Exhibit O - City of Madison - Experience Rating Agreement.pdf

EXPERIENCE RATING AGREEMENT

(“AGREEMENT”)

This Agreement, effective as of 1/1/2025 (“Effective Date”), is entered into by Hartford Life and Accident Insurance Company (“The Hartford”), a Connecticut corporation with its principal place of business located at 1 Hartford Plaza, Hartford, CT 06155, and the City of Madison (“Policyholder”), a Wisconsin municipal corporation with a principal place of business located at [215 Martin Luther King Jr. Blvd, Rm. 261, Madison, Wisconsin

53703], on behalf of themselves and their respective agents, officers, directors, employees, permitted assigns and successors in interest.

WHEREAS, Policyholder is the sponsor of an employee welfare benefit plan providing welfare benefits to, among others, its eligible employees through participating group Life & Short Term Disability policies issued by The Hartford, group policy number 033731G (“Policy”); and

WHEREAS, the Policy provisions permit Experience Rating of the Policy; and

WHEREAS, the parties hereto agree that this Agreement shall supersede any and all prior Experience Rating agreements and any amendments thereto and shall regulate and govern the relationship of the parties with respect to Experience Rating of the Policy on and after the Effective Date;

NOW THEREFORE, in consideration of the mutual promises contained herein and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

I. DEFINITIONS

Anniversary Date. The date one year from the Effective Date, and each succeeding annual anniversary of the Effective Date.

Current Year Accumulated Balance. The accumulated balance as of the end of the current Experience Period, calculated as the Prior Year Accumulated Balance plus the Current Year Balance.

Current Year Balance. The result of the Experience Rating calculation as described in paragraph II.B.

Deficit. If the calculation under Section III.B results in a negative Current Year Balance, the experience is a Deficit.

Experience Period. Initially, the period of time beginning with the Policy effective date and ending on the day before the first Anniversary Date or, if

Docusign Envelope ID: 91785492-EE64-4873-A67D-F5BA46A13D74

Exhibit O earlier, the termination date of the Policy. Subsequently, each period of time beginning on the most recent Anniversary Date and ending the day prior to the next occurring Anniversary Date or, if earlier, the termination date of the Policy.

Experience Rating. The annual process by which The Hartford examines the experience of the Policyholder under the Policy for the just completed Experience Period. The result of this annual process may be a Surplus or a Deficit.

Interest Credits. The annual crediting rate for each Experience Period will equal the two year Treasury Bill Yield as of the first day of the month of the current Experience Period minus 25 basis points. The charging rate will be equal to the crediting rate plus 300 basis points. These rates may subsequently be changed pursuant to Section V.B.

Interest will be credited or charged to the Policyholder based on a mean balance formula for the Experience Period and will be the product of the following:

1) The average of the Prior Year Accumulated Balance and Current Year Accumulated Balance prior to application of Interest Credits for the Experience Period.

2) Multiplied by the crediting rate if the calculation in (1) is positive, or the charging rate if the calculation in (1) is negative.

Paid Claims. The total of all claims plus interest paid under the Policy during the Experience Period on claims with an incurred date on or after the Effective Date.

Prior Year Accumulated Balance. The Current Year Accumulated Balance as of the end of the prior Experience Period. For the first Experience Period, this amount is (insert last year’s prior accumulated balance).

PSR Fund Deposit(s). The dollar amount of any deposit(s) to the Current Year Accumulated Balance for the current Experience Period, excluding Interest Credits. The Policyholder or The Hartford may make PSR Fund Deposit(s).

PSR Fund Withdrawal(s). The dollar amount of the withdrawal(s) to the Current Year Accumulated Balance for the current Experience Period. The Policyholder may make a PSR Fund Withdrawal of Excess Surplus, as described in Section III.

D. In addition, The Hartford may make a PSR Fund Withdrawal to pay unpaid premiums due and owing under the Policy for greater than 30 days.

Reserves. The Hartford’s liability under the Policy for all claims incurred during any Experience Period but not yet paid.

Retention. The sum of The Hartford’s allocated expenses, risk and profit charge, premium taxes and commissions, which will be set on an annual basis and may subsequently be changed pursuant to Section V.B.

Surplus. If the calculation under Section III.B results in a positive Current Year Balance, the experience is a Surplus.

Total Claims. The sum of Paid Claims and changes in Reserves under the Policies.

Total Premium. The paid premium due and owing under the Policy’s applicable premium schedule, determined by multiplying total volume by the applicable premium rates for each class covered under the Policy.

II. ESTABLISHMENT OF THE PREMIUM STABILIZATION RESERVE

As of the Effective Date, the Policyholder will establish a Premium Stabilization Reserve (PSR) Fund with The Hartford.

The PSR will be funded by the Surplus or Deficit, as determined by the Annual Accounting. For avoidance of doubt, the PSR balance at the end of each Experience Period equals the Current Year Accumulated Balance for that Experience Period. The required stabilization reserve is equal to 25% of the annual total premium paid under plans covered under this agreement.

