CTR057207_Mercer_Amendment_No.1.pdf
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- Attached to
- Master Agreement AZ|CTR057207
- Contract number
- CTR057207
- Issued by
- Arizona
About this file
This document is a Contract Amendment (Amendment No. One) for Contract No. CTR057207 between the Arizona State Retirement System (ASRS) and Mercer Investment Group LLC. The amendment specifically addresses insurance requirements and is related to Investment Consulting Services for Illiquid Credit & Public Markets Projects.
The amendment details comprehensive insurance requirements for Mercer Investment Group LLC, including five specific types of insurance coverage: Commercial General Liability, Business Automobile Liability, Workers' Compensation and Employers' Liability, Professional Liability, and Network Security (Cyber) and Privacy Liability. Each insurance type has specified coverage limits, with amounts ranging from $1,000,000 to $2,000,000 per claim or occurrence. The amendment mandates that these insurance policies include specific provisions such as additional insured endorsements, waiver of subrogation, and continuous coverage requirements. The contract also stipulates that insurance must be placed with licensed Arizona companies and maintained throughout the contract period, with strict notification requirements for any policy changes or cancellations.
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CONTRACT AMENDMENT
Contract No.: CTR057207
Description: Investment Consulting Services: Illiquid Credit & Public Markets Projects
Contractor: Mercer Investment Group LLC
Contract Amendment No. One (1)
In accordance with the Uniform Terms and Conditions, Section 5.1 (Amendments), the above referenced Contract is hereby amended as follows:
1) The following insurance terms are added to Section 7 (Risk and Liability) of the Special Terms and
Conditions:
7.5. Contractor Insurance
7.5.1. The Insurance Requirements herein are requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The State of Arizona in no way warrants that the limits contained herein are sufficient to protect the Contractor from liabilities that arise out of the performance of the work under this Contract by the Contractor, its representatives, employees or subcontractors, and the Contractor is free to purchase additional insurance. Subcontractors, if any, shall maintain their own insurance and that which is appropriate to the services provided by such Subcontractors.
MINIMUM SCOPE AND LIMITS OF INSURANCE
Contractor shall provide coverage with limits of liability of those stated below.
1. Commercial General Liability (CGL) – Occurrence Form
Policy shall include bodily injury, property damage, and broad from contractual liability coverage.
• General Aggregate $2,000,000
• Products – Completed Operations Aggregate $1,000,000
• Personal and Advertising Injury $1,000,000
• Damage to Rented Premises $50,000
• Each Occurrence $1,000,000
a. The policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, and employees as additional insureds with respect to ASRS’s vicarious liability arising out of the activities performed by or on behalf of the Contractor.
b. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, and employees for losses arising from work performed by or on behalf of the Contractor.
2. Business Automobile Liability
Bodily Injury and Property Damage for any owned, hired, and/or non- owned automobiles used in the performance of this Contract.
• Combined Single Limit (CSL) $1,000,000 each accident or per occurrence
a. Policy shall be endorsed, as required by this written agreement, to include the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, and employees as
Description: Investment Consulting Services: Illiquid Credit & Public Markets Projects
Contractor: Mercer Investment Group LLC additional insureds with respect to ASRS’s vicarious liability arising out of the activities performed by, or on behalf of, the Contractor involving automobiles owned, hired and/or non-owned by the Contractor.
b. Policy shall contain a waiver of subrogation endorsement as required by this written agreement in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, and employees for losses arising from work performed by or on behalf of the Contractor.
3. Workers’ Compensation and Employers' Liability
• Workers' Compensation Statutory
• Employers' Liability
Each Accident $1,000,000 Disease – Each Employee $1,000,000 Disease – Policy Limit $1,000,000
a. Policy shall contain a waiver of subrogation endorsement, as required by this written agreement, in favor of the State of Arizona, and its departments, agencies, boards, commissions, universities, officers, officials, , and employees for losses arising from work performed by or on behalf of the Contractor, excluding the recklessness, negligence, and willful misconduct of the additional insureds.
b. This requirement shall not apply to each Contractor or subcontractor that is exempt under A.R.S. § 23-901, and when such Contractor or subcontractor executes the appropriate waiver form (Sole Proprietor or Independent Contractor).
4. Professional Liability (Errors and Omissions Liability)
• Each Claim $2,000,000
• Annual Aggregate $2,000,000
a. In the event that the Professional Liability insurance required by this Contract is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and, either continuous coverage will be maintained, or an extended discovery period will be exercised, for a period of two (2) years beginning at the time work under this Contract is completed.
b. The policy shall cover professional misconduct or negligent acts for those positions defined in the Scope of Work of this contract.
