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HomeMy WebLinkAboutR-2007-180 Authorize agreement with Zaremba Claims ServiceRESOLUTION NO. R-2007- 180 A RESOLUTION authorizing and directing the City Manager of the City of Yakima to enter into an Agreement with Zaremba Claims Service - Yakima for the purpose of reviewing and investigating property and liability damage claims filed against or by the City of Yakima. WHEREAS, the City was self-insured for many years for most property and liability damage claims; and WHEREAS, for the City of Yakima Transit Division, including the van pool program, there is liability coverage through the Washington State Transit Insurance Pool ("WSTIP"), which the City of Yakima joined effective September 1, 2005; and effective on December 14, 2005, the City of Yakima joined the Cities Insurance Association of Washington ("CIAW"), which offers pooled insurance purchasing for liability coverage; and WHEREAS, the City requires investigation and adjustment services regarding such claims; and WHEREAS, the City has previously contracted with Zaremba Claims Service - Yakima ("ZCS") for these services, and these services will be performed by WSTIP or CIAW on some of the claims; and WHEREAS, ZCS is willing to continue to provide claims investigation and adjustment services to the City on some of the claims in accordance with the terms and conditions of the attached Claims Service Agreement; and WHEREAS, the City Council deems it to be in the best interest of the City of Yakima to enter into an Agreement with Zaremba Claims Service - Yakima in accordance with the terms and conditions of the attached Agreement, now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager of the City of Yakima is hereby authorized and directed to sign the Claims Service Agreement with Zaremba Claims Service - Yakima for the purpose of obtaining investigation and adjustment services regarding property and liability damage claims against or by the City of Yakima. ADOPTED BY THE CITY COUNCIL this 11ttday of De- tuber, 200 ATTEST: City Clerk David Edler, Mayor CLAIMS SERVICE AGREEMENT THIS CLAIMS SERVICE AGREEMENT (hereinafter the "Agreement") is made and entered into by and between ZAREMBA CLAIMS SERVICE - YAKIMA, P.O. Box 87, Yakima, Washington 98907 (hereinafter "ZCS"), and the CITY OF YAKIMA, a municipal corporation, with its principal place of business at 129 North Second Street, Yakima, Washington 98901 (hereinafter the "City"). WHEREAS, the City previously has been self-insured for most property and general liability damage claims; and for the City of Yakima Transit Division, including the van pool program, there is liability coverage through the Washington State Transit Insurance Pool ("WSTIP"), which the City of Yakima joined effective September 1, 2005, with a $5,000 deductible; and effective on December 14, 2005, the City of Yakima joined the Cities Insurance Association of Washington ("CIAW"), which offers pooled insurance purchasing for liability coverage with a $100,000 deductible; WHEREAS, the City requires investigation and adjustment services regarding some claims; WHEREAS, ZCS is willing to provide said claims investigation and adjustment services in accordance with the terms and conditions ,of this Agreement; NOW, THEREFORE, in consideration of the mutual covenants, promises, and conditions set forth herein, it is agreed by and between the City and ZCS as follows: 1. Scope of Services. ZCS shall provide the following claims investigation and adjustment services to the City: a. Review and investigate all property and general liability damage claims filed with and against the City that were open as of December 31, 2006. b. Provide the City and/or WSTIP and/or CIAW with a written investigation report concerning each damage claim within thirty (30) calendar days of receipt of the damage claim from the City. In the event that more time is necessary to complete the investigation report, a ZCS representative shall contact and notify the appropriate attorney or his/her designee at the City Legal Department and/or WSTIP and/or CIAW. Each investigation report shall contain the following: a recommendation whether the claim should be denied or 1 accepted; if appropriate, an analysis of the validity of the claimed damages; and, if appropriate, a recommended settlement amount/range for the claim. c. In the event that the City attorney responsible for reviewing an investigation report and/or WSTIP and/or CIAW determines additional investigation services are necessary, provide such services as directed by said attorney or his/her designee and/or WSTIP and/or CIAW. d. When a damage claim is accepted and a settlement amount/ range is approved by the City, ZCS shall take all necessary steps to contact the damage claimant and resolve the damage claim, including execution of an appropriate release and settlement agreement by the damage claimant. e. Provide accurate quarterly and annual claim reports in a format acceptable to the City and Wells Fargo Insurance Services on the claims that were filed through December 31, 2006. f. Furnish all