III. EXPERIENCE RATING CALCULATION

A. The Hartford shall calculate Total Premium received by The Hartford with due dates commencing during each Experience Period.

B. At the close of each Experience Period, The Hartford shall make a final

Experience Rating calculation for the Experience Period. This calculation shall be made separately for each Line of Coverage as follows:

Total Premium [Basic Life and Supplemental Life] ]Short Term Disability] (as set forth in Section III.A., above) with respect to the Experience Period, less

Total Claims [for the Line of Coverage], less

Retention [for the Line of Coverage], plus

Interest Credits [for the Line of Coverage], plus

PSR Fund Deposit(s) [for the Line of Coverage], less

PSR Fund Withdrawal(s) [for the Line of Coverage], The result of the above calculation [aggregated for all Lines of Coverage] is referred to as the Current Year Balance. This amount will be added to the Prior Year Accumulated Balance to determine the Current Year Accumulated Balance.

C. The calculation described in Section III.B. shall be made and an accounting exhibit thereof provided to Policyholder by March 15th assuming premium is paid by January 15th, following the end of each Experience Period while this Agreement is in force (the Annual Accounting).

D. If the Current Year Accumulated Balance results in a Surplus that is in excess of twenty-five (25%) percent (“Excess Surplus”) of the annual Total Premium, all or part of the excess Surplus will be distributed to Policyholder within thirty-one

(31) days of Policyholder’s written request or, in the absence of such request, upon The Hartford’s determination that such distribution is necessary, and shall be used primarily for the benefit of persons insured under the policies covered under this agreement, and in accordance with the terms of the Policy. The Policyholder will choose how such monies will be distributed, but regardless of which option is chosen, the monies shall be considered paid to the Policyholder for accounting purposes. Policyholder agrees that it’s obligated to comply with fiduciary and other legal obligations that the Policyholder has with respect to any and all insured’s covered under the Policy. Policyholder agrees that all monies received from The Hartford under this Agreement shall be used in accordance with all applicable law.

E. At the discretion of the Policyholder, The Hartford may apportion payments made under paragraph D of this Section between the Lines of Coverage, Policies and/or classes of insureds. For the avoidance of doubt, any such apportionment is provided to accommodate the Policyholder’s plan and/or accounting practices and shall not change either the Current Year Accumulated Balance or the total or net amounts due.

IV. TERMINATION

A. This Agreement and the Experience Rating will automatically continue for successive Experience Periods until terminated under the terms of this Agreement.

B. This Agreement will terminate as follows:

1. Either party may terminate this Agreement at any time by providing thirty (30) days prior written notice to the other party.

2. This Agreement shall automatically terminate upon termination of the

Policy.

3. If any state or other jurisdiction enacts or amends a law or regulation that The Hartford reasonably determines as prohibiting the continuance of this Agreement, the Agreement shall terminate in that jurisdiction as of the date The Hartford determines the prohibition to become effective.

C. Effect of Termination. Within 90 days of termination, The Hartford shall complete and provide to Policyholder a calculation in accordance with Section III.B. and The Hartford will make a deposit or withdrawal from the premium stabilization fund as required by Section III.B. If funds are remaining in the account after the calculation as of the termination date of this Agreement, the Policyholder may immediately withdraw amounts in excess of the required stabilization reserve at that time;

After a fifteen (15) month runout period, The Hartford shall complete and provide to Policyholder a final calculation using the method in Section III.B.

After this final calculation, the Hartford shall refund and deliver to Policyholder any remaining positive balance within not more than fourteen (14) days. If the remaining amount is negative, the Policyholder is responsible for and shall be obligated to reimburse the Hartford for any portion of the negative balance.

Nothing in this Agreement shall in any way eliminate or nullify the Policyholder’s obligation to pay any and all premiums due and owing under the Policy.

V. GENERAL PROVISIONS

A. Entire Agreement. This Agreement supersedes all previous agreements, promises and representations, whether written or oral, between the parties respecting the subject matter hereof. This Agreement constitutes the entire Agreement of the parties with respect to Experience Rating as applicable to the Policy.

B. Changes. Changes to this Agreement may only be made with the express written consent of authorized representatives of both parties, or by The Hartford after the first Anniversary Date, with 60 days advance written notice the Policyholder.

If the Policyholder does not consent to the change(s), the Policyholder may terminate this Agreement without incurring additional liability.

C. Third-Party Beneficiaries. This Agreement is for the benefit of Policyholder and The Hartford and not for any other person. This Agreement shall not create any legal relationship between The Hartford and any employee, beneficiary or any other party claiming any right, whether legal or equitable, under the terms of this Agreement or of the Policy.

D. Waivers. No course of dealing or failure of either party to strictly enforce any term, right or condition of this Agreement shall be construed as a general waiver or relinquishment of such term, right or condition. Waiver by either party of any default shall not be deemed a waiver of any other default.

E. Headings. Section and paragraph headings contained in this Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement.

F. Non-Assignability. Neither The Hartford nor Policyholder may assign any right, interest or obligation hereunder without the express written consent of the other party except that The Hartford may assign any right, interest or responsibility under this Agreement to any of its parents, subsidiaries or affiliates at any time without the consent of the Policyholder.

