All companies submitting a proposal will be notified in writing of award.

Transcription

1 November 15, 2017 REQUEST FOR PROPOSAL RP The Gwinnett County Board of Commissioners is soliciting competitive sealed proposals from qualified service providers to Provide Defined Benefit and Defined Contribution Retirement Plan Services for the Department of Human Resources. Proposals must be returned in a sealed container marked on the outside with the Request for Proposal number and Company Name. Proposals will be received until 2:50 P.M. local time on December 15, 2017 at the Gwinnett County Financial Services - Purchasing Division 2 nd Floor, 75 Langley Drive, Lawrenceville, Georgia Any proposal received after this date and time will not be accepted. Proposals will be publicly opened and only names of submitting firms will be read at 3:00 P.M. A list of firms submitting proposals will be available the following business day on our website A pre-proposal conference is scheduled for 10:00 a.m. on November 29, 2017 at the Gwinnett County Department of Financial Services, Purchasing Division, at the above address. All contractors are urged to attend. All service providers are urged to attend. Questions regarding proposals should be directed to Dana Garland, CPPB, Purchasing Associate III at dana.garland@gwinnettcounty.com or by calling , no later 2:00 pm than November 30, Proposals are legal and binding upon the bidder when submitted. One unbound single-sided original, five (5) bound double-sided copies and two (2) digital copies (CD or flash drive) should be submitted. The fee schedule is to be submitted in a separate sealed envelope and should not be included in the copies mentioned above. Successful consultant will be required to meet insurance requirements. The insurance company should be authorized to do business in Georgia by the Georgia Insurance Department, and must have an A.M. Best rating of A-5 or higher. Gwinnett County does not discriminate on the basis of disability in the admission or access to its programs or activities. Any requests for reasonable accommodations required by individuals to fully participate in any open meeting, program or activity of Gwinnett County Government should be directed to Michael Plonowski, Gwinnett County Justice and Administration Center, The written proposal documents supersede any verbal or written prior communications between the parties. Selection criteria are outlined in the request for proposal documents. Gwinnett County reserves the right to reject any or all proposals to waive technicalities and to make an award deemed in its best interest. All companies submitting a proposal will be notified in writing of award. We look forward to your proposal and appreciate your interest in Gwinnett County. Dana Garland Dana Garland, CPPB Purchasing Associate III

2 RP Page 2 DEFINED BENEFIT AND DEFINED CONTRIBUTION RETIREMENT PLAN SERVICES I. RETIREMENT PROGRAM The Gwinnett County Board of Commissioners (the County) is interested in selecting an administrative and recordkeeping service firm for its defined benefit and/or defined contribution retirement plans. It is the County s preference to select a firm to provide high quality services for both defined benefit and defined contribution plans; however, the County will evaluate respondents based on their qualifications and, if warranted, may select one firm to provide defined benefit plan services and another firm to provide defined contribution plan services or other service packages that are expected to result in the best services to the County. The respondents will be chosen based upon the responses to this RFP, with the possibility of a group of finalists being selected to give oral presentations. Due to the County s unique and sophisticated administrative service needs, it is critical that that the County has qualified service providers working on its defined benefit and defined contribution retirement plan needs. The Consultant Service contract shall be evergreen subject to annual review. Gwinnett County currently contracts with Empower Retirement to provide services for all the County retirement plans which are summarized below. Defined Benefit Retirement Plan Overview: The County is requesting recordkeeping/administration, communication, and benefit payor services for the administration and operation of the County s defined benefit retirement plan. The legal documents and related information regarding the plans can be found on the County s website: Documents Defined Benefit Pension Plan The Gwinnett County Defined Benefit Plan is a single-employer defined benefit plan and the sole contributing entity is Gwinnett County. The employees covered are: 1) general employees, 2) elected officials, and 3) public safety employees. The plan provides retirement benefits to Participants according to provisions of the plan document normally in the form of a life annuity. The plan may be amended at any time, at the sole discretion of the County. The distribution of the number of employees by type of membership as of 01/01/2017 is as follows: Retired participants, disabled participants and beneficiaries currently receiving benefits 2,200 Terminated participants and beneficiaries entitled to benefits but not yet receiving benefits 833 Active participants 1,425 Total 4,458 Effective January 1, 2007, the plan is closed to new entrants. Each Employee who was a Participant in the Association of County Commissioners of Georgia Plan on December 31, 2006, shall be a Participant in this plan. Each employee hired before January 1, 2007, is eligible to participate as of his employment commencement date. No employee hired on or after January 1, 2007, shall be eligible to participate in this plan. An Employee who has a termination date prior to December 31, 2006, with a reemployment commencement date on or before December 31, 2007, shall be eligible to participate in the plan provided he has not incurred a one-year break in service. Effective January 1, 2008, only those employees participating in the plan on December 31, 2007, shall be eligible to participate in the plan.