damage claim forms necessary for proper claims administration. g. Establish and maintain an investigation file for each damage claim received by ZCS from the City. All such files shall be the property of the City and may be inspected by a City representative at a reasonable time with or without advance notice. h. Provide the City with e-mail access and voice mail with individual mailboxes. J As may be requested during the term of this agreement on specific damage claims occurring or filed on or after January 1, 2008, provide services as described in Section la through le, and through 1 f through 1 h above. As may be requested during the term of this agreement, provide services related to investigating, adjusting, negotiating and settling claims by or against the City. 2. Term of Agreement. The term of this Agreement shall be for a period of one (1) year commencing January 1, 2008, and terminating at 12 p.m. on December 31, 2008, unless sooner terminated by either party in accordance 2 with Section 6 of this Agreement. The City reserves the right to extend this Agreement for two (2) additional one (1) year periods, upon thirty (30) days written notice to ZCS prior to its expiration. The City Manager has the authority to extend this Agreement pursuant to this Section. 3. Consideration. In consideration of the damage claims investigation and adjustment services to be performed by ZCS hereunder, the City shall pay ZCS a rate of Fifty -Five Dollars ($55.00) per hour. ZCS shall bill the City on a monthly basis on claims that are closed in the preceding month, and on a quarterly basis for services performed on open claims. The City shall make payment to ZCS within thirty (30) calendar days of receipt of each billing; provided, however, that all such payments are expressly conditioned upon ZCS providing services hereunder that are satisfactory to the City. ZCS shall provide accurate quarterly and annual claim reports in a format acceptable to the City and Marsh Advantage America as required by Section 1 e of this Agreement in consideration of the compensation described above, and for the payment to ZCS by the City of One Hundred Dollars ($100.00) per quarter for ZCS's preparation of the quarterly and annual claims reports beginning with the quarterly report for the first quarter of 2008. 4. Payment of Accepted Damage Claims. When a damage claim and corresponding settlement amount is accepted and approved by the City, the necessary funds shall be made available by the City or WSTIP or CIAW to ZCS for payment of the damage claim. Unless otherwise directed by the City, payment of all damage claims by ZCS to the claimants is expressly conditioned upon the respective claimant executing an appropriate release and settlement agreement. 5. Payment of Allocated Loss Expenses. In addition to the claim service fee required under Section 3 of this Agreement, the City shall pay all reasonable and necessary "allocated loss expenses" incurred during and as a result of the investigation and adjustment of damage claims against the City; provided, however, that ZCS must obtain prior approval for these expenses from the appropriate City, attorney at the City Legal Department. These expenses include fees and charges for commercial photography services, expert witness services, witness fees, independent medical examinations, witness travel, extraordinary travel for ZCS personnel (outside of Yakima County), court reporter services, transcription services, obtaining public records, auto or property appraisal services, and other similar costs or expenses. 6. Termination. The City or ZCS may terminate this Agreement, with or without cause, by giving not less than sixty (60) calendar days' written notice of termination to the other party. If Craig Nance is unable or unwilling to work at ZCS, then the City may terminate' this Agreement, with or without cause, by 3 giving not less than fifteen (15) calendar days' written notice of termination to ZCS. In the event of termination, and except as otherwise provided in this Section, the City shall pay ZCS a pro -rata share of the applicable quarterly payment through the termination date. With regard to the processing of damage claims pending with ZCS at the time of termination, the City shall have the option to directly investigate and adjust all such damage claims, or the City may negotiate a fee with ZCS for all necessary investigation and adjusting services to bring these pending damage claims to conclusion. 7. Status of Contractor. ZCS and the City understand and expressly agree that ZCS is an independent contractor in the performance of each and every part of this Agreement. ZCS and its employees shall make no claim of City employment nor shall ZCS make any claim against the City for any related employment benefits, social security, and/or retirement. 