SERVICE AGREEMENT FOR ADMINISTRATION OF A CLAIMS PROGRAMSERVICE AGREEMENT FOR ADMINISTRATION OF
A CLAIMS PROGRAM
This Agreement is entered into effective the 1st day of October, 2024 ("Effective Date"), by and between Sedgwick
Claims Management Services, Inc. ("Sedgwick") and City of Clearwater, FL("Client").
RECITALS
1. Client self -insures its claims administration program for general liability and automobile liability risks and
desires to have Sedgwick provide the specific services set forth below in connection with such self-insured
program (the "Program," as defined on Exhibit A, attached hereto).
2. Sedgwick is willing to provide such services on the terms and conditions hereinafter stated.
AGREEMENT
1. Services to Be Performed by Sedgwick: Sedgwick agrees to perform the following services:
A. With regard to Claims Administration, Sedgwick shall:
(1)
During the term of this Agreement, review all claim and loss reports received from Client
that are required to be reviewed under the Program (a "Qualified Claim"), and process each
such claim or loss report in accordance with applicable statutory and administrative
regulations;
(2) Conduct an investigation of each Qualified Claim to the extent deemed necessary by
Sedgwick in the performance of its obligations hereunder;
(3) Arrange for independent investigators, appraisers, or medical or other experts to the extent
deemed necessary by Sedgwick in connection with processing any Qualified Claim;
(4) Adjust and recommend settlement of each Qualified Claim, but only if in the sole judgment
of Sedgwick such payment would be prudent for Client as Client specifically approves or
directs such action in writing;
(5)
Maintain a file for each Qualified Claim which shall be the property of Client and which
shall be available for review by Client during normal business hours upon three (3)
business days prior written notice;
(6) Notify Client's first layer of insurance coverage for each Qualified Claim where the values
may exceed Client's retention, providing such insurer with necessary information on the
current status of those claims, unless relieved of this obligation by Client pursuant to
paragraph 2A;
Assist Client's counsel, if requested, in preparing the defense of litigated cases arising out
of Qualified Claims, negotiating settlements and pursuing subrogation or contribution
actions;
Maintain a current estimate of the expected total cost of each Qualified Claim which is
based on facts known at the estimation date, but is not trended or actuarially developed;
Use a proprietary data management system to furnish to Client agreed upon loss and
information reports. These reports shall contain information such as each Qualified Claim
date, condensed claim description, payments made, estimated future costs and total
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expected costs of all Qualified Claims, as well as summary and other data deemed relevant
by Sedgwick, but not IBNR (incurred but not reported) claims or actuarially developed loss
values; and
B. Sedgwick will provide the MMSEA/SCHIP Reporting services as set forth in the Medicare
Reporting Services Schedule attached hereto.
2. Obligations of Client:
A. Client shall provide Sedgwick in a timely manner with its first layer of insurance coverage for the
policy years necessary for proper notification of applicable Qualified Claims to such first layer
insurers by Sedgwick. Should Client fail to provide this information, Sedgwick shall be relieved of
any such reporting obligations.
B. Client shall pay to Sedgwick a service fee which, in the initial term of this Agreement, shall be
computed and payable as shown in Exhibit B, attached hereto and made a part of this Agreement,
plus applicable taxes, if any.
C. Client shall at all times provide funds adequate for the payment of Qualified Claims, including
allocated loss adjustment expenses. For purposes of this Agreement, allocated loss adjustment
expenses shall mean all costs, charges or expenses incurred by Sedgwick, its agents or its employees
which are properly chargeable to a Qualified Claim including, without limitation, court costs; fees
and expenses of attorneys; appeal bonds; independent adjusters; investigators; appraisers; vocational
services, training or evaluation; medical expenses and medical cost containment service providers
(including those provided by Sedgwick, if applicable); durable medical equipment; rehabilitation
services; experts and witnesses; fees for obtaining statements, diagrams, reports, records,
documents, transcripts, depositions, index bureau filings and re -filings, and photographs; cost of file
retrieval; cost associated with the pursuit of subrogation and/or Special Injury Fund claims; hearing
representation services; and travel fees and expenses incurred at Client's request.