3 RP Page 3 Credited service shall include only full-time service and shall be determined under the Elapsed Time Method. Credited service shall include service prior to the effective date of the plan, sick leave, and retirement reserve leave. The County as part of an employment contract with appointed officials may agree to provide additional Credited Service. In no event shall the additional credited service exceed five years. Plan compensation includes all payments, direct or indirect, made by the County to an employee for services rendered to the County, for a given calendar year that ends within a Plan Year, as defined in Code Section 3401(a) for purposes of tax withholding at the source excluding overtime, overtime premium, scheduled overtime and scheduled overtime premium. Compensation shall include before-tax or salary deferral contribution made to this plan or any other plan of the County. Average Final Compensation consists of the arithmetic average of Compensation paid to a Participant by the employer for the highest 60 consecutive months of Credited Service, ignoring the breaks in service, out of the employee s last 120 months of credited service earned immediately prior to separation from service. In 2004, the County established three separate benefit schedules as follows: Schedule A Benefit schedule established for the noncontributory defined benefit plan previously adopted by Gwinnett County and known as the Pre-Amended Pension Plan Schedule B - Benefit schedule established for the contributory defined benefit plan previously adopted by Gwinnett County and known as the 1995 Amended Pension Plan and subsequently amended and restated Schedule C Benefit schedule established for the contributory defined benefit plan adopted by Gwinnett County as of November 1, 2004 The Normal Retirement Benefit in each case is as follows: Schedule A or B % of a Participant s Average Monthly Compensation multiplied by years of credited service. Schedule C % of a Participant s Average Monthly Compensation multiplied by years of credited service. The Normal Retirement Benefit is not actuarially reduced for the following: Schedule A - 30 Years of service, regardless of age, or age 65 with 5 years vesting service Schedule B or C - Earlier of 1) 30 Years of service, regardless of age; 2) Age 50 and the Rule of 75; or 3) age 65 with 5 years vesting service. The Early Retirement Benefit in each case is an actuarially reduced benefit with eligibility for same as follows: Schedule A 60 years and 10 years of service Schedule B or C 60 and 10 years of service If a Participant dies while an Employee of the County, the plan provides a lifetime pre-retirement survivor annuity to the spouse. The amount of the annuity is determined as 50% of the Participant s non-forfeitable accrued benefit determined as of the date of the Participant s death. If the Participant is not married at the time of death, the Participant s dependent child(ren) will receive the same benefit in total until the child(ren) reaches age 18 at which time any remaining contributions plus interest will be paid to the Participant s estate. If there is no spouse or eligible children, employee contributions plus interest is paid to the estate. If a Participant dies after he retires, his beneficiary may receive a post-retirement death benefit depending on the form of payment. If the monthly benefit was less than $100, a post-retirement death benefit of $5,000 is payable. If the monthly benefit was $100 or greater but less than $300, a post-retirement death benefit of

4 RP Page 4 $10,000 is payable. If the monthly benefit was $300 or more, a post retirement death benefit of $15,000 is payable. Participants under Schedule A are not required to contribute to the plan. Participants under Schedule B are required to contribute 5.75% of compensation. Participants under Schedule C are required to contribute 9.00% of Compensation. Any vested Participant or a Participant terminating from the plan who is not 100% vested in the accrued benefit is entitled to a refund of their employee contributions with interest. Retired Participants under Schedule A do not receive an annual cost-of-living adjustment (COLA). Retired Participants under Schedules B and C receive an automatic annual COLA of 1.00% effective each January 1st. Rabbi Trust The County also offers a rabbi trust defined benefit retirement plan to a small number of executive-level employees. The terms of the plan are summarized below. There are currently 6 Participants. The plan documents and related information can be found on the County s website: Defined Contribution Retirement Plans Overview: The County is requesting recordkeeping/administration, communication/education, onsite education, investment advisory, investment management and custodial trustee services for the administration and operation of the County s two defined contribution retirement plans and its Retiree Medical Savings Plan. The legal documents and related information regarding the plans can be found on the County s website: 401(a) Defined Contribution Retirement Plan The Gwinnett County Board of Commissioners Defined Contribution Retirement Plan is a 401(a) plan and the mandatory retirement plan for any full-time employee as defined by Employer job status codes who is not participating in a defined benefit plan maintained by the County or who is hired or retired on or after January 1, 2008, and any elected or appointed official and any Participant of the Board of Commissioners who is not participating in a defined benefit plan maintained by the Employer. This plan is intended to be a qualified Money Purchase plan under IRC 401(a) and a governmental plan under IRC 414(d). A summary of the plan provisions including contribution rates and vesting schedules can be found in on the County s website: sdocuments Statistical information on the plan is summarized in the Gwinnett County Plan Review, which can be found in the Appendix. 457(b) / Roth 457(b) Deferred Compensation Plan The County s 457(b) Deferred Compensation Plan is the County s supplemental retirement plan. The plan was established for the exclusive benefit of employees and their beneficiaries. The plan is intended to satisfy the requirements of an eligible deferred compensation plan under Internal Revenue Code section 457(b) and shall be interpreted as such. The plan is open to all full time County employees The purpose of the plan is to enable employees to enter into agreements with the County to defer a portion of their compensation on a tax-advantaged basis and receive benefits at termination of employment, retirement, death, or in the event of financial hardship due to unforeseeable emergencies. Participation in the plan does not create an employment contract between the employee and the County. Statistical information on the plan is summarized in the Gwinnett County Plan Review, which can be found in the Appendix. 401(h) Retiree Medical Savings Plan The County provides a retiree medical savings plan to 401(a) Participants who were hired prior to 1/1/2007. All contributions are made by the County and no voluntary employee contributions are permitted. Contributions