5. Network Security (Cyber) and Privacy Liability
• Each Claim $2,000,000
• Annual Aggregate $2,000,000
a. Such insurance shall include, subject to the terms and conditions of the policy, coverage for third party liability and first party claims and losses with respect to network risks (such as data breaches, unauthorized access or use, ID theft, theft of data) and invasion of privacy regardless of the type of media involved in the loss of private information, crisis management and identity theft response
Description: Investment Consulting Services: Illiquid Credit & Public Markets Projects
Contractor: Mercer Investment Group LLC costs. This should also include breach notification costs, credit remediation and credit monitoring, defense and claims expenses, regulatory defense costs plus fines and penalties, cyber extortion, computer program and electronic data restoration expenses coverage (data asset protection), , computer fraud coverage, and funds transfer loss.
b. In the event that the Network Security and Privacy Liability insurance required by this Contract is written on a claims-made basis, Contractor warrants that any retroactive date under the policy shall precede the effective date of this Contract and, either continuous coverage will be maintained, or an extended discovery period will be exercised for a period of two (2) years beginning at the time work under this Contract is completed.
7.6. Additional Insurance Requirements
The policies shall include, or be endorsed to include, as required by this Contract, the following provisions:
7.6.1. The Contractor's policies, as applicable, shall stipulate that the insurance afforded the Contractor shall be primary and that any insurance carried by the ASRS, its agents, officials, employees or the State of Arizona shall be excess and not contributory insurance, for claims arising solely from Contractor’s provision of services pursuant to this agreement, as provided by A.R.S. § 41-621 (E).
7.6.2. Insurance provided by the Contractor shall not limit the Contractor’s liability assumed under the indemnification provisions of this Contract.
7.7. Notice of Cancellation
Applicable to all insurance policies required within the Insurance Requirements of this Contract, Contractor’s insurance shall not be permitted to expire, be suspended, be canceled, or be materially changed for any reason without thirty (30) days prior written notice to the ASRS, upon receipt of such notice. Within two (2) business days of receipt, Contractor must provide notice to the ASRS if they receive notice of a policy that has been or will be suspended, canceled, materially changed for any reason, has expired, or will be expiring. Such notice shall be sent directly to the ASRS and shall be emailed to ASRSProcurement@azasrs.gov.
7.8. Acceptability of Insurers
Contractor’s insurance shall be placed with companies licensed in the State of Arizona or hold approved non-admitted status on the Arizona Department of Insurance List of Qualified Unauthorized Insurers.
Except for Professional Liability, which is maintained through a captive insurance company wholly-owned by Contractor, insurers shall have an “A.M. Best” rating of not less than A- VII. The ASRS in no way warrants that the above-required minimum insurer rating is sufficient to protect the Contractor from potential insurer insolvency.
7.9. Verification of Coverage
7.9.1. All such certificates of insurance and policy endorsements must be received by the ASRS before work commences. The ASRS’s receipt of any certificates of insurance or policy endorsements that
Description: Investment Consulting Services: Illiquid Credit & Public Markets Projects
Contractor: Mercer Investment Group LLC do not comply with this written agreement shall not waive or otherwise affect the requirements of this Contract.
7.9.2. Each insurance policy required by this Contract must be in effect at, or prior to, commencement of work under this Contract. Failure to maintain the insurance policies as required by this Contract, or to provide evidence of renewal, is a material breach of contract.
7.9.3. All certificates required by this Contract shall be sent directly to the ASRS by email to ASRSProcurement@azasrs.gov. The ASRS Contract number and project description should be noted on the certificate of insurance.
7.10. Approval and Modifications
The ASRS, in consultation with ADOA-Risk Management Division, reserves the right to review or make modifications to the insurance limits, required coverages, or endorsements throughout the life of this contract, as deemed necessary. Such action will not require a formal Contract amendment but may be made by administrative action.
All other requirements, terms, and conditions remain unchanged.
Contractor hereby acknowledges receipt and understanding of this Contract Amendment.
This Contract Amendment is hereby executed this date by the Arizona State Retirement System.
Signature
Signature
Athena Elliston
Name
Name
Deputy Chief Procurement Officer
Title Date Title Date
October 29, 2021
Douglas Scott Dunbar
Partner November 15, 2021
File details come from the government source that posted it. Updated .