D. It is expressly understood that Sedgwick shall not be required to advance its own funds to pay losses
or allocated loss adjustment expenses for any Qualified Claim hereunder. It is further understood
that if Client fails to promptly provide funds sufficient to allow required payments to be made
timely, or if funds previously provided by or on behalf of Client are seized, frozen or otherwise
unavailable to Sedgwick to allow required payments to be made timely on account of the
bankruptcy, receivership, or other insolvency proceeding of Client [or Insurer, in cases where
Insurer funds claim account], Sedgwick will have no obligation to perform any claims payments
services during any period of underfunding.
E. Should Client fail to make timely payments of any service fees due Sedgwick or should Client in
any other way breach a material term of this Agreement, Sedgwick shall then have the right to refuse
to perform any further services or terminate this Agreement. If Sedgwick elects to exercise its rights
under this paragraph, in addition to all other legal or equitable remedies, Sedgwick will have the
right to its full minimum fee, if any, as well as any other fees for which Sedgwick may be eligible,
and may collect such fees from any loss fund that may be in Sedgwick's care, custody and control.
F. Upon receipt of any form of notice advising of facts which are or may be a Qualified Claim, Client
shall promptly assign the Qualified Claim to Sedgwick for management. Client shall promptly
provide Sedgwick with such information as Sedgwick may require, including, but not limited to,
any copy of documents describing its Program, including but not limited to documents submitted to
any legal, administrative or regulatory authority for approval of the Program, as well as incident
reports and related information in Client's possession and otherwise cooperate with Sedgwick in
carrying out Sedgwick's tasks hereunder.
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3. Discontinuance of Operations:
Should Client discontinue its business for any reason, all fees due Sedgwick shall be paid immediately.
Sedgwick shall have no further obligation to continue to provide the services called for in this Agreement,
and, at Sedgwick's option, this Agreement shall be considered terminated as of the date Client ceases
operations or is subject to a bankruptcy or receivership filing, either voluntarily or involuntarily.
4. Covered Jurisdictions:
This Agreement shall cover all operations of Client in the state of Florida.
5. Term of Agreement and Termination:
A. The term of this Agreement shall be for the period commencing on October 1, 2024 and ending on
September 30, 2025.
B. This Agreement may be terminated by either party at any time, provided that at least sixty (60) days
prior written notice of the effective date of termination is given to the other party.
C. Sedgwick is providing services to Client on a life of contract basis. If requested by Client, Sedgwick
will continue to process Client's Qualified Claims remaining open at the expiration or termination
of this Agreement at the current rates agreed to by the parties, if any, provided that Client shall
continue to make adequate funds available for the payment of such Qualified Claims, including any
allocated loss adjustment expenses and pay information technology fees, fees for encrypted data
files, program management fees, and any other applicable fees. This provision shall not apply unless
the additional fee for this service shall have been negotiated and agreed to in writing prior to the
effective date of termination.
D. Upon expiration or termination of this Agreement, Sedgwick shall deliver, at Client's sole cost, the
hard copy and imaged files that Sedgwick has maintained for Qualified Claims (but not including
any computer hardware, firmware, software or other proprietary information of Sedgwick), except
those Sedgwick has agreed in writing to continue to process or files that are owned by Insurer;
provided, however, that Sedgwick or its agents, employees or attorneys shall continue to be entitled
to inspect all such files and make copies or extracts there from. Imaged files shall be transferred to
Client in the same electronic format. Client shall pay Sedgwick a one-time payment for transition
of Qualified Claims as consideration for Sedgwick's associated costs, which costs may include, but
are not limited to, carrier coordination, coordination with the new third party administrator, if any,
necessary mailings and notifications, catalog and transfer of hard inventory, digital recording
retrieval & transfer, claim hot list, banking reconciliation, validation of billings paid in field prior
to transfer, field examiners validation and release of pending payments, client services & parameters
group time (B2B interface shutoff, intake shutoff, CSI shutdown), as well as technology items such
as preliminary and final data extract, image extract, bill review extract, MMSEA extract and
hierarchy structure extract. If Client does not agree to accept such files, they will be retained or
destroyed at Sedgwick's option and Client shall have no recourse against Sedgwick for failure to
retain them.