8. Taxes and Assessments. ZCS shall be solely responsible for and shall pay all taxes, deductions, and assessments, including but not limited to federal income tax, FICA, social security tax, assessments for unemployment and industrial injury insurance, and other deductions from income which may be required by law or assessed against either party as a result of this Agreement. In the event the City is assessed a tax or assessment as a result of this Agreement, ZCS shall pay the same before it becomes due. 9. Indemnification. a. ZCS agrees to hold harmless, indemnify, and defend the City, its elected officials, officers, employees, and agents from and against any and all suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees) which result from or arise out of the sole negligence of ZCS, its officers, employees, and agents in connection with or incidental to the performance or non-performance of this Agreement. b. The City agrees to hold harmless, indemnify, and defend ZCS, its officers, employees, and agents from and against any and all suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees) which result from or arise out of the sole negligence of the City, its elected officials, officers, employees, and agents in connection with or incidental to the performance or non-performance of this Agreement. c. In the event that the officials, officers, agents, and/or employees of both ZCS and the City are both negligent, each party shall be liable for its contributory share of negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees). 4 d. Nothing contained in this Section or this Agreement shall be construed to create a liability to any third party or a right of indemnification in any third party. 10. Insurance Provided by ZCS. a. Commercial Liability Insurance. On or before the date this Agreement is fully executed by the parties, ZCS shall provide the City with a certificate of insurance as proof of commercial liability insurance with minimum liability limit of One Million Dollars ($1,000,000.00) combined single limit bodily injury and property damage. The certificate shall clearly state who the provider is, the amount of coverage, the policy number, and when the policy and provisions provided are in effect (any statement in the certificate to the effect of "this certificate is issued as a matter of information only and confers no right upon the certificate holder" shall be deleted). Said policy shall be in effect for the duration of this Agreement. The policy shall name the City, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City thirty (30) calendar days' prior written notice (any language in the clause to the effect of "but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall be crossed out and initialed by the insurance agent). The insurance shall be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State of Washington. b. Automobile Liability Insurance. On or before the date this Agreement is fully executed, ZCS will identify those individuals who will use their personal vehicles in conjunction with this Agreement. As proof of insurance, each of those individuals will be required to furnish the City either a certificate of insurance or a copy of the declarations page from their personal automobile policy. Minimum limits required are $1,000,000 per occurrence combined single limit bodily injury and property damage. Updated declarations pages will be furnished to the City each time the personal automobile policies renew. The insurance shall be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State of Washington. c. Professional Liability Policy. On or before date this Agreement is fully executed by the parties, ZCS shall provide the City with a certificate of insurance as evidence of professional liability coverage with a limit of One Million Dollars ($1,000,000.00) for each wrongful act and an annual aggregate limit of Two Million Dollars ($2,000,000.00). The certificate shall clearly state who the provider is, the amount of coverage, the policy number, and when the policy and provisions provided are in effect. The insurance shall be with an insurance company rated A -VII or higher in Best's Guide. The retroactive date 5 of the insurance policy shall be on or before January 1, 1993, or shall provide full prior acts. The insurance coverage shall remain in effect during the term of this Agreement and for a minimum of three (3) years following the termination of this Agreement. 11. No Insurance. It is understood the City does not maintain liability insurance for ZCS and/or its employees. 12. Nondiscrimination Provision. During the performance of this Agreement, ZCS shall not discriminate on the basis of race, age, color, sex, religion, national origin, creed, marital status, political affiliation, or the presence of any sensory, mental or physical handicap. This provision shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, selection for training, and the provision of services under this Agreement. 13. Compliance with Law. ZCS agrees to perform those services under and pursuant to this Agreement in full compliance with any and all applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local, or otherwise. 14. Non -Waiver. The waiver by ZCS or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter enforcing any such provision. 