5 RP Page 5 are 1.5% of the Participant s earnings are contributed to a separate identifiable contribution bucket or category in the Participant s 401(h) account. Accounts are credited with earnings. II. Scope of Work The County is seeking a qualified firm or firms to provide services to the plans with a: 1. Focus on Quality and Consistency of Service Delivery a. Adheres to successful quality assurance procedures; b. Follows a successful problem resolution methodology; c. Has a history of performing services on a timely basis; d. Performs services correctly and accurately every time; e. Provides accurate and consistent responses to inquiries; and f. Provides reports on quality assurance. 2. Proactive Approach a. Educates employees and Participants on all aspects of the County s retirement plans and focuses on maximizing all eligible employees retirement outcomes; b. Educates employees and Participants through user-friendly communications; c. Educates employees and Participants by providing informed toll-free customer service center and field service representatives; d. For the DC plans, provides full-time personnel located at a County-provided office for individual meetings, as well as conducting on-site visits to individual and groups for Participant enrollment and informational meetings; e. Participates in employee training sessions that discuss retirement planning issues. f. Full disclosure of fees and rebate of revenue-sharing to Participant accounts 3. Commitment to Technology Development a. Keeps current on technological developments to provide services to Participants, such as mobile optimized Participant web services and applications; b. Continuously invests in enhanced technology; and c. Demonstrates improvement (accuracy, timeliness, etc.) in client service through technological enhancements. This RFP consists of two separate sections. Section A is for the Defined Benefit Retirement Plans and Section B is for the Defined Contribution Retirement Plans. Both sections will be evaluated separately using the criteria specified in this RFP. If a proposer is interested in proposing on both sections, they should respond to Section A and B separately, which are clearly identified and labeled with the appropriate section on the questionnaire. Section A: Defined Benefit Retirement Plans The County is looking for a respondent that has the capability of handling all administrative aspects of the Defined Benefit Plan, the major provisions of which are detailed above. For this program to continue to be successful, administrative processes must be in place to address the needs of all eligible employees. The County wants to develop a relationship with a respondent who will provide robust communication services to all County Participants including retirees, accurate and timely recordkeeping services, and administration of the plan within pre-described service standards. Implementation Services The successful respondent will be required to provide a detailed plan transition strategy for the defined benefit plan along with communication materials to explain their administration services, and any new services or enhancements over and above those provided by the current provider, Empower Retirement. The potential conversion will require an explanation of the process, including any necessary historical data transitioning.

6 RP Page 6 Defined Benefit Administration and Recordkeeping Services The successful respondent will be required to provide detailed information about its recordkeeping and administrative systems and use of technology. Important factors include the ability to process payroll data loads, employee contributions, termination and retirement processing, and providing timely and accurate Participant benefit estimates and certifications. The respondent must have in place a toll-free customer call center, voice response services, and internet services that allow Participants the ability to model their own benefit projections. Note that the County uses only one payroll system and currently data transmissions are made via an online sponsor service tool and by secure FTP. The successful respondent must also handle deduction of premiums from Defined Benefit plan payments for Retiree Dental, Vision, and Health. Benefit Payor Services The successful respondent must provide trustee/payor services for the plans and interact as necessary with the trustee/custodian. A full reconciliation of retiree payroll must be completed well in advance of the go-live date. Section B: Defined Contribution Retirement Plans The County is looking for a respondent that has the capability of dealing directly with both the 457(b) and 401(a) Plans as well as a defined contribution retiree health savings plan (401(h)). For these programs to be a success, an administrative process must be in place to address the needs of all eligible employees. The County wants to develop a relationship with a respondent who will provide robust education and communication services to all County employees and Participants including retirees, accurate and timely recordkeeping services, and administer the plans within predescribed service standards. It places a high value on finding a respondent that meets the following qualifications: Implementation Services The successful respondent will be required to provide a detailed plan transition strategy for the three defined contribution plans and the 401(h) plan, along with communication materials to explain any new plan changes and enhancements. The potential conversion from Empower Retirement, the current plan provider, will require you to provide an explanation of the process, blackout period(s), and reconciliation of plan assets to the individual Participant records. It is required that the onsite program support team be in place prior to the actual transition date. Defined Contribution Administration and Recordkeeping Services The successful respondent will be required to provide detailed information about its recordkeeping and administrative systems and use of technology. Important factors include the ability to process payroll deductions, monitor contribution limit compliance, daily processing of Participant transactions, and providing timely and accurate Participant statements and financial statements. The respondent must have in place a toll-free customer call center, voice response services, internet services that allow Participants access to their accounts and a full-time onsite representative. Note that the County uses only one payroll system and currently data transmissions are made via an online sponsor service tool and secure FTP. Retirees who qualify for retiree medical coverage pay the County directly for those benefits. Employee Communication, Education, and Enrollment Services The successful respondent will be required to provide a comprehensive employee communication and investment education program for all defined contribution plans.