6. Professional Advice:
Nothing in this Agreement is intended to require Sedgwick to engage in the practice of law, and services
provided shall not be considered legal, tax or accounting advice, and Sedgwick shall in no event give, or be
required to give, any legal opinion or provide any legal, tax or accounting representation to Client. Client
acknowledges that Sedgwick has been engaged to provide certain professional services and that it is not the
intent of the parties that Sedgwick assume any insurance risk. Sedgwick shall not act as an insurer for Client,
and this Agreement shall not be construed as an insurance policy; it being understood that Sedgwick is in no
event financially responsible for payment or satisfaction of Client's claims, lawsuits, or any form of cause of
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action against Client from Sedgwick funds.
7. Indemnification:
A. Sedgwick shall be fully responsible for exercising reasonable care at all times in the performance of
its obligations hereunder. However, if Sedgwick is named as a party to any litigation or proceeding,
or is the subject of any claim or demand because of its actions on behalf of Client, Client agrees to
indemnify, defend, and hold Sedgwick, its officers, directors, employees and agents harmless from
any and all losses, damages, costs, judgments and expenses (including attorneys' fees and costs)
with respect to any such litigation, proceeding, claim or demand, unless and until a finding is entered
to the effect that Sedgwick failed to exercise such reasonable care in the performance of its
obligations hereunder. Sedgwick agrees to indemnify, hold harmless and defend Client, its
directors, officers, employees and agents from and against any and all liabilities, loss or damage that
they may suffer as a result of any claim, demand, cost or judgment against them arising out of the
negligence or willful misconduct of Sedgwick in connection with its performance under this
Agreement, provided that such acts or omissions do not arise out of or relate to oral or written
instructions, procedures or forms supplied by Client or to Client's internal management or
adjustment of its claims. Each party agrees to keep the other fully informed of any matter for which
it is defending, holding harmless or indemnifying the other party. Each party reserves the right to
appoint its own counsel, at its own expense, regarding any matter defended hereunder and to approve
any settlements of same.
B. Notwithstanding anything to the contrary contained in the above paragraph, it is understood and
agreed that if Client, directly or through a subcontractor or vendor of Client's choosing ("Client
Subcontractor"), retains administration of a claim or performs any services for a claim Sedgwick
administers, or if Client otherwise directs the administration of a claim, Client will indemnify,
defend, and hold Sedgwick, its officers, directors, employees and agents harmless from the losses,
damages, costs, judgments and expenses (including attorneys' fees and costs) as a result of any
litigation or proceeding, fines, penalties, revocation of license, or any other state regulatory
investigation or action arising against Sedgwick related to the acts or omissions of Client or the
Client Subcontractor.
C. If Client's access to claim data includes the ability to add and modify data, Sedgwick shall not be
required to verify, or otherwise be responsible for, the accuracy of data added or modified by Client.
Client shall indemnify, defend and hold Sedgwick, its officers, directors, employees and agents
harmless for any loss, cost (including attorneys' fees), claim or judgment which is attributable to
Client's input or modification of data.
D. The parties agree that in no event shall Sedgwick's liability under this Agreement exceed the service
fees paid to Sedgwick for the six (6) months immediately prior to the event from which the claim
or matter arises. IN NO EVENT SHALL SEDGWICK BE LIABLE FOR ANY LOSS OR
DAMAGE TO REVENUES, PROFITS OR GOODWILL OR OTHER SPECIAL, INDIRECT,
INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND RESULTING FROM ITS
PERFORMANCE OR FAILURE TO PERFORM UNDER THIS AGREEMENT OR RESULTING
FROM THE FURNISHING, PERFORMANCE, USE OR LOSS OF USE OF ANY SOFTWARE,
SYSTEM, SITE, OR DELIVERABLE PROVIDED TO CLIENT HEREUNDER, INCLUDING
WITHOUT LIMITATION ANY INTERRUPTION OF BUSINESS, EVEN IF SEDGWICK HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.