G. Survival.

Provisions contained in this Agreement that by their sense and context are intended to survive termination of this Agreement shall so survive.

H. Notice. Any notice or other communication required or permitted hereunder shall be in writing and shall be deemed to have been given if personally delivered, faxed, or placed in the mail, registered or certified, postage prepaid, return receipt requested, or by any other means that independently verifies the date of receipt, and addressed to the following:

To The Hartford:

Hartford Life and Accident Insurance Company Attn.: John Gallant 1 Hartford Plaza Hartford, CT 06155

To City of Madison:

City of Madison Attn: Erin Hillson, Director of Human Resources 215 Martin Luther King Jr. Blvd. Suite 261 Madison, WI 53703

I. Severability. If any one or more of the provisions contained in this Agreement shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein.

J. Each party shall be responsible its own acts, errors or omissions and for the acts, errors or omissions of its employees, officers, officials, agents, boards, committees and commissions, and shall be responsible for any losses, claims, and liabilities that are attributable to such acts, errors, or omissions including providing its own defense, arising out of this Agreement. Policyholder shall be solely liable for any claimed improper use, treatment or disbursement of any PSR funds including any claim for discriminatory application to premium payment. In situations involving joint liability, each party shall only be responsible for such losses, claims, and liabilities that are attributable to its own acts, errors, or omissions and the acts, errors or omissions of its employees, officers, officials, agents, boards, committees and commissions. It is not the intent of either party to waive, limit or otherwise modify the protections and limitations of liability found in Wis. Stat. 893.80 or any other protections available to the parties by law. This paragraph shall survive the termination or expiration of this agreement.

K. Force Majeure. Neither party shall be liable for any delay or non-performance of any covenant contained herein, nor shall any such delay or non-performance constitute a default hereunder, or give rise to any liability for damages if such delay or non-performance is caused by an event of force majeure. As used herein, the term force majeure includes, but is not limited to any act or explosion, acts of God, including action of the elements, disease, pandemic or other health emergency, strike or other labor relations problem, restriction or restraint imposed by law, rule or regulation of any public authority, whether federal, state or local, and whether civil or military, act of any military authority, interruption of transportation, facilities or any other cause that is beyond the reasonable control of such party and which by the exercise of reasonable diligence such party is unable to prevent. The existence of any event of force majeure shall extend the term to complete performance in the exercise of reasonable diligence and in conformance with non-performing party’s disaster recovery plan after the event of force majeure has been removed.

L. Disclaimer. The Hartford takes no position with respect to the legal and/or tax consequences of returning any PSR funds to Policyholder. Furthermore, the PSR Funds will at all times be held in The Hartford’s general accounts and as such will be managed as assets of The Hartford. Accordingly, Policyholder should consult its legal counsel and tax advisor regarding any legal and tax consequences associated with this Agreement.

M. Choice of Law.

This Contract shall be governed by and construed, interpreted, and enforced in accordance with the laws of the State of Wisconsin, without regard to conflict of law principles. For any claim or suit or other dispute relating to this Contract that cannot be mutually resolved informally, the venue shall be Dane County, Wisconsin, and the parties agree to submit themselves to the jurisdiction of a court of competent jurisdiction in said venue, to the exclusion of any other forum that may have jurisdiction over such a dispute according to any law.

N. City of Madison’s Required Provisions. Policyholder is a unit of local government and the following provisions are required by applicable law:

Nondiscrimination. During the term of this Agreement, The Hartford agrees not to discriminate against any employee or applicant for employment because of race, religion, marital status, age, color, sex, handicap, national origin or ancestry, income level or source of income, arrest record or conviction record, less than honorable discharge, physical appearance, sexual orientation, gender identity, political beliefs or student status. The Hartford further agrees not to discriminate against any subcontractor or person who offers to subcontract on this Agreement because of race, religion, color, age, disability, sex, sexual orientation, gender identity or national origin.

INDEPENDENT CONTRACTOR. It is agreed that Contractor is an independent contractor and no employment relationship is created by this Agreement. Any persons who the Contractor utilizes for services under this Contract are not employees of the City of Madison for the purposes of this Agreement.

WHEREFORE, the undersigned have caused this Agreement to be executed on their behalf by their officers empowered to do so with the intent of being bound thereby.

HARTFORD LIFE AND ACCIDENT

INSURANCE COMPANY

City of Madison

By: By:

Name: Name: Satya Rhodes-Conway

Title: Title: Mayor

Date: Date: 04/01/2026

4/7/2026

Steven Odorzcuk

AVP of Underwriting

By:

Date:

Lydia A. McComas, City Clerk

Approved:

________________________________ Date: ______________________ Dave Schmiedicke, Finance Director

________________________________ Date: ______________________ Eric Veum, Risk Manager

Approved as to form:

_________________________________ Date: _______________________ Patricia Lauten, Deputy City Attorney

03/26/2026

3/26/2026 for 03/26/2026

3/30/2026