Section 1

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Section 1

  1. 1. MISSISSIPPI STATE AGENCIES SELF-INSURED WORKERS’ COMPENSATION TRUST REQUEST FOR PROPOSAL For ACTUARIAL CONSULTING SERVICES September 29, 2008 Section 1 Introduction Overview and Process The Board of Trustees (Board) for the Mississippi State Agencies Self- Insured Workers’ Compensation Trust (Trust) is seeking a vendor to provide actuarial consulting services to assist the Board in the operation of its self- insured workers’ compensation program. The Department of Finance and Administration (DFA) provides administrative support to the Board and is coordinating this Request for Proposal (RFP). The Board, through DFA, desires to contract with an actuary specializing in providing actuarial consulting services to large self- insured plans and having prior experience directly related to the type of services which the Board requires. In addition, DFA desires that the vendor be able and qualified to render actuarial services regarding the State Agencies Employment Compensation (Unemployment Self-Insurance) Revolving Fund. The effective period for this contract will be a four-year period beginning January 1, 2009 and ending December 31, 2012, with an option to renew for an additional year. The purpose of this RFP is to define the Board and DFA’s needs, provide to proposers adequate information to develop proposals, solicit competitive proposals, describe the evaluation criteria on which proposals will be scored, and provide proposers with a draft contract. Before the award of any contract, the proposer will be required to document MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 1 of 37
  2. 2. to the Board and DFA that it has the necessary abilities and financial resources to provide the services specified in this RFP. The proposer may also be required to provide additional client references, as well as related project experience detail, to satisfy the Board and DFA that the proposer has the necessary qualifications. DFA may make reasonable investigations as it deems necessary and proper to determine the ability of the proposer to perform the work, and the proposer shall furnish to DFA all information for this purpose that may be requested. The Board and DFA reserve the right to reject any proposal if the proposer fails to satisfy the Board and DFA that the proposer is properly qualified to carry out the obligations of the contract and to complete the work described in this RFP. General Information Mississippi State Agencies Self-Insured Workers' Compensation Trust Created on July 1, 1990, the Trust provides a depository for the funds collected from participating State agencies to discharge their legal liabilities under the Mississippi Workers' Compensation Law, and administers, through its Board of Trustees, such assets in accordance with such law. The Trust provides workers’ compensation coverage and risk control services to the approximately 100 state agencies, boards, and commissions participating in this program, representing approximately 25,000 State employees in various locations throughout Mississippi. The Trust does not utilize NCCI class codes or industry-standard premium setting methodology; rather, with technical assistance from its consulting actuary, the Trust calculates each member’s specific premium based on the experience of the individual employer and that of the Trust. The Trust manages all such premium billing and collection activities internally. The Trust purchases and maintains specific excess insurance with statutory limits and a primary self- insured retention of $1,000,000 per occurrence. The Trust currently utilizes the services of F.A. Richard & Associates (FARA) as its third party claims administrator to manage all claims-related activities including, but not limited to, claims investigations, compensability determinations, claim and expense payments, litigation management, medical case management, and internal as well as external reporting. The Trust likewise utilizes resources from the Mississippi Tort Claims Board’s risk control staff to provide risk control services to help minimize and control losses. The Trust operates with a “break-even” philosophy, striving to provide MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 2 of 37
  3. 3. workers’ compensation insurance coverage to its member agencies as affordably as possible. As of June 30, 2008, the Trust reported assets of $23.7 million, and liabilities of $37.5 million, including $17.2 million in case reserves and $20.3 million for incurred but not reported (IBNR) claims. For the fiscal year ended June 30, 2008, the Trust reported premium receipts of $14.6 million, with paid claims totaling $13.2 million. Exhibit A provides a copy of the Actuarial Analysis of the Mississippi State Agencies Self-Insured Workers’ Compensation Trust as of June 30, 2008. Exhibit B provides a copy of the FY 2008 State Agencies Self-Insured Workers’ Compensation Trust Financial Report. Exhibit C provides a claim and expense summary of the claims activity experienced by the Trust from its July 1, 1990 inception through the policy period / fiscal year ending June 30, 2008. State Agencies Employment Compensation Revolving Fund The State Agencies Employment Compensation Revolving Fund exists in order to provide a mechanism for State agencies to fund and budget for the costs of providing unemployment compensation benefits to their eligible former employees. This fund does not pay benefits directly; rather, it reimburses the Mississippi Department of Employment Security (MDES) for benefits the MDES pays to former State employees. The fund provides unemployment insurance coverage for all State agencies. Responsibilities include billing and collection of premiums, actuarial analysis of funding needs, management of excess funds, and reimbursement to the MDES for the $1,000,000 to $2,000,000 in State employee unemployment claims processed annually. As of June 30, 2008, the fund held assets of $4.3 million, and liabilities of $2.8 million for IBNR. For the fiscal year ended June 30, 2008, premiums were waived due to the surplus balance in reserves. During the same period, the fund reimbursed the MDES $1.3 million for unemployment benefits paid to former State employees. Exhibit D provides a copy of the Actuarial Analysis of the Mississippi State Agencies Employment Compensation Revolving Fund as of June 30, 2007. Exhibit E provides a copy of the FY 2008 Unemployment Insurance Revolving Fund Financial Report. MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 3 of 37
  4. 4. Scope of Services Mississippi State Agencies Self-Insured Workers’ Compensation Trust: 1. Provide an annual actuarial analysis of the Trust. This analysis should include, but not necessarily be limited to, an estimate of claims liability including incurred but not reported claims, as well as recommendations for future funding. 2. Provide premium rate evaluations, including annually updating the rates and the rating base amounts. Rather than using NCCI rates, the Trust has adopted a premium methodology which utilizes its members’ actual loss experience in establishing premium rates each year. Using actual claims data from the Trust’s eighteen years of experience, the actuary will be expected to annually perform the necessary analysis and provide the Trust with recommended individual composite rates for each participating agency. 3. As requested by DFA on behalf of the Trust, provide testimony to the Mississippi State Agencies Self-Insured Workers’ Compensation Board of Trustees, the Mississippi Workers' Compensation Commission, the State Legislature, and Trust members as needed. 4. As requested by DFA on behalf of the Trust, provide assistance in preparation of a Request for Proposals (RFP) for bidding the third party administration contract, loss control contract and other necessary contracts. 5. As requested by DFA on behalf of the Trust, review various reports submitted by the third party claims administrator and make suggestions on the format and content of the reports, with the overall purpose of making the reports useful and meaningful to the Trust. 6. As requested by DFA on behalf of the Trust, provide such advice and consultative services regarding issues and matters of impact or interest to the Trust, and for which the Actuary has the technical capability to render such services. 7. Maintain full and accurate records with respect to all matters covered under this Contract. Additionally, upon request by DFA, the Actuary shall provide all spreadsheets, assumptions, and calculations upon completion of any project approved by the DFA in a format acceptable MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 4 of 37