E. Notwithstanding the foregoing, an indemnifying party will not settle a claim without the indemnified
party's written consent, unless such settlement results in (i) a full release of all parties, (ii) no liability
to the indemnified party or future obligation of the indemnified party, and (iii) no admission of
wrongdoing by Client or Sedgwick.
F. The provisions of this section shall survive the expiration or termination of the Agreement.
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8. Network Securitv/Confidentiality:
A. If Client's access to the data management system requires a network connection (the "Network
Connection") between Client's network and Sedgwick's network, Sedgwick and Client shall take
reasonable and customary precautions to prevent unauthorized access to or use of the Network
Connection through their respective networks. The parties agree, however, that each party is
responsible for the security of its own network. Neither party shall be liable to the other for
unauthorized access to the Network Connection, so long as the accused party shall have taken
reasonable and customary precautions to prevent such unauthorized access.
B. Whether or not marked as such, and without regard to the media in which such records are stored,
"Confidential Information" shall mean:
(1) any business or technical information pertaining to the parties herein or to third parties,
which is furnished, disclosed or made available by one party to the other, including, without
limitation, specifications, prototypes, software, marketing plans, financial data and
personnel statistics; and
(2) Medical records, reports and information, as well as any other non-medical records, reports
or information pertaining to claimants under the Program.
C. Each party agrees to protect Confidential Information received hereunder with the same degree of
care that such party exercises with its own confidential information (but in no event less than
reasonable care) and to limit access and disclosure of Confidential Information only to their
employees, agents and contractors who have a "need to know," and who agree to maintain
confidentiality in accordance with this section. Notwithstanding the foregoing, Client agrees to
permit Sedgwick to compile and disseminate aggregate, de -identified information for auditing,
compliance, internal assessments, process improvement and related analytics, benchmarking
purposes or forward to a data collection facility data for Qualified Claims handled pursuant to this
Agreement, provided that such facility agrees in writing to keep Client's data confidential. Further,
Sedgwick shall be entitled, without violation of this section and without the prior consent of Client,
to retain claims administration information and to forward claims administration information to
government agencies to the extent required by law for the proper performance of the services set
forth herein.
D. The provisions of this section shall survive the expiration or termination of the Agreement.
9. Notices:
Any notice required to be given under this Agreement shall be sent by certified or registered mail, postage
prepaid, to General Counsel - Americas, Sedgwick Claims Management Services, Inc., 8125 Sedgwick Way,
Memphis, TN 38125, in the case of Sedgwick, with a copy to Todd Morrone, MSBA, Risk Manager, City of
Clearwater, 100 S. Myrtle Avenue, Clearwater, FL, 33756, in the case of Client.
10. Assignment:
The Client may not assign its rights or obligations under this Agreement. Sedgwick may assign or
subcontract part of the services required hereunder and may at its discretion delegate to a subsidiary or
affiliate such of its duties as it deems appropriate, provided that such subcontracting or delegation shall not
relieve Sedgwick of any of its obligations hereunder.
11. Entire Agreement and Modification or Amendment:
This Agreement and its attached exhibits and schedules represents the full and final understanding of the
parties with respect to the subject matter described herein and supersedes any and all prior agreements or
understandings, written or oral, express or implied. This Agreement may be modified or amended only by a
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written statement signed by both parties.
12. Applicable Law:
The terms and conditions of this Agreement shall be governed by the laws of the State of Tennessee without
regard to conflicts of law principles. If any dispute or claim arises hereunder that the parties are not able to
resolve amicably, the parties agree and stipulate that such litigation shall be resolved in the State of
Tennessee, and the parties irrevocably submit to the exclusive venue and jurisdiction of such court for the
purpose of any such action or proceeding. In the event of a dispute between the parties resulting in litigation,
the prevailing party may, in addition to any other relief obtained, recover its court costs and reasonable
attorney's fees.