7 RP Page 7 Communication services are to be supported by customer service representatives and comprehensive Internet services that provide Participants with interactive financial and retirement planning tools and software. A dual high-touch, high-tech approach will be required to provide the Participants with all of the necessary financial information and data to make informed investment decisions related to their elections. Currently a full-time representative serves the County s plans. For the last calendar year, approximately 150 group and 1,300 individual meetings were conducted. The County is interested in the respondent s recommendations and suggestion for the level of staffing and communication outreach activities. An explanation that outlines the respondent s recommendations and capabilities in designing and implementing a Participant communication and education strategy, including one targeted to County retirees, will be required for both the initial transition and on-going process. The goal is to identify a respondent that offers comprehensive communication and education services supported by field representatives to accommodate the needs of the active and retired employees in print, on-line services, and in-person meetings. The respondent should clearly define the staffing structure of the field service representative(s) that will service the County s plans, the compensation structure, and ability to provide one-on-one Participant level investment advisory services. The compensation structure of the field service representative should not allow for any cross selling of any investment products or services outside of any that may be offered by the plan. Compensation and incentive awards for your field representatives must be structured to maintain an objective and unbiased distribution of investment products and services to the plan s Participants. The County also expects the successful respondent to attend quarterly Retirement Plans Management Committee (RPMC) meetings and monthly Investment Committee meetings. For the defined contribution retirement plans, the County currently offers managed account services. The County is interested in the respondent s suggestions and recommendations regarding this service, and is looking for respondents to provide a thoughtful approach to the costs and benefits of this service. The County prefers that onsite representative(s) be able to generally discuss the applicable defined benefit plan features in addition to the components of the defined contribution plans, and assist Participants in how to consider their full retirement benefits in making plan-related decisions. The successful respondent will be required to assist employees with the completion of enrollment forms, and verify the completeness of the forms. Additional Services As part of the 457(b) plan, there are approximately 30 grandfathered life insurance contracts that must be serviced by the respondent. In addition, there is also a frozen retirement income product the Great-West SecureFoundation Balanced Fund which includes a frozen life annuity benefit. There are 19 Participants and $550,000 in this fund. The respondent must provide support for these grandfathered and frozen Additional Services. Respondents should provide their proposed approach. In addition, the County will not consider new offerings of either of these services within the Program.

8 RP Page 8 Trustee/Custodial Services The successful respondent must provide trustee/custodial services for the plan or arrange for trustee/custodial services with an outside party. Any additional costs for trustee/custodial services are to be fully disclosed in the fee section of this Request for Proposal. Investment Management Services Since the plans are interested in selecting a service provider that offers an attractive and flexible array of investment options, line-up recommendations are not being considered as part of this RFP. The current investment lineup is provided below/located in Appendix. Note that the only investment option being reviewed for consideration at this time is the stable value product. The current stable value contract has termination provisions that include a 75-day notice period as well as termination provisions that include a market value transfer and a transfer in-kind. Further details will be provided to firms invited to make a finalist presentation. The current investment line-up will likely be retained through the RFP process, but the RPMC reserves the right to make modifications once the RFP process has been completed. III. SELECTION CRITERIA Defined Benefit and Defined Compensation submittals are scored independently using the following criteria: DEFINED BENEFIT Phase I Criteria Points Allowed A Firm Qualifications 20 B Support Services 20 C Systems Technology 10 D Plan Administration 25 E All Other Required Services 5 Sub-Total 80 Phase II F Cost 20 Total 100 Interview, if necessary 10 DEFINED COMPENSATION Phase I Criteria Points Allowed A Firm Qualifications 15 B Support Services 20 C Systems Technology 10 D Plan Administration 15 E All Other Required Services 20 Sub-Total 80 Phase II F Cost 20 Total 100 Interview, if necessary 10