  5. 5. to DFA. State Agencies Employment Compensation Revolving Fund: 8. Provide an annual actuarial analysis of the State Agencies Employment Compensation (Unemployment Self-Insurance) Revolving Fund. This analysis should include, but not necessarily be limited to, an estimate of claims liability, as well as recommendations for future funding. 9. As requested by DFA, provide premium rate evaluations and recommendations. Using claims and financial data provided by DFA, the Actuary will be expected to annually perform the necessary analysis and provide funding recommendations. 10. As requested by DFA, provide such advice and consultative services regarding issues and matters of impact to the Fund, and for which the consultant has the technical capability to render such services. 11. As requested by DFA, provide testimony to the Mississippi State Legislature, or other regulatory committees, as needed. 12. Maintain full and accurate records with respect to all matters covered under this Contract. Additionally, upon request, the Actuary shall provide DFA all spreadsheets, assumptions, and calculations upon completion of any project approved by DFA in a format acceptable to DFA. MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 5 of 37
  6. 6. Section 2 Instructions to Proposers Proposals must be submitted in writing with appropriate certification signatures as indicated. Your proposal should be organized as follows: 1. Introduction 2. Minimum Vendor Requirements Confirmation (See Section 3) 3. Statement of Compliance (See Section 6) 4. Questionnaire / Responses (See Section 4) 5. Financial Exhibit Form (See Section 5) 6. Resumes for Key Staff 7. Any Additional Information Not Specifically Requested In preparing your response to any RFP question or request for information, you should repeat each question or requirement and then state your response. Provide complete answers and explain all issues in a concise, direct manner. If you cannot provide a direct response for some reason (e.g. your company does not collect or furnish certain information), indicate the reason rather than providing general information that fails to answer the question. All information requested is considered important. If you have additional information you would like to provide, include it as an appendix. The information contained in your response to this RFP will be used by the Board in determining whether or not you will be selected. The proposal the Board selects will be a working document. As such, the Board will consider the proposal an integral part of any final contract and will expect that all representations made in the proposal will be honored. It is the proposer’s sole responsibility to submit information relative to the evaluation of his proposal and the Board is under no obligation to solicit such information if it is not included with the proposer’s proposal. Failure of the proposer to submit such information may cause an adverse impact on the evaluation of the proposer’s proposal. All documentation submitted in response to this RFP and any subsequent requests for information pertaining to this RFP shall become the property of the Board and will not be returned to the proposer. FAILURE TO PROVIDE ALL REQUESTED INFORMATION MAY RESULT IN DISQUALIFICATION OF YOUR PROPOSAL. Important Dates The Board and DFA reserve the right to adjust this schedule. MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 6 of 37
  7. 7. 09/29/08 RFP released by Board 10/06/08 “Intent to Propose” and Questions Due to Board 10/13/08 “Response to Questions” released by Board 10/24/08 Proposals Due to Board Week of 11/17/08 Presentations by Finalists* 11/21/08 Vendor Selected 01/01/09 Contract Effective Date *If deemed necessary by the Board, finalists may be asked to make a presentation to the Board and staff in Jackson, Mississippi. Proposals must be delivered in a sealed package and clearly labeled with the words, “Proposal - Do Not Open” prominently displayed on the outside of the package. Proposers must submit one (1) original and five (5) copies (with at least one copy to be unbound) of their proposal, along with a “soft” copy preferably in Word® format on compact disk, to the following address: Cheryl Turner MSA S/I Workers’ Compensation Trust c/o DFA-Office of Insurance 901 Woolfolk Building, Suite B Jackson, MS 39201 E-mail: turnerc@dfa.state.ms.us Facsimile: (601) 359-6568 Questions regarding the proposal should be submitted in writing, by facsimile or e-mail to Cheryl Turner. Proposals must be received in the DFA-Office of Insurance in Jackson, Mississippi by 2:00 PM CDT, October 24, 2008. Any proposal received after the deadline will not be accepted. 1. Intent to Propose and Questions All potential proposers are requested to indicate their intention to MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 7 of 37
  8. 8. propose and submit any questions they have regarding the proposal in writing by October 6, 2008. Notice may be submitted via fax or e- mail (turnerc@dfa.state.ms.us), with questions or separately, at the proposer's discretion. Your intent to propose should indicate your organization's primary contact, direct telephone number of contact, e- mail address, and facsimile number. Responses to vendor questions received by October 6, 2008, will be made available on DFA’s website at www.dfa.state.ms.us under “Bid and RFP Notices”. It is the proposer’s sole responsibility to monitor the web site for responses to questions. Failure to submit an intent to propose will not disqualify a vendor from responding to this RFP. 2. Duration of Proposal Within the introduction section of the proposal, it shall be stated that the proposal is valid for at least 180 days subsequent to the date of submission. The proposal shall become part of the contract in the event that the contract is awarded to your organization. 3. Corrections and Clarifications The Board and DFA reserve the right to request clarifications or corrections to proposals. Any proposal received which does not follow the "Instructions to Proposers", meet the "Minimum Vendor Requirements" or comply with other proposal requirements of this RFP, including clarification or correction requests, may be considered to be "non-responsive" and may be rejected. 4. Right of Negotiation Discussions and negotiations regarding price and other matters may be conducted with proposer(s) who submit proposals determined to be reasonably susceptible of being selected for award, but proposals may be accepted without such discussions. The Board and DFA reserve the rights to further clarify and/or negotiate with the “proposer evaluated best” following completion of the evaluation of proposals but prior to contract execution, if deemed necessary by the Board. The Board also reserves the right to move to the next best proposer if negotiations do not lead to a final contract with the best proposer. THE BOARD RESERVES THE RIGHT TO FURTHER CLARIFY AND/OR NEGOTIATE WITH THE PROPOSER(S) ON ANY MATTER SUBMITTED. 5. Withdrawal or Amendment of a Proposal A proposer may withdraw a proposal by submitting a written request for its withdrawal to DFA, signed by the proposer and mailed to the MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 8 of 37
  9. 9. above contact. The Board and DFA shall not accept any amendments, revisions, or alterations to proposals after the due date unless formally requested in writing to, and approved by, the Board and/or DFA. 6. Cost of Proposal Preparation All costs incurred by the proposers in preparing and delivering their proposals, making on-site presentations, and any subsequent time and travel to meet with the Board regarding the proposal shall be borne at the proposers' expense. 7. Proposal Evaluation Vendors’ proposals will be evaluated in three phases: Compliance, Analysis, and Finalist. Areas within each phase are listed in order of their relative importance. a. Compliance Phase: In order to successfully complete the Compliance Phase, proposals must have been received by the deadline, vendors must have met the “Minimum Vendor Requirements” in Section 3, and proposals must have received a passing score relative to contract conditions and other compliance issues. In addition, vendors must have substantially adhered to the “Instructions to Proposers” in Section 2 of the RFP. Those proposals passing the Compliance Phase will be evaluated further. b. Analysis Phase: If a proposal passes the Compliance Phase, it will be further evaluated based on the following criteria listed in order of importance: 1) Experience and Qualifications – previous experience at successfully providing actuarial consulting and related services for workers’ compensation programs of similar size and complexity as the Trust, and to unemployment self- insurance (or similar program) programs similar to the State Agencies Employment Compensation (Unemployment Self- Insurance) Revolving Fund; 2) Pricing – the competitiveness of the cost for services and willingness to provide multiple year fee guarantees; 3) Questionnaire Responsiveness – the quality and MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 9 of 37
