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HomeMy WebLinkAboutES08-026 - Original - Aon Consulting, Inc. - Review City's Deferred Comp Plan - 05/06/2008 KENT WASHINGTON CONSULTANT SERVICES AGREEMENT Between the City of Kent and Aon Consulting, Inc. THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and AON Investment Consulting, Inc. organized under the laws of the State of Florida, located and doing business at 1420 Fifth Avenue, Suite 1200 , Seattle WA 98101 (hereinafter the "Consultant"). I. DESCRIPTION OF WORK. Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications: 1. Assist the City with formalizing and educating a 457 Deferred Compensation Plan Oversight Committee ("Committee"). a. Assist with selecting Committee members b. Provide education about fiduciary responsibility, liability, and duties c. Provide education about present day 457 Plan industry standards and practices d. Assist with the development of a Plan Statement of Investment Policy 2. Review and analyze the present City of Kent 457 Plan program a. Review and benchmark investment performance and analyze program structure b. Review, study, and benchmark fees to current industry levels c. Review services and features of plan, realtive to modern industry practice d. Review education and counsleing programs relative to modern industry practice e. Review overall structure of present two-provider format versus alternative approaches 3. Present findings to the Committee and lead discussion of action plan and RFI development a. Present analysis and summarized data regarding investment offerings b. Present fee analysis and benchmark study c. Present results of review of services and features, education, and counsleing programs d. Lead discussion of what changes and improvements should be incorporated in the progam e. Develop a "Request for Information," which will define the sought enhancements and ask the present providers for their bids to provide such a package. 4. Conduct RFI process with existing vendors a. Upon approval of the Committee, submit RFI to the vendors for response b. Respond to questions from vendors regarding RFI c. Receive, review and analyze RFI responses d. Present RFI response to the Committee and lead discussion thereof e. Assist the Committee with determining whether to attempt to negotiate a contract with either or both firms, or to stop the process and consider conducting an alternative vendor search. CONSULTANT SERVICES AGREEMENT- 1 (Over$10,000) 5. Negotiate new contract with vendor(s) a. Conduct negotiations to gain the best contract terms possible for City 457 Plan participants b. Finalize investment offerings with successful vendor(s) c. Conduct due diligence as needed d. Prepare documentation of selection and negotiation process for Committee and City 6. Assist with implementation of program enhancements a. Assist with developing communications from the Committee to participants b. Work with vendor(s)to communicate enhancements to participants c. Upon completion of transition to new program, debrief with Committee further represents services Consultantforte repr is that the s ices furnished under this Agreement will be performed in accordance with generally accepted professional practices in effect at the time those services are performed. The City understands that Consultant may use certain historical data and assumptions in the construction of prospective investment strategies. This does not imply that Consultant can predict future activity in financial markets, and there is no assurance of a successful investment result from using this methodology. The City acknowledges that Consultant may use certain products or software provided by third party vendors to provide investment consulting services to the City. Consultant shall discharge its duties under this Agreement solely in the interests of the participants in the 457 Plan and their beneficiaries in accordance with the provisions of this Agreement insofar as they are consistent with the provisions of applicable law. The City and its members shall, individually',and as a group, discharge their duties with respect to the 457 Plan in compliance with the Plan's governing documents and all laws applicable thereto It is expressly understood and agreed that Consultant will not provide any accounting or legal advice. Consultant encourages the City to utilize the City's own attorneys and accountants to provide any related accounting or legal advice. Consultant is not responsible in any manner for the City's decision to retain any professional. The City acknowledges that Aon's Form ADV Part II, which SEC Rule 204-3 (17 CFR §275.204-3) describes as a "written disclosure statement," has been received and reviewed prior to the signing of this Agreement, and that it fully understands the contents contained therein. (Please initial.) II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in Section I above immediately upon the effective date of this Agreement. Upon the effective date of this Agreement, Consultant shall complete