15. Assignment. This Agreement, or any interest herein, or claim hereunder, shall not be assigned or transferred in whole or in part by ZCS to any other person or entity without the prior written consent of the City. In the event that such prior written consent to an assignment is granted, then the assignee shall assume all duties, obligations, and liabilities of ZCS as stated herein. 16. Severability. If any portion of this Agreement is changed per mutual agreement or any portion is held invalid, the remainder of the Agreement shall remain in full force and effect. 17. Notices. Unless stated otherwise herein, all notices and demands shall be in writing and sent or delivered to the parties to their addresses as follows: TO CITY: Finance Director City of Yakima 129 North Second Street Yakima, WA 98901 6 TO ZCS: City Attorney City of Yakima Legal Department 200 South Third Street Yakima, WA 98901-2830 Craig M. Nance, Claims Manager Zaremba Claims Service - Yakima P. O. Box 87 Yakima, WA 98907 Fax Number: (509) 452-7236 or to such other addresses as the parties may hereafter designate in writing. Notices and/or demands shall be sent by registered or certified mail, postage prepaid or personally served. Such notices shall be deemed effective when mailed or hand delivered at the addresses specified above. 18. Survival. Any provision of this Agreement which imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this Agreement and shall be binding on the parties to this Agreement. 19. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. 20. Venue. The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. 21. Integration and Supersession. This Agreement sets forth all of the terms, conditions, and agreements of the parties relative to the subject matter hereof and supersedes any and all such former agreements, which are hereby declared terminated and of no further force and effect upon the execution and delivery hereof. There are no terms, conditions, or agreements with respect thereto except as herein provided, and no amendment or modification of this Agreement shall be effective unless reduced to writing and executed by the parties. CITY OF YAKIMA ZAREMBA CLAIMS_SERVI E INC. By: R. A. Zais, Jr., City Manager . Nance ager -Owner Date: /o2/�a/ 7 Date: 2o0 7 City Clerk City Contract No.: 2007-/p9 Resolution No./ -2007-/g0 State of Washington County of Yakima ss. 1 hereby certify that I know or have satisfactory evidence that Craig M. Nance is the person who appeared before me, and said person acknowledged that he signed this instrument, and on oath stated that he was authorized to execute the instrument and acknowledged it as the Manager -Owner of Zaremba Claims Service - Yakima, to be the free and voluntary act of such party for the uses and purposes mentioned in this instrument. SUBSCRIBED AND SWORN TO before me this 19 day of . /gi ,tv-A INA v1 .ems_ Printed name: K Y\Sh'n • k M a Cl( NOTARY PUBLIC in and for the State of Washington, residing at VAY-t nn, My commission expires (.cc.. 1,1,_c.)1 0 . 8 ITEM TITLE: SUBMITTED BY: BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. I Z For Meeting of December 11, 2007 Consideration of resolution authorizing Professional Services Contract for Zaremba Claims Service — Yakima to review and investigate property and liability damage claims against or by the City of Yakima. Raymond L. Paolella, City Attorney and Helen A. Harvey, Senior ti/1K Assistant City Attorney Rita DeBord, Finance Director and Cindy Epperson, Financial Services Manager CONTACT PERSON/TELEPHONE: Helen A. Harvey, Senior Assistant City Attorney, 575-6030 Cindy Epperson, Financial Services Manager, 576-6644 SUMMARY EXPLANATION: The City of Yakima was self-insured for many years for most property and liability damage claims. For the City of Yakima Transit Division, including the van pool program, there is liability coverage through the Washington State Transit Insurance Pool ("WSTIP"), which the City of Yakima joined effective September 1, 2005. Effective on December 14, 2005, the City of Yakima joined the Cities Insurance Association of Washington ("CIAW"), which offers pooled insurance purchasing for liability coverage. Many of the claims against the City will be investigated and adjusted by WSTIP or CIAW. The City requires local professional services for the investigation and adjustment of some claims. Local, prompt claims adjusting can assist in helping to control claims expenses, and in providing service to City residents who have legitimate claims. Zaremba Claims Service - Yakima ("Zaremba") is willing to continue to provide claims investigation and adjustment services on some claims against or by the City in accordance with the terms of the enclosed Claims Service Agreement. The City's current one-year contract with Zaremba ends on December 31, 2007. The one-year proposed Claims Service Agreement for professional services with Zaremba commences on January 1, 2008, and continues until December 31, 2008, with an option for two (2) additional one (1) year extensions pursuant to Section 2 of the Claims Service Agreement. Resolution X Ordinance Other (Specify) Contract X Mail to (name and address): Craig