  10. 10. completeness of responses to the questions and information requests in Section 4 of this RFP, including compliance with any subsequent information requests; and, 4) Contract Conditions – acceptance of contract conditions and terms as illustrated in Section 6 of this RFP. c. Finalist Phase: Based on the evaluation results from the Analysis Phase, selected vendors will be named as finalists and will move to the Finalist Phase of the evaluation process. The Finalist Phase may include any or all of the following: 1) References – demonstration of an acceptable level of performance, customer satisfaction, and a track record of successfully providing services for programs of similar size and complexity as the Trust and to unemployment self- insurance (or similar program) programs similar to the State Agencies Employment Compensation (Unemployment Self- Insurance) Revolving Fund; and, 2) Presentations – at the Board’s discretion, finalists may be requested to make a presentation to the Board and DFA staff in Jackson, Mississippi. 8. Mississippi Public Records Act/Confidentiality of Proposals Any proposal, including accompanying attachments, will be available for review by State of Mississippi personnel, the Board, members and staff of the Legislature and oversight boards, and the Board's consultants. The proposal is further subject to the "Mississippi Public Records Act of 1983," codified as Section 25-6-1 et seq., Mississippi Code Annotated and exceptions found in Sections 25-61-9 and 79-23-1 of the Mississippi Code. The Board understands that you may consider some of the information required to be provided in the proposal to be proprietary. The Board requests that each page of the proposal that you consider confidential be on a different color paper than non-confidential pages and be marked in the upper right hand corner with the word "CONFIDENTIAL." The statute listed herein provides that you can request that prior to the release of any information that you will be notified by DFA of the request for the information and given sufficient time to seek protection MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 10 of 37
  11. 11. from the appropriate court. If you do not obtain protection from the appropriate court, all information supplied whether marked confidential or not, may be released. DFA will accept no additional restrictions on the release of information contained in your proposal. 9. Representation Regarding Contingent Fees The Board and/or DFA will not pay any commissions or brokerage fees for securing or executing the services outlined in this RFP. Therefore, all proposed fees should be net of commissions, service fees or finder's fees. The contractor represents that it has not retained a person to solicit or secure this State contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee. 10. Representation Regarding Gratuities By submission of a proposal, the proposer represents that it has not violated, is not violating, and promises that it will not violate any prohibition against gratuities as set forth in Section 7-204 (Gratuities) of the Mississippi Personal Services Contract Procurement Regulations, a copy of which may be obtained by contacting the Mississippi State Personnel Board located in the Robert G. Clark Jr. Building at 301 North Lamar Street, Suite 100, Jackson, Mississippi 39201, or by accessing the website at www.spb.state.ms.us. 11. Acknowledgement of RFP Amendments Should an amendment to the RFP be issued, it will be posted on DFA’s web site at www.dfa.state.ms.us under “Bid and RFP Notices”. Proposers must acknowledge receipt of any amendment to the request for proposal by signing and returning the amendment form with the proposal, by identifying the amendment number and date in the space provided for this purpose on the amendment form, or by letter. The acknowledgment must be received by DFA by the time and at the place specified for receipt of proposals. It is the proposer’s sole responsibility to monitor the web site for amendments to the RFP. 12. Certification of Independent Price Determination By submission of a proposal, the proposer certifies that the prices submitted in response to the RFP have been arrived at independently and without – for the purpose of restricting competition – any consultation, communication, or agreement with any other proposer or competitor relating to those prices, the intention to submit a proposal, or the methods or factors used to calculate the fees proposed. 13. Right to Consider Historical Information MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 11 of 37
  12. 12. The Board and DFA reserve the right to consider historical information, whether gained from the proposer’s proposal, question and answer conferences, references, or any other source. 14. Statement of Compliance Requirement Section 6 contains a Statement of Compliance and a draft contract. Please review this section carefully and include a Statement of Compliance signed by an officer, principal or owner of the firm with your completed proposal. PROPOSALS MUST INCLUDE A SIGNED STATEMENT OF COMPLIANCE IN ORDER TO RECEIVE CONSIDERATION. 15. Right to Reject , Cancel and/or Issue Another RFP The Board and DFA specifically reserve the right to reject any or all proposals received in response to this RFP, to cancel the RFP in its entirety, or to issue another RFP for the services requested. MSA SI Workers’ Compensation Trust / Employment Compensation Fund 2008 Actuary RFP Page 12 of 37
  13. 13. Section 3 Minimum Vendor Requirements The following proposal requirements are mandatory. Failure to meet any of these proposal criteria will result in the disqualification of the proposal submitted by your organization. Respond by restating each vendor requirement and document how your organization meets these minimum criteria. Please be specific in your responses regarding the number of years and type of experience your firm and the primary contact possesses. 1. The proposing organization must have at least five (5) years experience as an organization in providing the type and scope of actuarial consulting services to be procured through this competitive process. The determination of the length of time an entity has provided these services will be based upon the initial date the entity established a contractual relationship to provide such actuarial services. The proposing organization must be able to demonstrate significant experience in working with programs similar to the Trust and the Employment Compensation Revolving Fund. 2. The individual who will act as the State’s primary contact shall be at a senior actuary level and shall have at least 1) six (6) years experience of actuarial responsibilities, similar to those being requested by this RFP, in workers’ compensation insurance, of which at least five (5) years experience must be in providing actuarial consulting services to at least one self-insured workers’ compensation plan consisting of at least 15,000 covered lives, and 2) a minimum of four (4) years direct experience in funding analyses and premium rate setting, and 3) direct experience in assisting in the selection of a third party claims administrator for a self- insured workers’ compensation plan, and 4) direct experience in providing actuarial analyses of unemployment (or similar program) funds. This individual must have the following qualifications: a. Fellow of the Casualty Actuarial Society; and, b. Member of the American Academy of Actuaries. c. The proposing organization must be an independent entity. An insurance company, third party claims administrator or similar organization subject to the jurisdiction of the Mississippi Department of Insurance shall not be considered qualified. Additionally, if the majority ownership of the
  14. 14. proposing organization is an insurance company or similar organization referenced in this item, then the proposing organization will not be considered qualified.
  15. 15. Section 4 Questionnaire 1. State the full name and home office address of your organization. Describe your organizational structure (e.g., publicly held corporation, private non-profit, partnership, etc.) If it is incorporated, include the state in which it is incorporated. List the name and occupation of those individuals serving on your organization’s board of directors, and list the name of any entity or person owning 10% or more of your organization. 2. List the name, title, mailing address, telephone number, facsimile number, and e-mail address (if available) of the contact person for this proposal. 3. Do you currently have an office in the State of Mississippi? If so, provide the address, general functions of the office and number of full time employees. If not, how would you service this account should you be awarded a contract (i.e., would you establish an office in Mississippi or service the account from an out of state location)? 4. How long has your organization been providing actuarial consulting services to self-insured workers’ compensation programs? List the office that will service this account. If it is located at a different address than the home office, provide the complete address, phone number, and facsimile number for this office. 5. Provide the name(s) of the actuary(s) to perform the work for this account and a brief statement as to why each is qualified to provide these services. 6. Provide a complete resume for each professional staff person that will be assigned to render services to this account, including detailed information on any special training or designations. Identify the actuary who will serve as the primary contact for the account. 7. What was your company’s average number of employees for calendar year 2007? 8. Address in detail how the firm will provide access of the actuary(s) to DFA. It is essential that DFA have prompt and direct access throughout the contract period.