the work described in Section I within six months of the contract effective date, unless the City requests or allows for an extension beyond that time-frame through a separately negotiated amendment to this Agreement. III. COMPENSATION. A. The City shall pay the Consultant a flat rate of $24,000 for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described in Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed amendment to this agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall remain CONSULTANT SERVICES AGREEMENT-2 (Over$10,000) r locked at the negotiated rate(s) for a period of one (1) year from the effective date of this Agreement. B. Once this Agreement is fully executed by both parties, the City will remit to Consultant 50% of the compensation due under this Agreement. Upon Consultant's completion of all work under this Agreement to the City's satisfaction, the City will remit to Consultant the remaining 50% of the compensation due The City shall provide payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. C. Services requested by the City and provided by Consultant that are beyond the scope of this Agreement will be negotiated under a separate agreement. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement and that the Consultant has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. Consultant shall not be responsible for the acts, omissions, or insolvency of the City or any other agent,broker, independent contractor,custodian,or other professional that is hired by the City to take any action for or on behalf of the City. Consultant hereby confirms that it is a registered investment adviser under the Investment Advisers Act of 1940, as amended (the "Advisers Act") and that with respect to the performance of its duties hereunder, Consultant will notify the City of any change in its status as registered investment adviser under the Advisers Act within five (5) days of such change in status. V. TERMINATION. Either party may terminate this Agreement', with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After termination, the City may take possession of all records and data within the Consultant's possession pertaining to this project, which may be used by the City without restriction. If the City's use of Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. In the event of a termination prior to the end of the term, Consultant shall be entitled to a pro rata fee for work performed through the date of the termination notice, less any amounts withheld, if any, by the City to cover allowances and to cover any remaining disputes between City and Consultant. VI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. I VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Consultant's willful misconduct or negligent performance of this Agreement. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. CONSULTANT SERVICES AGREEMENT-3 I (Over$10,000) r Y i Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons',or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. p p �' VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit A attached and incorporated by this reference. IX. EXCHANGE OF INFORMATION. The City warrants and represents that it will provide its best efforts to provide reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work under this Agreement, provided however Consultant shall not be liable for any errors due to inaccurate information. The City recognizes that the value and usefulness of investment advisory consulting services of Consultant will be dependent upon information that the City provides to Consultant and upon the City's stated financial objectives. The City will provide such documents as Consultant may reasonably request in order to allow Consultant to complete an accurate evaluation and/or preparation of recommendations. Consultant may rely on, and act upon the basis of, information provided to Consultant by the City or by any other agent, broker, independent contractor, or other professional that is hired by the City, to the extent Consultant does not know that the information provided is incorrect. The City will promptly notify Consultant in writing of any material changes and shall respond promptly to requests by Consultant for information necessary to perform services hereunder. Consultant shall be deemed to be unaware of any changes to information previously provided until new information is actually received by Consultant. To the extent not allowed by law, neither party shall disclose any confidential information to any third party and shall restrict disclosure of the confidential information to those persons involved with performing work for the party receiving the confidential information who have a "need to know", which shall include Consultant's affiliate company utilized for the purpose of preparation of City reports, subject to the obligations herein. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents, and files available to the City upon the City's request. The city's use or reuse of any of the documents, data and files created by Consultant for this project by anyone other than Consultant on any other project shall be without liability or legal exposure to Consultant. XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the performance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be CONSULTANT SERVICES AGREEMENT-4 (Over$10,000) done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. XIII. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever piracticable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for =y's es arising from the parties' performance of this Agreement, each party shall pay all its legal costs and fees incurred in defending or bringing such claim or lawsuit, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the Parties' right to indemnification under Section VII of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3)business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assianment. Any assignment of this Agreement by either party,without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this ',Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into for forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations, including the Advisers Act, that are now effective or in the future become applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. CONSULTANT SERVICES AGREEMENT-5 (Over$10,000) I. Authority. Each party represents that it has full power and authority to enter into and perform this Agreement and the person signing this Agreement on behalf of each has been properly authorized and empowered to execute this Agreement. IN WITNESS,the parties below execute this Agreement,which shall ,become effective on the last date entered below. AON CONSULTING, INC. CITY OF KENT: By: By: (signature) (signature) Print Name: G r`Gck d e'. 1 . cS e,+4tc Print N e: zette Cooke Its VIG.e- 1—�r41'TA4tr Its Ma r (Title) (Titef DATE: Ofta (TI 260 DATE: o NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONSULTANT: CITY OF KENT: (jreA0V%, j,� 31e,4+(Q— Ms. Becky Fowler AON onsulting, Inc. City of Kent IyZO Sr` vt J00,fc— )2Go 220 Fourth Avenue South 8 two L✓/� 08 1 H47 0 Kent, WA 98032 �2.04-yG7- t/(o I4 f (telephone) (253) 856-5290 (telephone) 20 Y L7- 46(, r (facsimile) (253) 856-6270(facsimile) i PROVED AS TO FORM: K t La rtment� i I i CONSULTANT SERVICES AGREEMENT-6 (Over$10,000) Message Page 1 of 3 White, Tammy From: Luevanos, Ray Sent: Friday, April 25, 2008 1:22 PM To: White, Tammy Subject: FW: FW. Aon Consulting [Virus Checked] Hi Tammy, i he revisions have been approved by Aon. Thanks for your help with the amendments. If you need anything from me, please let me know. Have a great weekend! Roy Lwvanos, PHR Senior HR Analyst City of Kent 253)856-5298 ----Original Message----- From: Gregory Settle [mai Ito:Gregory_Settle@aon.com] Sent: Friday, April 25, 2008 1:19 PM To: Luevanos, Ray Subject: Re: FW: Aon Consulting [Virus Checked] Ray, We have reviewed the revised document, and we appove of all of the changes. We look forward to signing the completed Agreement and starting work on your project. Thank you for your vigilant attention to this process! Greg Gregory Settle I Vice President Aon Consulting Investment Consulting 1420 Fifth Avenue. 1 Suite 12001 Seattle, WA 98101-1128 Seattle Office: 206.467.4614 1 Olympia Office: 360.866.9327 1 m: 360.480.6501 1 f:206.467A661 gregory_settle@aon com 1 www.aon.com Named "Best Employee Benefit Consulting Firm" by the readers of Business Insurance NOTE The information contained in this transmission,including any attachment(s)is only for the use of the intended individual(s)or entity,and may contain information that is privileged and confidential If the reader of this message is not an intended recipient,you are hereby notified that any dissemination, distribution,disclosure,or copying of this information is unauthorized and strictly prohibited If you have received this communication in error,please contact the sender immediately by reply email and destroy all copies of the original message "Luevanos <RLuevanos ci.kent.wa.us> .Ray"Y @ To Gregory Settle <Gregory_Settle@aon.com> co 04/25/2008 11:00 AM Subject FW-Aon Consulting [Virus Checked] 4/30/2008 Message Page 2 of 3 Hi Greg, Please let me know via e-mail if this meets with Aon's approval. Thanks, 441j►Luevanos, PHR Senior HR Analyst City of Kent (253)856-5298 -----Original Message----- From: White,Tammy Sent: Friday,April 25,2008 10:59 AM To: Luevanos,Ray Subject: RE:Aon Consulting Ray, attached is a revised version for your and Aon's review. I highlighted the changed text. If Aon can provide its written authorization (an email is fine) giving me its permission to supplement pages 2 and 3 of the agreement with the attached, I can insert them and send the contract to the Mayor for signature because I think we have ironed out everything else. «Aon-Kent457PlanContract.doc>> Let me know. Thanks. i Tammy Larson-White I Legal Analyst City of Kent Law Department 12 253.856.5774 1 F 253.856.6770 1 XJ tlwhite@ci.kent.wa.us 220 Fourth Avenue South