13. Force Majeure:
Neither party shall be liable to the other party or be deemed to have breached this Agreement for any failure
or delay in the performance of all or any portion of its obligations under this Agreement if such failure or
delay is due to any contingency beyond its reasonable control (a "force majeure"). Without limiting the
generality of the foregoing, such contingency includes, but is not limited to, acts of God, fires, floods,
pandemics, storms, earthquakes, riots, boycotts, strikes, lock -outs, acts of terror, wars and war operations,
restraints of government, power or communication line failure or other circumstance beyond such party's
reasonable control, or by reason of the bankruptcy, receivership or other insolvency proceeding of any bank
or other financial institution where funds to pay losses and allocated loss adjustment expenses are held,=or by
reason of a judgment, ruling or order of any court or agency of competent jurisdiction or change of law or
regulation subsequent to the execution of this Agreement. Both parties are obligated to provide reasonable
back-up capability to avoid the potential interruptions described above. If a force majeure occurs, the party
delayed or unable to perform shall give immediate notice to the other party. Client acknowledges that the
foregoing provision does not apply to Client's obligation to make timely payment of any fees due Sedgwick,
and that Sedgwick shall be entitled to all remedies set forth in this Agreement and those allowed by law for
Client's failure to timely pay such fees.
14. Headings:
Headings herein are for convenience of reference only and shall not be considered in any interpretation of
this Agreement.
15. Relationship of Parties; Expenses:
Nothing contained in this Agreement shall be deemed to create a partnership or joint venture between the
parties hereto; the only relationship among the parties shall be that of independent parties to a contract.
Except as expressly provided herein, no party hereto shall have authority or shall hold itself out as having
authority to act for or bind any other party hereto. Except as expressly set forth herein, each party shall bear
all expenses it may incur in connection with the execution, delivery and performance of this Agreement.
16. Waiver of Breach:
Failure of either party hereto to require the performance by the other party hereto of any obligation under this
Agreement shall not affect its right subsequently to require performance of that or any other obligation. Any
waiver by any party hereto of any breach of any provision of this Agreement shall not be construed as a
continuing waiver of any such provision or a waiver of any succeeding breach or modification of any other
right under this Agreement.
17. Subcontractor Disclosure:
Through contractual arrangements with subcontractors, Sedgwick provides a full range of medical
management and investigative services to its clients, as well as structured settlements, claim indexing
services, imaging, auto -bill adjudication, and extra -territorial claims administration services. Client
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recognizes and agrees that delivery of some of these services is being provided pursuant to separate
agreements between subcontractors and Sedgwick. Invoices for these services will be paid as allocated loss
adjustment expenses on individual claims, unless otherwise agreed between Client and Sedgwick.
Notwithstanding the foregoing, Client agrees and understands that Client is obligated to make payment to the
subcontractors either directly or by remitting such payment to Sedgwick, for any money due for
subcontracted services which have been provided under this Agreement. Client acknowledges that Sedgwick
receives a portion of charges for subcontracted services as reimbursement for cost of program management,
administration, and technological and service enhancements. In no event will charges to Client exceed the
amount indicated in the Agreement.
18. Equitable Adjustment:
This Agreement contemplates that the standards applicable to this Agreement are those in effect on the date
of this Agreement, whether such standards are set forth in statutes, regulations, rules, orders, case law or
otherwise. In the event of a change in a service standard, Sedgwick shall be entitled to an equitable adjustment
in its compensation if such change increases Sedgwick's cost of providing the services under this Agreement
or reduces its profitability.
19. Non -Solicitation:
Client acknowledges and agrees that Sedgwick personnel who perform the services are a valuable asset to
Sedgwick and difficult to replace. Accordingly, Client agrees that, during the term of the Agreement, and
for twelve months thereafter, it will not solicit, contract or hire Sedgwick personnel or encourage them to
seek employment or any other contractual arrangements with Client. The parties further agree that in the
event Client breaches the provision of this Section, Client shall pay Sedgwick liquidated damages in the
amount of two times the annual compensation to be paid to such person for each such breach, which is the
parties' good faith estimate of the amount of damages to Sedgwick from such breach. This Section shall
survive the termination of this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the dates written below.
