R-1498 - 10/13/2015 - FINANCE - Resolutions RESOLUTION 2015-FIN-CNTRCT-ACT-R-1498
A RESOLUTION APPROVING AND AUTHORIZING THE AWARD OF A CONTRACT TO
NYHART, INC. FOR ACTUARIAL SERVICES
WHEREAS, the Village desires to retain a firm to provide the Village actuarial services
("Services'j; and
WHEREAS, the Village issued a request for proposals to provide the Village with the Services
("RFP ); and
WHEREAS, the Village received five proposals from firms desiring to provide the Village with the
Services; and
WHEREAS, after evaluating the proposals, the Village has determined that Nyhart, Inc. of
Deerfield, Illinois ("Nyhart'l presented the best overall value to the Village based on factors including,
without limitation, price, qualifications, and the understanding of the Village's needs; and
WHEREAS, the Village desires to enter into an agreement with Nyhart to provide the Services,
which agreement is attached to this Resolution as Exhibit A("Agreement's; and
WHEREAS, the President and Board of Trustees have determined that it is in the best interests of
the Village to enter into the Agreement with Nyhart;
NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF
THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:
Section 1: Recitals. The foregoing recitals are hereby incorporated into, and made a part
of, this Resolution as the findings of the President and Board of Trustees of the Village of Oak Brook.
Section 2: Approval of Agreement. The President and Board of Trustees hereby approve
the Agreement with Nyhart in substantially the same form as attached as Exhibit A, and in a final form
approved by the Village Attorney.
Section 3: Authorization and Execution of Agreements. The Village Manager and Village
Clerk shall be, and hereby are, authorized to execute the Agreement between the Village and Nyhart after
receipt of the final Agreement fully executed by Nyhart.
Section 4: Effective Date. This Resolution shall be in full force and effect upon passage and
approval in the manner provided by law.
[SIGNATURE PAGE FOLLOWS]
Resolution 2015-FIN-CNTRCT-ACT-R-1498
Authorizing Contract for Actuarial Services
Page 2 of 3
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APPROVED THIS 13th day of October, 2015
Gopal G. Lalmalani
Village President
PASSED THIS 13th day of October, 2015
Ayes: Trustees Baar, Manzo, Moy, Tiesenga, Yusuf
Nays: None
Absent: Trustee Adler
ATTEST:
1
Charlotte K. Pruss
Village Clerk
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Resolution 2015-FIN-CNTRCT-ACT-R-1498
Authorizing Contract for Actuarial Services
Page 3 of 3
EXHIBIT A
VILLAGE OF OAK BROOK
PROFESSIONAL SERVICES AGREEMENT
This AGREEMENT is dated as of the�tk, SECTION 2. TIME OF PERFORMANCE. The
day of October, 2015 ("Agreement"), and is by and Consultant shall perform the Services as mutually agreed
between the VILLAGE OF OAK BROOK, an Illinois upon by Village and Consultant, but in no event shall the
municipal corporation ("Village"), and THE NYHART Consultant provide the Village the completed annual
COMPANY, INC., 707 Lake Cook Road, Suite 250, valuation reports later than March 15`t' of each year during
Deerfield,Illinois 60015("Consultant"). the term of this Agreement("Time of Performance'.
IN CONSIDERATION OF the recitals and the SECTION 3. COMPENSATION.
mutual covenants and agreements set forth in the Agreement,
and pursuant to the Village's statutory powers, the parties A. Agreement Amount. The total amount billed
agree as follows: by the Consultant for the Services under this Agreement
shall be as follows:
SECTION 1. SCOPE OF SERVICES. The Village
retains the Consultant to perform, and the Consultant agrees Year FD PD OPEB Attend
to perform, all necessary services to perform the work in Pension Pension Valuation Additional
connection with the project identified below ("Services"), Valuation Valuation Board of
which Services the Consultant shall provide pursuant to the Trustees
terms and conditions of this Agreement: Meetings
A. Services. 2016 $7,500 $7,500 $2,500 $300/hr
A_l. Pension actuarial services for the Village 2017 $7,750 $7,750 $2,500 $310/hr
of Oak Brook Fire Pension Fund, Police
Pension Fund, and Other Post-Employment 2018 $8,000 $8,000 $6,000 $320/hr
Benefits ("OPEB") Plan for the Village's
2016,2017,2018,2019,and 2020 fiscal years, 2019 $8,250 $8,250 $3,000 $330/hr
which Services are more fully described in the
Consultant's Response to the Village's Request 2020 $8,500 $8,500 $6,500 $340/hr
for Proposal, dated August 2015, which is
attached hereto as Exhibit A.