I Kent, WA 98032 1 www.ci.kent.wa.us This message Is private and privileged. If you are not the person for whom this message was intended, please delete It and notify me Immediately, and please do not copy or send this message to anyone else. -----Original Message----- From: Luevanos, Ray Sent: Friday, April 25, 2008 9:44 AM To: White,Tammy Subject: RE: Aon Consulting Hi Tammy, I just spoke with Aon over the phone and they agree that $12,000 initially and $12,000 after services have been rendered will suffice. Please let me know if there is anything that I can do to assist you. Thanks, il?,Oy Luevanos, PHR 4/30/2008 nessage Page 3 of 3 Senior HR Analyst aty of Kent ;253)856-5298 -----Original Message----- 'rom: White,Tammy lent: Friday,April 25,2008 8:53 AM i o: Luevanos,Ray subject: Aon Consulting _lay, Attached is a revised agreement with Aon, which provides that Aon will be paid a flat rate. However, we need to figure out how you intend to pay Aon based on that flat rate. Will it all be due up front, will it be due at the very end once all work is complete, will you pay Aon based on a pro-rate portion (i.e., an equal amount ($4000) each month during the 6 months of the Contract)? << File: Aon-Kent457PIan Contract.doc >> Tammy Larson-White I Legal Analyst City of Kent Law Department 12 253.856.5774 1 F 253.856.6770 1 t1wh1te@c1.kent.wa.us 220 Fourth Avenue South I Kent, WA 98032 1 www.ci.kent.wa.us This message Is private and privileged. If you are not the person for whom this message was intended, please delete it and notify me immediately, and please do not copy or send this message to anyone else. 4/30/2008 DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The Cityof Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all g g , q P contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: I. I have read the attached City of Kent administrative policy number 1.2. 1 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide 'a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement 1, the prime contractor, will actively consider hiring and promotion of women and minorities. i 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as 'set forth above. By signing below, I agree to fulfill the five requirements referenced above. Dated this 21 day of (��i , 200g. By: For: AOh Thutd Cat.Su 14-i�i�_ Title: f',eS i&(.0,,A- Date: 2 2 GO i EEO COMPLIANCE DOCUMENTS- 1 I� I CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE:'�� January 1, 1998 i SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting j to $10,000 or more within any given year,must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. I Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract; and subject to suspension or termination for all or part of the Agreement. I Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. I 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. i 2. Monitoring to assure adherence to federal, state and local laws, policies�and guidelines. i i EEO COMPLIANCE DOCUMENTS-2 I CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of &.1 �'h✓ld'fi� '� t! � i,r Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as Z4,M fb✓e wiOje �� '�140r0'WVeA444nat was entered into on the between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations asl outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Oi,pportunity Policy that was part of the before-mentioned Agreement. Dated this day of Dry I , 200 S By: For: C�titvCr�'yn�.ti Title: w<< Re,) &nfi" Date: GD EEO COMPLIANCE DOCUMENTS -3 OMB APPROVAL OMB Number. 3235-0049 FORM ADV Expires: July 31,2008 Uniform Application for Investment Adviser Registration Estimated average burden Part II-Page 1 hours per response---__9.402 Name of Investment Adviser: Aon Investment Consulting,Inc. Address: (Number and Street) (Cittyy) (State) (Zip Code) Area Code: Telephone number: 7650 W.Courtney Campbell Causeway,S. 1000 Tampa,Florida 33607 813 636-3070 This part of Form ADV gives information about the investment adviser and its business for the use of clients. The information has not been approved or verified by any governmental authority. Table of Contents Item Number Item Page I Advisory Services and Fees-------------------------------------------------- 2 2 Types of Clients - --------------------------------------------------- 2 3 Types of Investments------------------------------------------------------ 3 4 Methods of Analysis,Sources of Information and Investment Strategies _---__-______________ 3 5 Education and Business Standards _____________________________________________ 4 6 Education and Business Background ___________________________________________ 4 7 Other Business Activities _ _____________________________________________ 4 8 Other Financial Industry Activities or Affiliations ___________________________________ 4 9 Participation or Interest in Client Transactions _____________________________________ 5 10 Conditions for Managing Accounts------------------------------L_-_____-____-- 5 II Review of Accounts ------------------ --___'__-____-_-___- 5 12 Investment or Brokerage Discretion------------------------------'-------------- 6 13 Additional Compensation ___________________________________________________ 6 14 Balance Sheet ---------------------------------------------------------- 6 Continuation Sheet ________________________________________i------- Schedule Balance Sheet,if required____________________________________________ Schedule (Schedules A E C D and E are included with Part I of this Form,for the use of regulatory bodies,and are not distributed to clients.) Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. FORM ADV Applicant SEC File Number Date Part 11-Page 2 Aon Investment Consulting,Inc. Sol- 28105 12-31-2007 1. A. Advisory Services and Fees.(check the applicable boxes) For each type of service provided,state the approximate %of total advisory billings from that service. (See instruction below.) Applicant: ® (1)Provides investment supervisory services--------------------------- ---------- 1 % ❑ (2)Manages investment advisory accounts not involving investment supervisory services _________ % ® (3)Furnishes investment advice through consultations not included in either service described above _- 94 % Issues ut ies by El❑ (5)Issues periodicals re reports about bout securities ties not included in an service described above _ % ❑ (6)Issues,not as part of any service described above,any charts,graphs,formulas,or other devices which clients may use to evaluate securities________ _________________________ % ® (7) On more than an occasional basis,furnishes advice to clients on matters not involving securities__- 5 ❑ (8) Provides a timing service -------------------------------------------------- % ❑ (9) Furnishes advice about securities in any manner not described above ___-___--'-_-_--_--- % (Percentages should be based on applicant's last fiscal year.If applicant has not completed its first fiscal year, provide estimates of advisory billings for that year and state that the percentages are estimates.) Yes No B. Does applicant call any of the services it checked above financial planning or some similar,term? _---__ ❑ C. Applicant offers investment advisory services for:(check all that apply) ® (1) A percentage of assets under management ❑ (4) Subscription fees ® (2) Hourly charges ❑ (5) Commissions ® (3) Fixed fees(not including subscription fees) ❑ (6) Other D. For each checked box in A above,describe on Schedule F: • the services provided,including the name of any publication or report issued by the adviser on a subscription basis or for a fee • applicant's basic fee schedule,how fees are charged and whether its fees are negotiable • when compensation is payable,and if compensation is payable before service is provided,how a client may get a refund or may terminate an investment advisory contract before its expiration date 2.Types of clients-Applicant generally provides investment advice to:(check those that apply) ❑ A. Individuals ® E. Trusts,estates,or charitable organizations ® B. Banks or thrift institutions ® F. Corporations or business entities other than those listed above ® C. Investment companies ❑ G. Other(describe on Schedule F) ® D. Pension and profit sharing plans Answer all items.Complete amended pages in full,circle amended items and file with execution page(page 1). FORM ADV Applicant: SEC File Number: Date: Part II-Page 3 Aon Investment Consulting,Inc. T801- 28105 112-31-2007 3.Types of Investments.Applicant offers advice on the following:(check those that apply) A. Equity securities ® H. United States government securities (1)exchange-listed securities 1. Options contracts on: (2)securities traded over-the-counter (1)securities ' (3)foreign issuers (2)commodities' ® B. Warrants J. Futures contracts on: ® C. Corporate debt securities(other than commercial paper) ® (1)tangibles (2)intangibles ® D. Commercial paper ® E. Certificates of deposit K. Interests in partnerships investing in. ® F. Municipal securities ® (1)real estate (2)oil and gas interests G. Investment company securities: (3)other(explain on Schedule F) (1)variable life insurance (2)variable annuities ® L. Other(explain on Schedule F) (3)mutual fund shares 4.Methods of Analysis,Sources of Information,and Investment Strategies. A. Applicant's security analysis methods include:(check those that apply) (1) ® Charting (4) ® Cyclical (2) ® Fundamental (5) ® Other(explain on Schedule F) (3) ® Technical B The main sources of information applicant uses include:(check those that apply) (1) ® Financial newspapers and magazines (5) ® Timing services (2) ® Inspections of corporate activities (6) ® Annual reports,prospectuses,filings with the Securities and Exchange Commission (3) ® Research materials prepared by others (7) ® Company press releases (4) ® Corporate rating services (8) ® Other(explain op Schedule F) C. The investment strategies used to implement any investment advice given to clients include:(check those that apply) (1) ® Long term purchases (5) ® Margin transactions (securities held at least a year) (2) ® Short