  16. 16. 9. Do you publish newsletters and other informative publications that are routinely provided to your clients? Have you prepared reviews of topics related to workers’ compensation programs that are routinely provided to your clients? Please provide sample copies. 10. Describe your ability to assist in workers’ compensation policy issues. Provide examples of this type of work with other states. 11. Detail your ability to monitor regulatory and legislative developments at both the state and federal level and how will this be communicated to the Trust and/or DFA. 12. Explain in detail your experience in preparing actuarial analyses and funding recommendations for self-insured workers’ compensation programs. 13. Provide a recent example/sanitized copy of an actuarial analysis and funding recommendation prepared by your firm for a self-insured workers’ compensation program. 14. Explain in detail the amount of experience you have in developing workers’ compensation premium rates. 15. Provide a recent example/sanitized copy of a workers’ compensation premium rate development your firm has prepared. 16. Explain in detail your ability to provide the experience and expertise in the assisting with the selection and transition to a new third party claims administrator for workers’ compensation programs. 17. Describe a recent example of how your company assisted in the selection and implementation of a third party claims administrator for a self-insured workers’ compensation program with at least 15,000 participants. Detail how your company’s experience and expertise benefitted the client. 18. Explain in detail your ability to provide the experience and expertise in preparing the actuarial analyses and funding recommendations for the employment compensation revolving fund. 19. Provide a recent example/sanitized copy of an actuarial analysis and funding recommendation prepared by your firm for an employment
  17. 17. compensation revolving fund, or similar fund/program. 20. REFERENCES – PRIVATE SECTOR: List three current private sector clients for whom you are providing workers’ compensation actuarial services similar to those requested in this RFP. For each client, the list must specify the type work performed by your firm, the size of the client’s group and the period of time retained as a client. One of the three must be the longest standing client, and one must be the client with the largest employee population. If both of these are met by the same client, list additional clients so that at least three private sector clients are provided. For each reference, include the name, title, address, facsimile number, and phone number (and email address if available) of a contact person. 21. REFERENCES - GOVERNMENTAL: List three current governmental clients for whom you are providing workers’ compensation actuarial services similar to those requested in this RFP. For each client, the list must specify the type work performed by your firm, the size of the client’s group and the period of time retained as a client. One of the three must be the longest standing public client, and one must be the public client with the largest employee population. If both of these are met by the same client, list additional clients so that at least three governmental clients are provided. For each reference, include the name, title, address, facsimile number, and phone number (and email address if available) of a contact person. 22. REFERENCES – TPA SELECTIONS: List at least two current or former clients that your firm aided in the selection and/or the implementation of a workers’ compensation third party claims administrator. For each client, the list must specify the type of work performed by your firm, the size of the client’s group and the period of time retained as a client. If any of these are the same client(s) mentioned in any of the previous questions, please indicate so. It is permissible but not necessary to list additional clients. For each reference, include the name, title, address, facsimile number and phone number (and email address if available) of a contact person. 23. REFERENCES – EMPLOYMENT COMPENSATION FUNDS: List at least two current or former clients that your firm provided employment compensation revolving fund (or similar program) actuarial services similar to those requested in this RFP. For each client, the list must specify the type of work performed by your firm, the size of the client’s group and the period of time retained as a client. If any of these are
  18. 18. the same client(s) mentioned in any of the previous questions, please indicate so. It is permissible but not necessary to list additional clients. For each reference, include the name, title, address, facsimile number and phone number (and email address if available) of a contact person. 24. REFERENCES – RECENTLY DISCONTINUED SERVICES: List all clients that have discontinued use of your company’s services since January 1, 2007, and your understanding for their discontinued use of your services. For each discontinued client, include the name, title, address, facsimile number and phone number of a contact person. 25. State if any officers or principals and/or their immediate families are, or have been within the preceding 12 months, employees or elected officials of the State of Mississippi. 26. Has your organization ever been involved in a lawsuit involving any area covered by this RFP? If yes, provide details including dates and outcomes. 27. During the past five years, has your organization, related entities, principals or officers ever been a party in any material civil or criminal litigation whether directly related to this RFP or not? If so, provide details including dates and outcomes. 28. State if you currently provide any services, directly or indirectly, to any of the following, and include a brief description of services provided: a. F. A. Richard & Associates, Inc. (FARA) b. Madison Consulting Group, Inc. c. Harper, Rains, & Knight, P.A. d. Board Members: Greg Hardy, Glynn Kegley, Rosemary Brister, Ethel Cain Carson, Lydia Patterson, or Trust Administrator: Richard Self e. Any unit of State or local government of the State of Mississippi 29. Confirm that you agree to comply with the following DFA requirements regarding compensation to vendors: a. DFA will not agree to provide any prepayments in advance of services being rendered. Only those services agreed to by contract will be considered for compensation by DFA. Payment for any and all services provided by the vendor shall be made only after said
  19. 19. services have been duly performed and properly invoiced. b. The unit and maximum project rates in the completed financial exhibit form shall constitute the entire compensation due the vendor for services and all of the vendor’s obligations hereunder regardless of the difficulty, materials or equipment required. These rates include, but are not limited to, all applicable taxes, fees, general office expense, overhead, profit, and all other direct and indirect costs incurred or to be incurred, by the vendor. No additional compensation will be provided for any expense, cost, or fee not specifically authorized by contract or written authorization from DFA. c. The unit and maximum project rates in the completed financial exhibit form are firm for the duration of the contract and are not subject to escalation for any reason, unless the contract is duly amended. d. Compensation to the vendor for travel, meals and/or lodging shall be allowed subject to the following criteria: 1. In order to be compensable, travel expenses must be reasonable and necessary for the fulfillment of project and contractual obligations; 2. Air travel reimbursement will be limited to “Coach” or “Tourist” class rates, and must be supported by a copy of an invoice; 3. Meals and lodging expenses will be reimbursed in the amount of actual costs, subject to the maximum per diem as defined in the Federal Register. A copy of the hotel invoice must be provided. A copy of meal receipts is not necessary. 4. Taxi fares, reasonable rental car expenses, and airport parking expenses will be reimbursed in the amount of actual costs, and must be supported by a copy of an original receipt/invoice; 5. Personal automobile mileage and related costs are not compensable expenses; 6. Time spent in “travel status” is not compensable. Unit rates in the completed financial exhibit form are to be charged for actual hours worked only, and shall not include travel time.
  20. 20. e. The vendor shall submit all invoices, in a form acceptable to DFA with all of the necessary supporting documentation, prior to any payment of allowable costs. Such invoices will, at a minimum, include the name of each individual, the individual’s job title, the number of hours worked during the period, the hourly rate, the total compensation requested for the individual, the total amount due the vendor for the period invoiced, and the project or work type. f. The payment of an invoice by DFA shall not prejudice DFA’s right to object or question any invoice or matter in relation thereto. Such payment shall neither be construed as acceptance of any part of the work or service provided nor as an approval of any costs invoiced therein. Vendor’s invoice or payment shall be subject to reduction for amounts included in any invoice or payment theretofore made which are determined by DFA, on the basis of audits, not to constitute allowable costs. Any payment shall be reduced for overpayment, or increased for underpayment on subsequent invoices. g. DFA reserves the right to deduct from amounts which are or shall become due and payable to the vendor under this contract between the parties any amounts which are or shall become due and payable to DFA by the vendor 30. Complete the “Financial Exhibit” form located in Section 5. If you have additional staff levels not previously listed, add them to the form with the appropriate unit rate(s). Maximum project fees are requested for each of the three known recurring projects.