9 RP Page 9 Proposals will be evaluated based on their relative responsiveness according to the weighted value of the criteria as shown above. The breakdown of each criteria is outlined in the questionnaire. As noted above, it is the County s preference to select a firm to provide high quality services for both defined benefit and defined contribution plans; however, the County will evaluate respondents based on their qualifications and, if warranted, may select one firm to provide defined benefit plan services and another firm to provide defined contribution plan services or other service packages that are expected to result in the best services to the County. Award will be made to the highest scoring firm per section or to the firm that has the highest average score of both sections combined. Selection Procedures A selection committee will carefully evaluate all responses to this RFP. Proposals will be evaluated by section based on the responsiveness to the requirements of this RFP and the evaluation criteria as outlined below. Gwinnett County reserves the right to reject any or all proposals, in whole or in part, to negotiate changes in the scope of services and to waive any technicalities as deemed in its best interest. The Technical Proposals will be evaluated in order to select the firm(s) which rates highest according to the criteria elaborated above (Phase I, A-E). The selection committee may then short list the highest scoring firm(s). The Financial Offer of the short listed firm(s) will then be opened and scored. The highest scoring firm may be selected at this point or the committee may invite a number of the highest scoring firms to interview. The number of firms short listed and interviewed, if any, will be at the discretion of the selection committee. If an interview is requested, it will be worth an additional 10 points in the selection process. The firms will be responsible for any cost associated with the request for additional information and/or an interview. If unable to reach an agreement with the highest scoring firm, the County may then negotiate with the second ranked firm and so on until a satisfactory agreement has been reached or the County may terminate the process. IV. STABLE VALUE FUND MANAGEMENT See attached excel file. This is to be completed and returned as part of the proposal submittal. V. QUESTIONNAIRE See attached excel file. This is to be completed and returned as part of the proposal submittal.

10 RP Page 10 FEE SCHEDULE VI. Proposed Pricing (NOT included in the Technical portion of your response; to be submitted in a separate sealed envelope. DEFINED BENEFIT Based upon the information supplied in the RFP, complete the cost structure charts on the following pages. It is critical that you provide complete information so that fees can be compared on an equitable basis. If there are additional fees not listed, describe them, in detail, under comments. The County will pay the respondent based on a per-participant, fixed dollar fee schedule. Please complete the table below. Identify and fully explain your assumptions as well as all conditions, restrictions and requirements. Note that fees quoted should be for your services only and should not include any reimbursements or credit allowances. Services Initial Fee (if applicable) Ongoing Monthly Fee Comments Defined Benefit Outsourcing for the Administration of the Pension Plan Employee Self Service capability Call Center Services Participant Education Services (defined-benefit-specific) Third Party Products Licensing Fees (if any) Documentation Training Other (be specific) Defined Benefit Totals To the extent possible, the County would like fees to be all inclusive. If you require additional fees for certain services, list below and include details, assumptions and consideration under Comments. Please provide all information, considerations, limitations and restrictions regarding your proposal and answer the following questions: 1. It is expected that a contract with milestones (contract sign, testing, implementation, etc.) is implemented with clients. Have you entered into these types of arrangements in the past? 2. What are the factors you consider in determining future fee changes and when they are to occur? 3. How are fees adjusted if a sizable number of participants are added to or removed from the Plan? 4. Provide other alternatives not outlined in this proposal that could result in the lowering of recordkeeping fees. Be clear in your response and provide the condition and the result. 5. Will you allow implementation fees to be spread over the length of the contract? 6. When do ongoing administration fees begin for outsourcing services? 7. Please provide a copy of your standard contract including your standard performance guarantees. Company Name

11 RP Page 11 DEFINED COMPENSATION FEE SCHEDULE Based upon the information supplied in the RFP, complete the cost structure charts on the following pages. It is critical that you provide complete information so that fees can be compared on an equitable basis. If there are additional fees not listed, describe them, in detail, under comments. The County will pay the respondent based on a per-participant, fixed dollar fee schedule. Please complete the table below. Identify and fully explain your assumptions as well as all conditions, restrictions and requirements. Note that fees quoted should be for your services only and should not include any reimbursements or credit allowances. Required Revenue Amount Assumptions Underlying the Amount 401(a) Plan: Total per participant dollar fee for all services described in the RFP 457 Plan: Total per participant dollar fee for all services described in the RFP Retiree Health Care Plan: Total per participant dollar fee for all services described in the RFP Plan Level Services Plan Set-up/Installation (one-time fee) Investment advisory services Managed accounts (provide for both opt-out and opt-in) Plan documents (outside of prototype) Check processing 1099-R forms Postage Custom website set-up Custom website ongoing Employee communication & education Customized enrollment materials Customized periodic newsletter Customized communications Annual notifications to eligible participants Other (be specific) Fee (Annual Cost) Comments Company Name

12 RP Page 12 Participant Level FEE SCHEDULE Services Investment advisory services Managed accounts (opt-in only ) Loan set-up Loan maintenance Self-directed brokerage Hardship Qualifications Wire Fees Other (be specific) Fee (Annual Cost) Comments To the extent possible, the County would like fees to be all inclusive. If you require additional fees for certain services, list below and include details, assumptions and consideration under Comments. Please provide all information, considerations, limitations and restrictions regarding your proposal and answer the following questions: 1. What are the factors you consider in determining future fee decreases and when they are to occur? 2. How are fees adjusted if a sizable number of participants are added to or removed from the Plan(s)? 3. If a participant has multiple accounts in the Plan, will they be charged for each account? 4. Provide other alternatives not outlined in this proposal that could result in the lowering of recordkeeping fees. Be clear in your response and provide the condition and the result. 5. Are you able to return revenue directly to participant accounts from which it was generated? If no, are you working on this capability? 6. Briefly describe your fee leveling capabilities. Stable Value Fund Management Services Investment Management Wrap Revenue Share Other (please specify) Total Expense Ratio Fees DEFINED BENEFIT & DEFINED COMPENSATION % discount if awarded both defined benefit and defined compensation %