A_2. Starting with the January 2016 FD The Consultant shall not bill, and the Village shall not be
Pension valuation, PD Pension valuation, and liable for, any additional fees or charges without the prior
the OPEB valuation, Consultant agrees to
provide the Village with a 35 year projection express written authorization of the Village Manager.
modeler(out to year 2050)in an Excel format, B. Taxes, Benefits, and Royalties. Each
for each plan,that allows the Village to see the
estimated financial results based on various payment by the Village to the Consultant includes all
assumptions, asset returns, amortization applicable federal, state,and Village taxes of every kind and
methods, and cost methods to allow the nature applicable to the Services as well as all taxes,
Village's Finance Department to perform contributions, and premiums for unemployment insurance,
different scenario's allowing the user m old age or retirement benefits,pensions, annuities,or similar
change the input information. There is no benefits and all costs,royalties,and fees arising from the use
additional cost for the modeler. of, or the incorporation into, the Services, of patented or
copyrighted equipment, materials, supplies, tools,
B. Term of Agreement. The term of this appliances, devices, processes, or inventions. All claim or
Agreement shall begin on the Effective date and right to claim additional compensation by reason of the
end after the completion and delivery to the payment of any such tax, contribution, premium, costs,
Village of the Oak Brook Fire Pension Fund, royalties, or fees is hereby waived and released by
Police Pension Fund, and Other Post- Consultant.
Employment Benefits ("OPEB") Plan for the
Village's 2016 fiscal year. The Village, at its SECTION 4. REPRESENTATIONS OF
sole discretion, may extend the Term of this CONSULTANT. The Consultant represents and certifies
Agreement for four one-year periods by that the Services shall be performed in accordance with the
providing the Consultant written notice. standards of professional practice, care, and diligence
practiced by recognized consultants in performing services
Approved gs to Fam
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of a similar nature in existence at the Time of Performance. the Consultant or this Agreement; (2) as of the date of this
The representations and certifications expressed shall be in Agreement, neither the Consultant nor any person employed
addition to any other representations and certifications or associated with the Consultant has any interest that would
expressed in this Agreement,or expressed or implied by law, conflict in any manner or degree with the performance of the
which are hereby reserved unto the Village. obligations under this Agreement; and (3) neither the
Consultant nor any person employed by or associated with
The Consultant further represents that it is financially the Consultant shall at any time during the term of this
solvent, has the necessary financial resources, and is Agreement obtain or acquire any interest that would conflict
sufficiently experienced and competent to perform and in any manner or degree with the performance of the
complete the Services in a manner consistent with the obligations under this Agreement.
standards of professional practice by recognized consultants
providing services of a similar nature. Mike Zurek, FCA, C. No Collusion. The Consultant represents
EA, MAAA, shall be primarily responsible for carrying out and certifies that the Consultant is not barred from
the Services on behalf of the Consultant ("Key Project contracting with a unit of state or local government as a
Personnel'. The Key Project Personnel shall not be result of (1) a delinquency in the payment of any tax
changed without the Village's prior written approval. The administered by the Illinois Department of Revenue unless
Consultant shall provide all personnel necessary to complete the Consultant is contesting, in accordance with the
the Services. procedures established by the appropriate revenue act, its
liability for the tax or the amount of the tax, as set forth in
SECTION 5. INDEMNIFICATION; INSURANCE; Section 11-42.1-1 et seq. of the Illinois Municipal Code, 65
LIABILITY. ILCS 5/11-42.1-1 et seq.; or(2) a violation of either Section
33E-3 or Section 33E-4 of Article 33E of the Criminal Code
A. Indemnification. The Consultant of 1961,720 ILCS 5/33E-1 et seq. If at any time it shall be
proposes and agrees that the Consultant shall indemnify and found that the Consultant has, in procuring this Agreement,
save harmless the Village against all damages, liability, colluded with any other person,firm,or corporation,then the
claims, losses, and expenses (including attorneys' fee) that Consultant shall be liable to the Village for all loss or
may arise, or be alleged to have arisen, out of or in damage that the Village may suffer, and this Agreement
connection with the Consultant's performance of, or failure shall,at the Village's option,be null and void.
to perform, the Services or any part thereof,or any failure to
meet the representations and certifications set forth in D. Termination. Notwithstanding any other
Section 4 of this Agreement. provision hereof, the Village may terminate this Agreement
at any time upon 15 days prior written notice to the
B. Insurance. The Consultant acknowledges Consultant. In the event that this Agreement is so
and agrees that the Consultant shall, and has a duty to terminated,the Consultant shall be paid for Services actually
maintain adequate insurance, in an amount, in a form, from performed and reimbursable expenses actually incurred, if
companies,and pursuant to the terms,as set forth in Exhibit any, prior to termination, not exceeding the value of the
B.The Consultant's maintenance of adequate insurance shall Services completed.
not be construed in any way as a limitation on the
Consultant's liability for losses or damages under this E. Compliance with Laws and Grants.