  21. 21. Section 5 Financial Exhibit ACTUARIAL CONSULTING SERVICES Our company’s unit rates and maximum project fees to provide the services requested in the Mississippi State Agencies Self-Insured Workers’ Compensation Trust Request for Proposal for Actuarial Consulting Services, dated September 29, 2008are as follows: HOURLY RATES BY POSITION: Position Year 1 Year 2 Year 3 Year 4 Year 5 Senior Consulting Actuary ______ ______ ______ ______ ______ _ Associate Actuary ______ ______ ______ ______ ______ _ Clerical ______ ______ ______ ______ ______ _ Other ________________ ______ ______ ______ ______ ______ _ _________________ ______ ______ ______ ______ ______ _ MAXIMUM FEES BY PROJECT: Project Year 1 Year 2 Year 3 Year 4 Year 5 Actuarial Analyses - MS State Agencies Self- ______ ______ ______ ______ ______ Insured Workers’ Compensation Trust Premium Development - MS State Agencies ______ ______ ______ ______ ______ Self-Insured Workers’ Compensation Trust Actuarial Analyses - MS State Agencies Employment Compensation Revolving Fund ______ ______ ______ ______ ______ All rates and maximum project fees are guaranteed through the term of the contract.
  22. 22. Section 6 Statement of Compliance and Draft Contract This section contains a Statement of Compliance and a draft Actuarial Consulting Services Contract that will be used in formulating the final agreement between DFA and the selected vendor. You should review the draft contract carefully to determine if your company agrees to each condition. After you have reviewed the entire RFP, you should complete and sign a Statement of Compliance. If you object to any items in the draft contract, or to any of the other requirements included in this RFP, note and fully explain your objections, including any suggested alternatives, on your Statement of Compliance, and return it with your proposal. If you do not have any objections, you need only sign the form and return it with your proposal. IMPORTANT - ALL PROPOSALS MUST HAVE A SIGNED STATEMENT OF COMPLIANCE.
  23. 23. Statement of Compliance By submission of this proposal, we represent that we have not retained any person or agency on a percentage, commission, or other contingent arrangement to secure this contract, and that we have agreed to adhere to all conditions and requirements as set forth in the Mississippi State Agencies Self-Insured Workers’ Compensation Trust Request for Proposal for Actuarial Consulting Services, dated September 29, 2008, including the contract conditions contained in the draft Actuarial Consulting Services Contract, except for those exceptions listed below: ______________________________________ _______________ Signature Date ______________________________________ Typed Name ______________________________________ Title ______________________________________ Company Have the appropriate official sign this statement and include it as a part of your proposal.
  24. 24. DRAFT ACTUARIAL CONSULTING SERVICES CONTRACT This Actuarial Consulting Services Contract made by and between the State of Mississippi Department of Finance and Administration (“DFA”), and ______________, (the “Actuary”) on January 1, 2009, under the following terms and conditions under which the Actuary agrees to provide services to the Mississippi State Agencies Self-Insured Workers’ Compensation Trust (“Trust”) and to DFA, with regard to the Mississippi State Agencies Employment Compensation (Unemployment Self- Insurance) Revolving Fund (“Fund”). A. SCOPE OF SERVICES The Actuary agrees to assist DFA by providing the following services. Mississippi State Agencies Self-Insured Workers’ Compensation Trust: 1. Provide an annual actuarial analysis of the Trust. This analysis should include, but not necessarily be limited to, an estimate of claims liability including incurred but not reported claims, as well as recommendations for future funding. 2. Provide premium rate evaluations, including annually updating the rates and the rating base amounts. Rather than using NCCI rates, the Trust has adopted a premium methodology which utilizes its members’ actual loss experience in establishing premium rates each year. Using actual claims data from the Trust’s eighteen years of experience, the actuary annually performs the necessary analysis and provides the Trust with recommended rates. 3. As requested by DFA on behalf of the Trust, provide testimony to the Mississippi State Agencies Self-Insured Workers’ Compensation Board of Trustees, the Mississippi Workers' Compensation Commission, the State Legislature, and Trust members as needed. 4. As requested by DFA on behalf of the Trust, provide assistance in preparation of a Request for Proposals (RFP) for bidding third party administration contract, loss control contract and other necessary contracts. 5. As requested by DFA on behalf of the Trust, review various reports submitted by the third party claims administrator and make suggestions on the format and content of the reports, with the overall purpose of making the reports useful and meaningful to the Trust. 6. As requested by DFA on behalf of the Trust, provide such advice and consultative services regarding issues and matters of impact or interest to the
  25. 25. Trust, and for which the consultant has the technical capability to render such services. 7. Maintain full and accurate records with respect to all matters covered under this Contract. Additionally, at the request of DFA, the Actuary shall provide DFA all spreadsheets, assumptions, and calculations upon completion of any project approved by the DFA in a format acceptable to DFA. State Agencies Employment Compensation Revolving Fund: 8. Provide an annual actuarial analysis of the Mississippi State Agencies Employment Compensation Revolving Fund. This analysis should include, but not necessarily be limited to, an estimate of claims liability, as well as recommendations for future funding. 9. As requested by DFA, provide premium rate evaluations and recommendations. Using claims and financial data provided by DFA, the actuary will annually perform the necessary analysis and provide funding recommendations. 10. As requested by DFA, provide such advice and consultative services regarding issues and matters of impact to the Fund, and for which the Actuary has the technical capability to render such services. 11.As requested by DFA, provide testimony to the Mississippi State Legislature, or other regulatory committees, as needed. 12. Maintain full and accurate records with respect to all matters covered under this Contract. Additionally, at the request of DFA, the Actuary shall provide DFA all spreadsheets, assumptions, and calculations upon completion of any project approved by DFA in a format acceptable to DFA. It is mutually understood and agreed by both parties that this is not an exclusive consulting contract. DFA is free to contract with other professionals to perform similar and like services as those contained in this Contract. Payment for work performed by the Actuary shall not be affected by this provision. B. CONTRACT TERM 1. The effective date of this Contract will be January 1, 2009. This Contract’s term will be for four years with an option to renew for one (1) year at DFA’s discretion. By June 30, 2012, DFA will notify the Actuary in writing of its intent as to renewal of the Contract for one additional year. 2. This Contract may be terminated by either party, with or without cause, upon at least thirty (30) days prior written notice of intent to terminate.
  26. 26. 3. Upon termination of this contract, the actuary shall cooperate with DFA, the Board and the new actuary during the transition of the Trust’s business to the new actuary. Upon request from DFA or the Board, the actuary shall provide all Trust and or Fund information maintained by the actuary in a time frame specified by DFA or the Board. Information provided shall be in a format designated by DFA or the Board, and shall include, but not be limited to, where applicable, file layouts and legends at a mutually agreeable cost. The actuary shall provide such explanation of the information provided as to facilitate a smooth transition. 4. All records and information provided by DFA or the Board, or through its third party contractors to the Actuary are the sole property of DFA and/or the Board and shall be returned, if so requested, to DFA or the Board within thirty (30) days of the termination date of this Contract. The Actuary shall be entitled to retain and utilize data that have been captured, computed, or stored in the Actuary’s databases to the extent that such data cannot be identified or linked to DFA, the Mississippi State Agencies Self-Insured Workers’ Compensation Trust or its third party claims administrator, or the Mississippi State Agencies Employment Compensation revolving Fund. C. CONSIDERATION DFA agrees to compensate the Actuary for services approved by DFA and performed by the Actuary under the terms of this Contract as follows: 1. The unit and maximum project rates listed in Attachment A, “Financial Exhibit of this Contract shall constitute the entire compensation due to the Actuary for services and all of the Actuary’s obligations hereunder regardless of the difficulty, materials, or equipment required. These rates include, but are not limited to, all applicable taxes, fees, general office expense, overhead, profit, and all other direct and indirect costs, incurred or to be incurred, by the Actuary. No additional compensation will be provided by DFA for any expense, cost, or fee not specifically authorized by this Contract, or by written authorization from DFA. 2. The unit and maximum project rates listed in Attachment ___, “Financial Exhibit” of this Contract are firm for the duration of this Contract and are not subject to escalation for any reason, unless this Contract is duly amended. 3. Fees for actuarial services provided by the Actuary shall be billable in arrears on a monthly basis. DFA will not provide any prepayments or initial deposits in advance of services being rendered. Only those services agreed to by contract will be considered for reimbursement/compensation by the DFA. Payment for any and all services provided by the Actuary to the DFA shall be made only after said services have been duly performed and properly invoiced.