M. Nance, Claims Manager, Zaremba Claims Service -Yakima, P.O. Box 87, Yakima, WA 98907 Phone: 452-6527 Funding Source Risk Managemt Reserve Fund APPROVED FOR SUBMITTAL: City Manager STAFF RECOMMENDATION: Adopt Resolution. BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: Resolution adopted. RESOLUTION R-2007-180 Extension of Claims Service Agreement This Extension of the existing Claims Service Agreement (City Contract No. 2007- 109, adopted by Resolution No. R-2007-180 on December 11, 2007, hereinafter "Agreement") with Zaremba Claims Service - Yakima, (hereinafter "ZCS") is made and entered into by and between the City of Yakima (hereinafter the "City"), and ZCS. Whereas, the City entered into said Agreement with ZCS for the purpose of obtaining investigation and adjustment services regarding property and liability damage claims against or by the City of Yakima; and Whereas, the original term of said Agreement was for a one (1) year period beginning January 1, 2008, and ending December 31, 2008; and Whereas, Section 2 of said Agreement allows the City the right to extend the Agreement for two (2) additional one (1) year periods, upon thirty (30) days written notice to ZCS, which has occurred, and provides that the City Manager has the authority to extend the Agreement pursuant to Section 2 of the Agreement; and Whereas, the City wishes to exercise its option to extend the Agreement for an additional one (1) year period; and Now, therefore, the City and ZCS agree to the following one (1) year extension of the existing Agreement, under the conditions set forth: The term of the Agreement (City Contract #2007-109) is hereby extended for one (1) year through December 31, 2009, at which time said Agreement shall terminate, unless sooner terminated by either party in accordance with Section 6 of the Agreement, or unless the Agreement is extended for another one (1) year period as specified in Section 2 of the Agreement. Except as expressly modified herein, all other terms and conditions of the Claims Service Agreement between the City of Yakima and Zaremba Claims Service - Yakima (City Contract Number 2007-109) shall remain in full force and effect. Contract Extension between City of Yakima and Zaremba Claims Service - Yakima 1 • CITY OF YAKIMA ZAREMBA CL _ _ _ . VICE C. By: R.A. Zais, Jr., City Manager Date: / //2 �S//g- AGr/N& City Clerk City Contract No.: 2007-109 Contract Extension between City of Yakima and Zaremba Claims Service - Yakima 2 ance Its: Manager -Owner Date: /2 Second Extension of One Year of Claims Service Agreement This Second Extension of One Year of the existing Claims Service Agreement (City Contract No 2007-109, adopted by Resolution No. R-2007-180 on December 11, 2007, hereinafter "Agreement") with Zaremba Claims Service - Yakima, (hereinafter "ZCS") is made and entered into by and between the City of Yakima (hereinafter the "City"), and ZCS Whereas, the City entered into said Agreement with ZCS for the purpose of obtaining investigation and adjustment services regarding property and liability damage claims against or by the City of Yakima; and Whereas, the original term of said Agreement was for a one (1) year period beginning January 1, 2008, and ending December 31, 2008; and Whereas, Section 2 of said Agreement allows the City the right to extend the Agreement for two (2) additional one (1) year periods, upon thirty (30) days written notice to ZCS, which has occurred, and provides that the City Manager has the authority to extend the Agreement pursuant to Section 2 of the Agreement, and Whereas, in 2008, the City exercised its option to extend the Agreement for one additional one-year period through December 31, 2009, through an "Extension of Claims Service Agreement" which was executed by the City Manager on November 24, 2008, and by Zaremba Claims Services on December 8, 2008; and Whereas, the City wishes to exercise its option to extend the Agreement for an additional one (1) year period so that the term of the Agreement is extended for an additional year through December 31, 2010; and Now, therefore, the City and ZCS agree to the following additional one (1) year extension of the existing Agreement, under the conditions set forth: The term of the Agreement (City Contract #2007-109) is hereby extended for an additional one (1) year through December 31, 2010, at which time said Agreement shall terminate pursuant to Section 2 of the Agreement, unless sooner terminated by either party in accordance with Section 6 of the Agreement. Second Contract Extension between City of Yakima and Zaremba Claims Service - Yakima 1 Except as expressly modified herein, all other terms and conditions of the Claims Service Agreement between the City of Yakima and Zaremba Claims Service - Yakima. (City Contract Number 2007-109) shall remain in full force and effect CITY OF YAKIMA By ZAREMBA CLAIMS SERVICE INC. B R A. Zais, Jr., nce City Manager s anager-Owner Date. //AZADq ATTEST. Date: %/ - / 3 - 200�j City Clerk City Contract No.• 2007-109 Second Contract Extension between City of Yakima and Zaremba Claims Service - Yakima 2