13 RP Page 13 In compliance with the attached specifications, the undersigned offers and agrees, if this proposal is accepted by the Board of Commissioners within one hundred twenty (120) days of the date of proposal opening, to furnish any or all of the items upon which prices are quoted, at the price set opposite each item, delivered to the designated point(s) within the time specified in the proposal schedule. Company Name Signature Date VII. Provider Information Page The undersigned acknowledges receipt of the following addenda, listed by number and date as issued appearing on each: Addendum No. Date Addendum No. Date Legal Business Name (If your company is an LLC, you must identify all principals to include addresses and phone numbers in your submittal) Federal Tax ID Address Does your company currently have a location within Gwinnett County? Yes No Representative Signature Printed Name Telephone Number Fax Number address

14 RP Page 14 VIII. Insurance Requirements PROFESSIONAL SERVICES INSURANCE REQUIREMENTS 1. Statutory Workers' Compensation Insurance (a) Employers Liability: Bodily Injury by Accident - $100,000 each accident Bodily Injury by Disease - $500,000 policy limit Bodily Injury by Disease - $100,000 each employee 2. Commercial General Liability Insurance (a) $1,000,000 limit of liability per occurrence for bodily injury and property damage (b) The following additional coverage must apply: 1986 (or later) ISO Commercial General Liability Form Dedicated Limits per Project Site or Location (CG or CG 25 04) Additional Insured Endorsement (Form B CG with a modification for completed operations or a separate endorsement covering Completed Operations) Blanket Contractual Liability Broad Form Property Damage Severability of Interest Underground, explosion, and collapse coverage Personal Injury (deleting both contractual and employee exclusions) Incidental Medical Malpractice Hostile Fire Pollution Wording 3. Auto Liability Insurance (a) $500,000 limit of liability per occurrence for bodily injury and property damage (b) Comprehensive form covering all owned, nonowned, leased, hired, and borrowed vehicles (c) Additional Insured Endorsement (d) Contractual Liability 4. Professional Liability Insurance - $1,000,000 (project specific for the Gwinnett County project) limit of liability per claim/aggregate or a limit of $1,000,000 per occurrence and $2,000,000 aggregate. Insurance company must be authorized to do business in the State of Georgia. Dedicated Limits per Project Site or Location (CG or CG or some other form) 5. Gwinnett County Board of Commissioners (and any applicable Authority) should be shown as an additional insured on General Liability and Auto Liability policies. 6. The cancellation should provide 10 days notice for nonpayment and 30 days notice of cancellation. 7. Certificate Holder should read: Gwinnett County Board of Commissioners 75 Langley Drive Lawrenceville, GA Insurance Company, except Worker' Compensation carrier, must have an A.M. Best Rating of A-5 or higher. Certain Workers' Comp funds may be acceptable by the approval of the Insurance Unit. European markets including those based in London and domestic surplus lines markets that operate on a non-admitted basis are exempt from this requirement provided that the contractor s broker/agent can provide financial data to establish that a market is equal to or exceeds the financial strengths associated with the A.M. Best s rating of A-5 or better. 9. Insurance Company should be licensed to do business by the Georgia Department of Insurance. *See above note regarding Professional Liability 10. Certificates of Insurance, and any subsequent renewals, must reference specific bid/contract by project name and project/bid number. 11. The Contractor shall agree to provide complete certified copies of current insurance policy (ies) or a certified letter from the insurance company (ies) if requested by the County to verify the compliance with these insurance requirements.

15 RP Page All insurance coverages required to be provided by the Contractor will be primary over any insurance program carried by the County. 13. Contractor shall incorporate a copy of the insurance requirements as herein provided in each and every subcontract with each and every Subcontractor in any tier, and shall require each and every Subcontractor of any tier to comply with all such requirements. Contractor agrees that if for any reason Subcontractor fails to procure and maintain insurance as required, all such required Insurance shall be procured and maintained by Contractor at Contractor's expense. 14. No Contractor or Subcontractor shall commence any work of any kind under this Contract until all insurance requirements contained in this Contract have been complied with and until evidence of such compliance satisfactory to Gwinnett County as to form and content has been filed with Gwinnett County. The Acord Certificate of Insurance or a preapproved substitute is the required form in all cases where reference is made to a Certificate of Insurance or an approved substitute. 15. The Contractor shall agree to waive all rights of subrogation against the County, the Board of Commissioners, its officers, officials, employees, and volunteers from losses arising from work performed by the contractor for the County. 16. Special Form Contractors Equipment and Contents Insurance covering owned, used, and leased equipment, tools, supplies, and contents required to perform the services called for in the Contract. The coverage must be on a replacement cost basis. The County will be included as a Loss Payee in this coverage for County owned equipment, tools, supplies, and contents. 17. The Contractor shall make available to the County, through its records or records of their insurer, information regarding a specific claim related to any County project. Any loss run information available from the contractor or their insurer relating to a County project will be made available to the county upon their request. 18. Compliance by the Contractor and all subcontractors with the foregoing requirements as to carrying insurance shall not relieve the Contractor and all Subcontractors of their liability provisions of the Contract. 19. The Contractor and all Subcontractors are to comply with the Occupational Safety and Health Act of 1970, Public Law , and any other laws that may apply to this Contract. 20. The Contractor shall at a minimum apply risk management practices accepted by the contractors industry. Surety Bonds (If Required) All of the surety requirements will stay the same except the Surety Company must have the same rating as item 8 above. Rev 06/11