  27. 27. 4. Compensation to the Actuary for travel, meals and/or lodging shall be allowed subject to the following criteria: a. In order to be compensable by DFA, travel expenses must be reasonable and necessary for the fulfillment of the project and contractual obligations; b. Air travel reimbursement will be limited to “Coach” or “Tourist” class rates, and must be supported by a copy of an original invoice; c. Meals and lodging expenses will be reimbursed in the amount of actual costs, subject to the maximum per diem as defined in the Federal Register. A copy of all hotel receipts must be provided. A copy of meal receipts is not necessary. d. Taxi fares, reasonable rental car expenses, and airport parking expenses will be reimbursed in the amount of actual costs, and must be supported by a copy of an original receipt/invoice; e. Personal automobile mileage and related costs are not compensable expenses; and f. Time spent in “travel status” is not compensable. Unit rates in, Attachment A, “Financial Exhibit” of this Contract are to be charged for actual hours worked only, and shall not include travel time. 5. The Actuary shall submit all invoices, in a form acceptable to DFA with all of the necessary supporting documentation, prior to any payment of allowable costs. Such invoices will, at a minimum, include the name of each individual, the individual’s job title, the number of hours worked during the period, the hourly rate, the total compensation requested for the individual, the total amount due the Actuary for the period invoiced, and the project or work type. 6. The payment of an invoice by DFA shall not prejudice DFA’s right to object or question any invoice or matter in relation thereto. Such payment by DFA shall neither be construed as acceptance of any part of the work or service provided nor as an approval of any costs invoiced therein. Actuary’s invoice or payment shall be subject to reduction for amounts included in any invoice or payment theretofore made which are determined by DFA, on the basis of audits, not to constitute allowable costs. Any payment shall be reduced for overpayment, or increased for underpayment on subsequent invoices. 7. DFA reserves the right to deduct from amounts which are or shall become due and payable to the Actuary under this Contract between the parties any amounts which are or shall become due and payable to the Board by the Actuary. Notwithstanding anything to the contrary herein, any reduction of payments to Actuary shall be made only with the prior agreement of both parties. In addition, in the event of termination of this Contract for any reason, Actuary shall be paid for services rendered and allowable expenses incurred up to the effective date of termination.
  28. 28. 8. The Board and/or DFA as applicable, agrees to make payment in accordance with Mississippi law on “Timely Payments for Purchases by Public Bodies”, Section 31-7-301, et seq. of the 1972 Mississippi Code Annotated, as amended, which generally provides for payment of undisputed amounts within forty-five (45) days of receipt of the invoice. Payments using the Statewide Automated Accounting System (SAAS) shall be made and remittance information provided electronically as directed by the State. These payments shall be deposited into the bank account of the Actuary’s choice. The Board and/or DFA may, at its sole discretion, require the Actuary to submit invoices and supporting documentation electronically at any time during the term of this Contract. The Actuary understands and agrees that the Board and DFA are exempt from the payment of taxes. All payments shall be in the United States currency. No payment, including final payment, shall be construed as acceptance of defective or incomplete work, and the Actuary shall remain responsible and liable for full performance. D. AVAILABILITY OF FUNDS It is expressly understood and agreed that the obligation of DFA to proceed under this Contract is conditioned upon the appropriation of funds by the Mississippi State Legislature and the receipt of State and/or federal funds. If the funds anticipated for the continuing fulfillment of this Contract are, at anytime, not forthcoming or insufficient, either through the failure of the federal government to provide funds or of the State of Mississippi to appropriate funds, or the discontinuance or material alteration of the program under which such funds were provided, or if funds are not otherwise available to the State, DFA shall have the right upon ten (10) working days written notice to the Actuary, to terminate this Contract without damage, penalty, cost, or expenses to DFA of any kind whatsoever. The effective date of termination shall be as specified in the notice of termination. E. ACCESS TO RECORDS The Actuary agrees that DFA or any of its duly authorized representatives, at any time during the term of this Contract, shall have access to and the right to audit and examine any pertinent books, documents, papers, and records of the Actuary related to the Actuary’s charges and performance under this Contract. The actuary must provide for the physical security of all such records, including a disaster recovery plan for retrieval of lost data. Such records shall be kept by the Actuary for a period of three (3) years after final payment under this Contract, unless DFA authorizes in writing their earlier disposition. The Actuary agrees to refund to DFA any overpayment disclosed by any such audit. However, if any litigation, claim, negotiation, audit, or other action involving the records has been started before the expiration of the 3-year period, the records shall be retained until completion of the action and resolution of all issues which arise from it.
  29. 29. Information generated by the Actuary may be subject to the Public Records Law of the State of Mississippi. Unless otherwise required by law, DFA will not utilize, disseminate, sell, or license any proprietary information to others without the Actuary's prior written approval. The Actuary recognizes that it may have access to certain confidential and proprietary information pertaining to the business of DFA. All medical, financial, and personal information reviewed and collected in connection with this contract regarding individual employees shall be held in strict confidence and shall not be released, disclosed, or published by the actuary without the written consent of the Board, or as required by law, or as contemplated by the terms of the service agreement between the actuary and the Board. Except as may otherwise be required by law, the Actuary may not release any information or reports relative to the Trust without a prior written authorization by the Board. The Actuary agrees that it will not, at any time, directly or indirectly disclose such confidential or proprietary information to any other person or organization for any purpose except as may be required by law, or as reasonably relates to the services being provided by the Actuary pursuant to this Contract, without the express, written approval of DFA. F. APPLICABLE LAW/VENUE This Contract shall be governed by and construed in accordance with the laws of the State of Mississippi, excluding its conflicts of laws provisions, and any litigation with respect thereto shall be brought in the appropriate circuit or chancery court of the 1st Judicial District of Hinds County, Mississippi. The Actuary shall comply with applicable federal, state, and local laws and regulations. G. ASSIGNMENT The Actuary shall not assign or subcontract, in whole or in part, its right or obligations under this Contract without prior written consent of DFA. Any attempted assignment without said consent shall be void and of no effect. H. COMPLIANCE WITH LAWS The Actuary understands that the State of Mississippi is an equal opportunity employer and therefore maintains a policy which prohibits unlawful discrimination based on race, color, creed, sex, age, national origin, physical handicap, disability, or any other consideration made unlawful by federal, State, or local laws. All such discrimination is unlawful and the Actuary agrees during the term of this Contract that the Actuary will strictly adhere to this policy in its employment practices and provision of services. The Actuary shall comply with, and all activities under this Contract shall be subject to, all applicable federal,
  30. 30. State of Mississippi, and local laws and regulations, as now existing and as may be amended or modified. I. EMPLOYEE STATUS VERIFICATION SYSTEM The Actuary represents and warrants that it will ensure its compliance with the Mississippi Employment Protection Act (Senate Bill 2988 from the 2008 Regular Legislative Session) and will register and participate in the status verification system for all newly hired employees. The term employee as used herein means any person that is hired to perform work within the State of Mississippi. As used herein, status verification system means the Illegal Immigration Reform and Immigration Responsibility Act of 1996 that is operated by the United States Department of Homeland Security, also known as the E-Verify Program, or any other successor electronic verification system replacing the E-Verify Program. The Actuary agrees to maintain records of such compliance and, upon request of the State, to provide a copy of each such verification to the State. The Actuary further represents and warrants that any person assigned to perform services hereunder meets the employment eligibility requirements of all immigration laws of the State of Mississippi. The Actuary understands and agrees that any breach of these warranties may subject the Actuary to the following: (a) termination of this Contract and ineligibility for any state or public contract in Mississippi for up to three (3) years, with notice of such cancellation/termination being made public, or (b) the loss of any license, permit, certification or other document granted to the Actuary by an agency, department or governmental entity for the right to do business in Mississippi for up to one (1) year, or (c) both. In the event of such termination/cancellation, the Actuary would also be liable for any additional costs incurred by the State due to contract cancellation or loss of license or permit. J. INDEPENDENT CONTRACTOR The Actuary shall perform all services as an independent contractor and shall at no time act as an agent for the State. No act performed or representation made, whether oral or written, by the Actuary with respect to third parties shall be binding to DFA. K. MODIFICATION / AMENDMENTS / RENEGOTIATION This Contract may be modified, altered, or changed only by written agreement signed by the parties hereto. The parties agree to renegotiate this Contract if federal and/or State revisions of any applicable laws or regulations make significant changes in this Contract necessary.
