amount of $500,000 on each and every claim and may increase based upon the amount of the loss. (c) The insured has the right to cancel the policy within 10 days of the policy effective date. The insurer has the right to cancel the policy for non-payment of premium. (d) This is a claims made and reported policy of indemnity. (e) After an aggregate $103,500,000 in claims has been paid under the policy, no additional claims will be paid by the policy. However, the Insured, in its sole discretion, may specify an amount less than $103,500,000 on any certificate of insurance. (f) The limits of liability may be reduced in the event of non-payment of premium