City of Clearwater, Florida
By
City Mana:er
Title
Date 1 I' 1/0)
City of Clearwater, Florida
By V
Assistant Cii Attorney
Date lj / C/Zny
1 1
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Sedgwick Claims Management Services, Inc.
BSG (d Gat2AZ igAJ
Title Vice President
Date November 4, 2024
City o Clearwater, Florida
By 'VL Q%Z
Clerk
Date)111V-1.411 bio-( - ,?Ot zl
7
EXHIBIT A
SERVICE PROGRAM OVERVIEW
I. Introduction
Sedgwick is administering the self insured general liability and automobile liability claims for Client as follows:
State Serviced: Florida
Sedgwick Servicing Office:
Insured Claims (if applicable):
A portion of Client's program is insured. Client shall provide the relevant policy information, including a complete
copy of all applicable policies, as soon as reasonably practical after same becomes available.
II. Account Coordination
On behalf of Client, this service program will be coordinated by:
Client Representative: Todd Morrone, MSBA, Risk Manager
Client Name: City of Clearwater, Florida
Client Address: 100 S. Myrtle Avenue, Clearwater, FL, 33756
Telephone #: 727-444-8534
Email: Edward.morrone(iMyclearwater.com
On behalf of Sedgwick, this service program will be coordinated by:
Sedgwick Representative: Joseph Weber, AIC, Regional Manager — GA, AL, FL
Sedgwick Claims Management Services, Inc.
Sedgwick Office Address: Atlanta, GA
Telephone #: 770-225-0814
Email: Joseph.Weber(2i sedgwick.com
Each party reserves the right to change its designated representative during the term of the Agreement.
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EXHIBIT B
SERVICE FEES
Client shall pay the following fees for services provided during the term of this Agreement, October 1, 2024 through
September 30, 2025.
1. Claim Fees - Hourly
Reporting Purposes Only - $85 per claimant reported
Billing for all other activity - $147 per hour
All Allocated Loss Adjusting Expenses will be handled as pass through
Outside field investigations and activity will be billed at the current Sedgwick National Prevailing Rates
per the attached Fee Schedule
Service Fees will not exceed $50,000.00 for this contract period.
2. Invoicing
Sedgwick shall submit its invoice for all other fees on a per file basis as incurred.
3. Subrogation Recoveries
A. If a Qualified Claim is assigned to the subrogation department, Sedgwick shall pursue recoveries for
subrogation and deductibles as requested by Client. Client shall pay Sedgwick twenty percent (20%) of
the recovery received for a claim settled pre -suit. For claims settled after suit is filed, Client shall pay
Sedgwick twenty percent (20%) of the recovery received. All fees and expenses, including attorneys'
fees or investigations, for pursuit of any recovery shall be charged to the appropriate Qualified Claim
file as an allocated loss adjustment expense. All significant expenses will require pre -approval from
Client.
B. Where a claim is received for subrogation services only, Client agrees to pay Sedgwick a setup fee of
$90 for each claim. Sedgwick shall pursue recoveries for subrogation and deductibles as requested by
Client. Client shall pay Sedgwick twenty-five percent (25%) of the recovery received for a claim settled
pre -suit. For claims settled after suit is filed, Client shall pay Sedgwick twenty percent (20%) of the
recovery received. All fees and expenses, including attorneys' fees or investigations, for pursuit of any
recovery shall be charged separately to the Client. All significant expenses will require pre -approval
from Client.
C. As determined by the parties, Sedgwick shall either:
a. Deposit the recovery funds and issue payment from Sedgwick's accounts Payable system to Client
for the net recovery (less Sedgwick's fee). Sedgwick will deposit the net recovery check into the
Client's loss -funding account or forward it directly to the Client.
b. Deposit the recovery funds into the Client's loss -funding account and Sedgwick shall receive
payment from the claim file or directly from Client.