  31. 31. L. REPRESENTATION REGARDING CONTINGENT FEES The Actuary represents that it has not retained a person to solicit or secure a State contract upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee. DFA will not pay any commissions and/or any brokerage, percentage, finder’s service, or contingent fees for securing or executing any of the services outlined in this Contract. M. REPRESENTATION REGARDING GRATUITIES The Actuary represents that is has not violated, is not violating, and promises that it will not violate any prohibition against gratuities set forth in Section 7-204 (Gratuities) of the Mississippi Personal Service Contract Procurement Regulations. A copy of which may be obtained by contacting the Mississippi State Personnel Board located in the Robert G. Clark Jr. Building at 301 North Lamar Street, Suite 100, Jackson, Mississippi 39201, or by accessing the website at www.spb.state.ms.us. N. TERMINATION FOR CONVENIENCE 1. Termination. DFA may, when the interests of the State so require, terminate this Contract in whole or in part for the convenience of the State. DFA shall give at least thirty (30) days advance written notification of the termination to the Actuary specifying the part of the Contract terminated and when termination becomes effective. 2. Actuary’s Obligations. The Actuary shall incur no further obligations in connection with the terminated work and on the date set in the notice of termination the Actuary will stop work to the extent specified. The Actuary shall also terminate outstanding orders and subcontracts as they relate to the terminated work. The Actuary shall settle the liabilities and claims arising out of the termination of subcontractors and orders connected with the terminated work. DFA may direct the Actuary to assign the Actuary’s right, title, and interest under terminated orders or subcontracts to the State. The Actuary must still complete the work not terminated by the notice of termination and may incur obligations as are necessary to do so. O. TERMINATION FOR DEFAULT 1. Default. If the Actuary refuses or fails to perform any of the provisions of this Contract with such diligence as will ensure its completion within the time specified within this Contract, or any extension thereof otherwise fails to timely satisfy the Contract provisions, or commits any other substantial breach of contract, DFA may notify the Actuary in writing of the delay or nonperformance and if not cured in ten (10) days or any longer time specified in writing by DFA, DFA may terminate the Actuary’s right to proceed with this
  32. 32. Contract or such part of this Contract as to which there has been delay or failure to properly perform. In the event of termination in whole or in part, DFA may procure similar supplies or services in a manner and upon the terms deemed appropriate by DFA. The Actuary shall continue performance of the Contract to the extent it is not terminated and shall be liable for excess costs incurred in procuring similar goods or services. 2. Actuary’s Duties. Notwithstanding termination of this Contract and subject to any directions from DFA, the Actuary shall take timely, reasonable, and necessary action to protect and preserve property in the possession of the Actuary in which the State has an interest. 3. Compensation. Payment for completed services delivered and accepted by the State shall be at the Contract price. DFA may withhold from amounts due the Actuary such sums as DFA deems to be necessary to protect DFA against loss because of outstanding lien holders and to reimburse DFA for the excess costs incurred in procuring similar services. 4. Excuse for Nonperformance or Delayed Performance. Except with respect to defaults of subcontractors, the Actuary shall not be in default by reason of any failure in performance of this Contract in accordance with its terms (including any failure by the Actuary to make progress in the prosecution of the work here under which endangers performance) if the Actuary has notified DFA within fifteen (15) days after the cause of the delay and the failure arises out of causes such as: acts of God; acts of the public enemy; acts of the State and any other governmental entity in its sovereign or contractual capacity; fires; floods; epidemics; quarantine restrictions; strikes or other labor disputes; freight embargoes; or unusually severe weather. If the failure to perform is caused by the failure of a subcontractor to perform or make progress, and if such failure arises out of causes similar to those set forth above, the Actuary shall not be deemed to be in default, unless the services to be furnished by the subcontractor were reasonably obtained from other sources in sufficient time to permit the Actuary to meet the Contract requirements. Upon request of the Actuary, DFA shall ascertain the facts and extent of such failure, and, if such officer determines that any failure to perform was occasioned by any one or more of the excusable clauses, and that, but for the excusable cause, the Actuary’s progress and performance would have met the terms of the Contract, the delivery schedule shall be revised accordingly, subject to the rights of the State under the clause of this Contract entitled “Termination for Convenience”. 5. Erroneous Termination for Default. If, after notice of termination of the Actuary’s right to proceed under the provisions of this clause, it is determined for any reason that the Contract was not in default under the provisions of this clause, or that the delay was excusable under the provisions of this clause, or that the delay was excusable under the provisions of Paragraph (4) of this clause, the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to the clause of this Contract entitled “Termination for Convenience”.