Agreement. Consultant shall give all notices, pay all fees, and take all
other action that may be necessary to ensure that the
C. No Personal Liability. No elected or Services are provided, performed, and completed in
appointed official or employee of the Village shall be accordance with all required governmental permits,licenses,
personally liable, in law or in contract, to the Consultant as or other approvals and authorizations that may be required in
the result of the execution of this Agreement. connection with providing, performing, and completing the
Services, and with all applicable statutes, ordinances, rules,
SECTION 6. GENERAL PROVISIONS. and regulations, including without limitation the Fair Labor
Standards Act; any statutes regarding qualification to do
A. Relationship of the Parties. The business; any statutes prohibiting discrimination because of,
Consultant shall act as an independent contractor in or requiring affirmative action based on, race, creed, color,
providing and performing the Services. Nothing in or done national origin, age, sex, or other prohibited classification,
pursuant to this Agreement shall be construed to: (1) create including, without limitation, the Americans with
the relationship of principal and agent, employer and Disabilities Act of 1990,42 U.S.C. §§ 12101 et seq.,and the
employee, partners, or joint venturers between the Village Illinois Human Rights Act, 775 ILCS 511-101 et seq.
and Consultant; or(2) to create any relationship between the Consultant shall also comply with all conditions of any
Village and any subcontractor of the Consultant. federal, state, or local grant received by the Village or
Consultant with respect to this Agreement or the Services.
B. Conflicts of Interest. The Consultant Consultant shall be solely liable for any fines or civil
represents and certifies that,to the best of its knowledge: (1) penalties that are imposed by any governmental or quasi-
no Village employee or agent is interested in the business of governmental agency or body that may arise,or be alleged to
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have arisen, out of or in connection with Consultant's, or its
subcontractors, performance of, or failure to perform, the
Services or any part thereof. Every provision of law
required by law to be inserted into this Agreement shall be Village of Oak Brook
deemed to be inserted herein. 1200 Oak Brook Road
Oak Brook,Illinois 60523
F. Default. If it should appear at any time Attention: Sharon Dangles,
that the Consultant has failed or refused to prosecute, or has AVM/Finance Director
delayed in the prosecution of, the Services with diligence at
a rate that assures completion of the Services in full Notices and communications to the Consultant shall be
compliance with the requirements of this Agreement, or has addressed to,and delivered at,the following address:
otherwise failed,refused,or delayed to perform or satisfy the
Services or any other requirement of this Agreement("Event The Nyhart Company,Inc.
of Default"), and fails to cure any such Event of Default 707 Lake Cook Road,Suite 250
within ten business days after the Consultant's receipt of Deerfield,Illinois 60115
written notice of such Event of Default from the Village, Attention: Mike Zurek,FCA,EA,MAAA
then the Village shall have the right,without prejudice to any
other remedies provided by law or equity, to (1) terminate I. Waiver. Neither the Village nor the
this Agreement without liability for further payment; or (2) Consultant shall be under any obligation to exercise any of
withhold from any payment or recover from the Consultant, the rights granted to them in this Agreement except as it
any and all costs, including attorneys' fees and shall determine to be in its best interest from time to time.
administrative expenses,incurred by the Village as the result The failure of the Village or the Consultant to exercise at any
of any Event of Default by the Consultant or as a result of time any such rights shall not be deemed or construed as a
actions taken by the Village in response to any Event of waiver of that right, nor shall the failure void or affect the
Default by the Consultant. Village's or the Consultant's right to enforce such rights or
any other rights.
G. Assignment. This Agreement may not be
assigned by the Village or by the Consultant without the J. Third Party Beneficiary. No claim as a
prior written consent of the other party. third party beneficiary under this Agreement by any person,
firm, or corporation shall be made or be valid against the
H. Notice. All notices required or permitted Village.
to be given under this Agreement shall be in writing and
shall be delivered: (1) personally; (2) by a reputable K. Governing Law;Venue. This Agreement
overnight courier; or by (3) by certified mail, return receipt shall be governed by, construed and enforced in accordance
requested, and deposited in the U.S. Mail, postage prepaid. with the internal laws,but not the conflicts of laws rules, of
Unless otherwise expressly provided in this Agreement, the State of Illinois. Venue for any action arising out of this
notices shall be deemed received upon the earlier of: (a) Agreement shall be in the Circuit Court for DuPage County,
actual receipt; (b) one business day after deposit with an Illinois.
overnight courier as evidenced by a receipt of deposit;or(c)
three business days following deposit in the U.S. mail, as J. Exhibits. If any conflict exists between this
evidenced by a return receipt. Notices and communications Agreement and any exhibit attached hereto,the terms of this
to the Village shall be addressed to, and delivered at, the Agreement shall prevail.
following address:
ATTEST: VIL GE F OAK BRO
By; By:
Charlotte Pruss,Village Clerk Riccardo F.Ginex,Village Manage
ATTEST: THE NYHART COMPANY,INC.
Title: et C Its: ( y 1 h C,&Ig y
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