4. Payment Terms
Client acknowledges that all fees set forth in the Agreement are due and payable within thirty (30) days of the invoice.
Any and all past due fees will incur interest at the rate of 1.5% per month, unless otherwise prohibited by law. Client
acknowledges that in the event Sedgwick undertakes collection proceedings for any outstanding fees, then Client will
reimburse Sedgwick for all costs associated with such collection action, including a reasonable attorney fee and court
cost.
All fees are contingent upon claim management from Sedgwick's systems.
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MEDICARE REPORTING SERVICES SCHEDULE
In order to assist the Client in fulfilling its Medicare beneficiary reporting obligations under Medicare, Medicaid and
State Children's Health Insurance Program Extension Act of 2007 ("MMSEA") Section 111 as set forth in 42 U.S.C.
§ 1395y(b)(7)&(8), Sedgwick will provide Medicare reporting services to Centers for Medicare and Medicaid Services
("CMS") for Client using a third party vendor, ExamWorks Clinical Solutions, LLC ("ExamWorks").
1) As the custodian of the original claims information from which the reports will be compiled, Sedgwick will
provide ExamWorks with the necessary data in the required format so that ExamWorks to provide the MMSEA
services.
2) ExamWorks will report to CMS on behalf of Client as an Account Designee (reporting agent) of each client,
as such term is defined in the CMS User Guide as amended from time to time by CMS.
3) Client will be considered a Responsible Reporting Entity ("RRE") as that term is defined in MMSEA Section
111 as set forth in 42 U.S.C. §1395y.
4) Sedgwick will be responsible for payment of any and all fines assessed to Client in regards to compliance with
the Medicare beneficiary reporting requirements of Medicare, Medicaid and SCRIP Extension Act of 2007 that relate
to the negligent acts or omissions of Sedgwick except to the extent that:
a) Such fines or penalties are the direct result of specific direction given by Client and/or its agent or
the actions or omissions of Client and/or its agent; or
b) Sedgwick did not receive information from Client that is essential to the performance of the duties
set forth herein in a timely manner so as to be able to comply with the terms of this Agreement.
5) Client shall pay Sedgwick a fee of $2,400 annually for this service and any additional fees incurred in reporting
will be charged to the applicable file.
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Exhibit C
Exhibit C is only required if the vendor is acting as an agent of the city, otherwise delete Exhibit C. This is a very
rare occurrence, please check with your attorney if you are not sure.
A. Retention of Records: The Consultant will be required to comply with Section 119.0701, Florida Statutes
specifically to:
a. Keep and maintain public records required by the City of Clearwater to perform the service;
b. Upon request from the City's Custodian of Records, provide the City of Clearwater with a copy of the
requested records or allow the records to be inspected or copied within a reasonable time at a cost that
does not exceed the cost provided in Chapter 119 or as otherwise provided by law;
c. Ensure that public records that are exempt or confidential and exempt from public records disclosure
requirements are not disclosed except as authorized by law for the duration of the contract term and
following completion of the contract if the contractor does not transfer to the City of Clearwater; and
d. Upon completion of the contract, transfer, at no cost, to the City of Clearwater all public records in
possession of the contractor or keep and maintain public records required by the City of Clearwater to
perform the service. If the Consultant transfers all public records to the City of Clearwater upon
completion of the contract, the Consultant shall destroy any duplicate public records that are exempt or
confidential and exempt from public records disclosure requirements. If the Consultant keeps and
maintains public records upon completion of the contract, the Consultant shall meet all applicable
requirements for retaining public records. All records stored electronically must be provided to the City
of Clearwater, upon request from the City of Clearwater's Custodian of Public Records, in a format that
is compatible with the information technology systems of the City of Clearwater.
IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA
STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS
CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, ROSEMARIE CALL AT 727-562-4090,
rosemarie.callaD,myclearwater.com , and/or 112 S. Osceloa Avenue, Clearwater, FL 33617
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