16 RP Page 16 RP024-17, Provide Defined Benefit and Defined Contribution Retirement Plan Services IX. CODE OF ETHICS AFFIDAVIT (THIS FORM SHOULD BE FULLY COMPLETED AND RETURNED WITH YOUR SUBMITTAL AND WILL BE REQUIRED PRIOR TO EVALUATION) In accordance with Section of the Gwinnett County Code of Ordinances the undersigned bidder/proposer makes the following full and complete disclosure under oath, to the best of his/her knowledge, of the name(s) of all elected officials whom it employs or who have a direct or indirect pecuniary interest in or with the bidder/proposer, its affiliates or its subcontractors: 1. (Company Submitting Bid/Proposal) 2. (Please check one box below) No information to disclose (complete only section 4 below) Disclosed information below (complete section 3 & section 4 below) 3. (if additional space is required, please attach list) Gwinnett County Elected Official Name Gwinnett County Elected Official Name Gwinnett County Elected Official Name Gwinnett County Elected Official Name 4. Sworn to and subscribed before me this BY: day of, 20 Authorized Officer or Agent Signature Printed Name of Authorized Officer or Agent Notary Public Title of Authorized Officer or Agent of Contractor (seal) Note: See Gwinnett County Code of Ethics Ordinance EO2011, Sec The ordinance will be available to view in its entirety at

17 RP Page 17 RP024-17, Provide Defined Benefit and Defined Contribution Retirement Plan Services X. CONTRACTOR AFFIDAVIT AND AGREEMENT (THIS FORM SHOULD BE FULLY COMPLETED AND RETURNED WITH YOUR SUBMITTAL) By executing this affidavit, the undersigned contractor verifies its compliance with The Illegal Reform Enhancements for 2013, stating affirmatively that the individual, firm, or corporation which is contracting with the Gwinnett County Board of Commissioners has registered with and is participating in a federal work authorization program* [any of the electronic verification of work authorization programs operated by the United States Department of Homeland Security or any equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, pursuant to the Immigration Reform and Control Act, in accordance with the applicability provisions and deadlines established therein. The undersigned further agrees that, should it employ or contract with any subcontractor(s) in connection with the physical performance of services or the performance of labor pursuant to this contract with the Gwinnett County Board of Commissioners, contractor will secure from such subcontractor(s) similar verification of compliance with the Illegal Immigration Reform and Enforcement Act on the Subcontractor Affidavit provided in Rule or a substantially similar form. Contractor further agrees to maintain records of such compliance and provide a copy of each such verification to the Gwinnett County Board of Commissioners at the time the subcontractor(s) is retained to perform such service. E-Verify * User Identification Number Date Registered Legal Company Name Street Address City/State/Zip Code BY: Authorized Officer or Agent Date (Contractor Signature) Title of Authorized Officer or Agent of Contractor Printed Name of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF, 201 For Gwinnett County Use Only: Document ID # Issue Date: Initials: Notary Public My Commission Expires: * As of the effective date of O.C.G.A , the applicable federal work authorization program is E-Verify operated by the U.S. Citizenship and Immigration Services Bureau of the U.S. Department of Homeland Security, in conjunction with the Social Security Administration (SSA). Rev

18 RP Page 18 XI. GENERAL CONDITIONS GENERAL CONDITIONS To Service Provider AGREEMENT Article 1 Definitions 2 Contract Documents 3 Changes and Extra Work 4 Personnel and Equipment 5 Accuracy of Work 6 Findings Confidential 7 Termination of Agreement for Cause 8 Termination for Convenience of the COUNTY 9 SERVICE PROVIDER to Cooperate with other SERVICE PROVIDERS 10 Indemnification 11 Covenant Against Contingent Fees 12 Insurance 13 Prohibited Interests 14 Subcontracting 15 Assignability 16 Equal Employment Opportunity 17 Anti-Kickback Clause 18 Audits and Inspectors 19 Ownership, Publication, Reproduction and Use 20 Verbal Agreement or Conversation 21 Independent Service provider 22 Notices