  33. 33. 6. Additional Rights and Remedies. The rights and remedies provided under this clause are in addition to any other rights and remedies provided by law or under this Contract. P. STOP WORK ORDER 1. Order to Stop Work. DFA, may by written order to the Actuary at any time, and without notice to any surety, require the Actuary to stop all or any part of the work called for by this Contract. This order shall be for a specified period not exceeding ninety (90) days after the order is delivered to the Actuary, unless the parties agree to any further period. Any such order shall be identified specifically as a stop work order issued pursuant to this clause. Upon receipt of such an order, the Actuary shall forthwith comply with its terms and take all reasonable steps to minimize the occurrence of costs allocable to work covered by the order during the period of work stoppage. Before the stop work order expires, or within any further period to which the parties shall have agreed, DFA shall either: a. cancel the stop work order; or b. terminate the work covered by such order as provided in the “Termination for Default” clause or the “Termination for Convenience” clause of this Contract. 2. Cancellation or Expiration of the Order. If a stop work order issued under this clause is canceled at any time during the period specified in the order, or if the period of the order or any extension thereof expires, the Actuary shall have the right to resume work. An appropriate adjustment shall be made in the delivery schedule or the Actuary price, or both, and the Contract shall be modified in writing accordingly, if: a. the stop work order results in an increase in the time required for, or in the Actuary’s cost properly allocable to, the performance of any part of this Contract; and b. the Actuary asserts a claim for such an adjustment within 30 days after the end of the period of work stoppage; provided that, if DFA decides that the facts justify such action, any such claim asserted may be received and acted upon at any time prior to final payment under this Contract. 3. Termination of Stopped Work. If a stop work order is not canceled and the work covered by such order is terminated for default or convenience, the reasonable costs resulting from the stop work order shall be allowed by adjustment or otherwise. 4. Adjustment of Price. Any adjustment in Contract price made pursuant to this clause shall be determined in accordance with the
  34. 34. “Modification/Amendments/ Renegotiation” clause of this Contract. Q. ORAL STATEMENTS No oral statement of any person shall modify or otherwise affect the terms, conditions, or specifications stated in this Contract. All modifications to this Contract must be made in writing by DFA. R. OWNERSHIP OF DOCUMENTS AND WORK PAPERS DFA shall own all documents, files, reports, work papers and working documentation, electronic or otherwise, created in connection with the project which is the subject of this Contract, except for the Actuary’s internal administrative and quality assurance files and internal project correspondence. If so requested, the Actuary shall deliver such documents and work papers to DFA within thirty (30) days upon termination or completion of this Contract. The foregoing notwithstanding, the Actuary shall be entitled to retain a set of such work papers for its files. The Actuary shall be entitled to use such work papers only after receiving written permission from DFA and subject to any copyright protections. S. INDEMNIFICATION To the fullest extent allowed by law, the Actuary shall indemnify, defend, save and hold harmless, protect, and exonerate the State of Mississippi (State), its Commissioners, Board Members, officers, employees, agents, and representatives from and against all claims, demands, liabilities, suits, actions, damages, losses, and costs of every kind and nature whatsoever, including, without limitation, court costs, investigative fees and expenses, and attorneys’ fees, arising out of or caused by the Actuary and/or its partners, principals, agents, employees, and/or Subcontractors in the performance of or failure to perform this agreement. In the State’s sole discretion, the Actuary may be allowed to control the defense of any such claim, suit, etc. In the event the Actuary defends said claim, suit, etc., the Actuary shall use legal counsel acceptable to the State; the Actuary shall be solely responsible for all costs and/ or expenses associated with such defense, and the State shall be entitled to participate in said defense. The Actuary shall not settle any claim, suit, etc. without the State’s concurrence, which the State shall not unreasonably withhold. T. STANDARDS OF CARE/REMEDIES The Actuary will exercise reasonable care and due diligence consistent with standards in the industry in the performance of its obligations under this Contract. Each party shall have available to it all remedies at law or equity.
  35. 35. U. SEVERABILITY If any part of this Agreement is declared to be invalid or unenforceable, such invalidity or unenforceability shall not affect any other provision of the Agreement that can be given effect without the invalid or unenforceable provision, and to this end, the provisions hereof are severable. In such event, the parties shall amend the Agreement as necessary to reflect the original intent of the parties and to bring any invalid or unenforceable provisions in compliance with applicable law. V. INSURANCE The Actuary shall maintain, throughout the term of this Contract, at its own expense, professional and comprehensive general liability insurance. Such policy of insurance shall provide a minimum coverage in the amount of One Million Dollars ($1,000,000) per occurrence, Three Million Dollars ($3,000,000) annual aggregate through an insurance company licensed by the Mississippi Department of Insurance. The Actuary shall annually provide DFA a current Certificate of Insurance. W. THIRD PARTY ACTION NOTIFICATION The Actuary shall give DFA prompt notice in writing of any action or suit filed, and prompt notice of any claim made against the Actuary by any entity that may result in litigation related in any way to this Contract. X. CONTRACTOR PERSONNEL DFA shall, throughout the life of the Contract, have the right of reasonable rejection and approval of staff or Subcontractors assigned to the work by the Actuary. If DFA reasonably rejects staff or Subcontractors, the Actuary must provide replacement staff or Subcontractors satisfactory to DFA in a timely manner and at no additional cost to DFA. The day-to-day supervision and control of the Actuary’s employees and Subcontractors is the sole responsibility of the Actuary. Y. RECOVERY OF MONEY Whenever, under the Contract, any sum of money shall be recoverable from or payable by the Actuary to DFA, the same amount may be deducted from any sum due to the Actuary under the Contract or under any other contract between the Actuary and DFA. The rights of DFA are in addition and without prejudice to any other right DFA may have to claim the amount of any loss or damage suffered by DFA on account of the acts or omissions of the Actuary.
  36. 36. Z. NOTICE All notices given pursuant to this Contract shall be in writing and be personally delivered or mailed with postage prepaid, by registered or certified mail, return receipt requested to the address set forth below or such other address as a party may from time to time specify in writing to the other party. If so mailed and also sent by facsimile, the notice will conclusively be deemed to have been received on the business day next occurring 24 hours after the latest to occur of such mailing and facsimile communication; otherwise, no notice shall be deemed given until it actually arrives at the address in question. The addresses to which notices are initially to be sent are as follows: (a) If to DFA: with a copy of any notice to: Executive Director Trust Administrator Department of Finance and Administration MSA Self-Insured WC Trust Post Office Box 267 P.O. Box 24208 Jackson, Mississippi 39205 Jackson, Mississippi 39225-4208 Facsimile (601) 359-2405 Facsimile (601) 359-6568 (b) If to Actuary: _______________________ _______________________ _______________________ _______________________ AA. ENTIRE CONTRACT / INCORPORATION OF DOCUMENTS This Contract consists of, and precedence is hereby established by the order of the following documents incorporated herein: 1. This Contract signed by both parties including Attachment A, “Financial Exhibit” of this Contract which is hereby made a part of this Contract; 2. DFA’s Request for Proposal (RFP) entitled “Mississippi State Agencies Self- Insured Workers’ Compensation Trust Request for Proposal for Actuarial Consulting Services”, dated September 29, 2008, attached hereto and incorporated fully herein by reference, and 3. Actuary’s response to the RFP attached hereto and incorporated fully herein by reference. The intent of the above documents that comprise this Contract is to include all items necessary for the proper execution and performance of the services provided by the Actuary as identified in this Contract. The above documents are complimentary, and what is required by one shall be binding as if required by all. A higher order document shall supersede a lower order document to the extent
  37. 37. necessary to resolve any conflict or inconsistency arising under the various provisions; provided, however, that in the event an issue is addressed in one of the above documents, but is not addressed in other such documents, no conflict or inconsistency shall exist. This Contract and the accompanying Attachments represent the full and final understanding of the parties with respect to the subject matter described herein and supersede any and all prior agreements or understandings, written or oral, expressed or implied. If any clause contained in this Contract is declared null, void, or illegal by a court of competent jurisdiction, the rest and remainder of such clauses within this Contract shall remain valid and binding. Mississippi Department of Finance Actuary And Administration BY: ____________________________ BY: ___________________________ TITLE:__________________________ TITLE:___________________________ DATE: __________________________ DATE: _________________________

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