19 RP Page 19 1 DEFINITIONS Wherever used in this Agreement, whether in the singular or in the plural, the following terms shall have the following meanings: 1.1 COUNTY-means Gwinnett County, Georgia, a political subdivision of the State of Georgia. 1.2 SUPPLEMENTAL AGREEMENT-means a written order to SERVICE PROVIDER signed by COUNTY and accepted by SERVICE PROVIDER, effecting an addition, deletion or revision in the Work, or an adjustment in the Agreement Price or the Contract Time, issued after execution of this Agreement. 1.3 CONTRACT-means the Agreement Documents specifically identified and incorporated herein by reference in Section 2, CONTRACT DOCUMENTS. 1.4 AGREEMENT EXECUTION-means the date on which SERVICE PROVIDER executes and enters into an Agreement with the COUNTY to perform the Work. 1.5 AGREEMENT PRICE-means the total monies, adjusted in accordance with any provision herein, payable to the SERVICE PROVIDER under this Agreement. 1.6 CONTRACT TIME-means the period of time stated in this Agreement for the completion of the Work. 1.7 SERVICE PROVIDER-means the party or parties contracting directly with the COUNTY to perform Work pursuant to this Agreement. 1.8 DEPARTMENT- means the Director or designee of requesting department(s) named in this solicitation. 1.9 DRAWINGS-means collectively, all the drawings, receipt of which is acknowledged by the COUNTY, listed in this Agreement, and also such supplementary drawings as the SERVICE PROVIDER may issue from time to time in order to clarify or explain such drawing or to show details which are not shown thereon SPECIFICATIONS-means the written technical provisions including all appendices thereto, both general and specific, which form a part of the Agreement Documents SUBSERVICE PROVIDER-means any person, firm, partnership, joint venture, company, corporation, or entity having a contractual agreement with SERVICE PROVIDER or with any of its subservice providers at any tier to provide a part of the Work called for by this Agreement WORK-means any and all obligations, duties and responsibilities, including furnishing equipment, engineering, design, workmanship, labor and any other services or things necessary to the successful completion of the Project, assigned to or undertaken by SERVICE PROVIDER under this Agreement LIAISON-Representative of the COUNTY who shall act as Liaison between the County and the SERVICE PROVIDER for all matters pertaining to this Agreement, including review of SERVICE PROVIDER'S plans and work. 2 CONTRACT DOCUMENTS 2.1 LIST OF DOCUMENTS The Agreement, any required bonds, the General Conditions, the Appendices, the Detailed Scope of Work, the Specifications, the Drawings, the Exhibits, and all Agreement Supplemental Agreements shall constitute the Agreement Documents.

20 RP Page CONFLICT AND PRECEDENCE The Agreement Documents are complementary, and what is called for by one is as binding as if called for by all. In the event there are any conflicting provisions or requirements in the component parts of this Agreement, the several Agreement Documents shall take precedence in the following order: 3 CHANGES AND EXTRA WORK 1. Supplemental Agreements 2. Agreement 3. General Conditions 4. Detailed Scope of Work 5. Specifications 6. Drawings The COUNTY may, at any time, request changes in the work to be performed hereunder. All such changes, including any increase or decrease in the amount of the SERVICE PROVIDER'S compensation, which are mutually agreed upon by and between the COUNTY and the SERVICE PROVIDER, shall be incorporated in written Supplemental Agreements to the Agreement. 4 PERSONNEL AND EQUIPMENT The SERVICE PROVIDER represents that it has secured or will secure, at its own expense, all personnel necessary to complete this Agreement; none of whom shall be employees of, or have any contractual relationship with, the COUNTY. Primary liaison with the COUNTY will be through its designee. All of the services required hereunder will be performed by the SERVICE PROVIDER under its supervision, and all personnel engaged in the work shall be fully qualified and shall be authorized or permitted under law to perform such services. The SERVICE PROVIDER shall employ only persons duly registered in the appropriate category in responsible charge of supervision and design of the work; and further shall employ only qualified surveyors in responsible charge of any survey work. The SERVICE PROVIDER shall endorse all reports, contract plans, and survey data. Such endorsements shall be made by a person duly registered in the appropriate category by the Georgia State Board of Registration, being in the full employ of the SERVICE PROVIDER and responsible for the work prescribed by this Agreement. 5 ACCURACY OF WORK The SERVICE PROVIDER shall be responsible for the accuracy of the work and shall promptly correct errors and omissions in its plans and specifications without additional compensations. Acceptance of the work by the COUNTY will not relieve the SERVICE PROVIDER of the responsibility for subsequent correction of any errors and the clarification of any ambiguities. 6 FINDINGS CONFIDENTIAL The SERVICE PROVIDER agrees that its conclusions and any reports are for the confidential information of the COUNTY and that it will not disclose its conclusions in whole or in part to any persons whatsoever, other than to submit its written documentation to the COUNTY, and will only discuss the same with it or its authorized representatives. Upon completion of this Agreement term, all documents, reports, maps, data and studies prepared by the SERVICE PROVIDER pursuant thereto shall become the property of the COUNTY and be delivered to the DEPARTMENT.