term purchases (6) ® Option writing,including covered options, (securities sold within a year) uncovered options or spreading strategies (3) ® Trading(securities sold within 30 days) (7) ® Other(explain on Schedule F) (4) ® Short sales Answer all items.Complete amended pages in full,circle amended items and file with execution page(page 1). FORM ADV Applicant: SEC File Number: Date: Part II-Page 4 Aon Investment Consulting,Inc. 801- 28105 12-31-2007 5.Education and Business Standards. Are there any general standards of education or business experience that applicant requires of those involved in Yes No determining or giving investment advice to clients? _________________________________________ ® ❑ (If yes,describe these standards on Schedule F.) 6. Education and Business Background. For: • each member of the investment committee or group that determines general investment advice to be given to clients,or • if the applicant has no investment committee or group,each individual who determines general investment advice given to clients(if more than five,respond only for their supervisors) • each principal executive officer of applicant or each person with similar status or performing similar functions. On Schedule F,give the: • name formal education after high school • year of birth business background for the preceding five years 7. Other Business Activities.(check those that apply) ❑ A. Applicant is actively engaged in a business other than giving investment advice. ® B Applicant sells products or services other than investment advice to clients. ❑ C The principal business of applicant or its principal executive officers involves something other than providing investment advice (For each checked box describe the other activities,including the time spent on them,on Schedule F.) 8.Other Financial Industry Activities or Affiliations.(check those that apply) ❑ A.Applicant is registered(or has an application pending)as a securities broker-dealer. ❑ B. Applicant is registered(or has an application pending)as a futures commission merchant,commodity pool operator or commodity trading adviser. C. Applicant has arrangements that are material to its advisory business or its clients with a related person who is a- (1)broker-dealer ❑ (7)accounting firm ❑ (2)investment company ❑ (8)law firm ® (3)other investment adviser ® (9)insurance company or agency ❑ (4)financial planning firm ® (10)pension consultant ❑ (5)commodity pool operator,commodity trading ❑ (11)real estate broker or dealer adviser or futures commission merchant ❑ (6)banking or thrift institution ❑ (12)entity that creates or packages limited partnerships (For each checked box in C,on Schedule F identify the related person and describe the relationship and the arrangements.) Yes No D. Is applicant or a related person a general partner in any partnership in which clients are solicited to invest?. ❑ 19 (If yes,describe on Schedule F the partnerships and what they invest in.) Answer all items.Complete amended pages in full,circle amended items and file with execution page(page 1). FORM ADV Applicant: SEC File Number: Date: Part II-Page 5 Aon Investment Consulting,Inc. 801- 2810$ 12-31-2007 9, Participation or Interest in Client Transactions. Applicant or a related person:(check those that apply) ❑ A. As principal,buys securities for itself from or sells securities it owns to any client. ❑ B. As broker or agent effects securities transactions for compensation for any client. ❑ C. As broker or agent for any person other than a client effects transactions in which client securities are sold to or bought from a brokerage customer. ❑ D. Recommends to clients that they buy or sell securities or investment products in which the applicant or a related person has some financial interest. ® E. Buys or sells for itself securities that it also recommends to clients. (For each box checked,describe on Schedule F when the applicant or a related person engages in these transactions and what restrictions,internal procedures,or disclosures are used for conflicts of interest in those transactions.) Describe,on Schedule F,your code of ethics,and state that you will provide a copy of your code of ethics to any client or prospective client upon request. 10.Conditions for Managing Accounts.Does the applicant provide investment supervisory services,manage Yes No investment advisory accounts or hold itself out as providing financial planning or some similarly termed ❑ services and impose a minimum dollar value of assets or other conditions for starting or maintaining an account? (If yes,describe on Schedule F) 11.Review of Accounts.If applicant provides investment supervisory services,manages investment advisory accounts, or holds itself out as providing financial planning or some similarly termed services: A.Describe below the reviews and reviewers of the accounts.For reviews,include their frequency,different levels,and triggering factors.For reviewers,include the number of reviewers,their titles and functions,,instructions they receive from applicant on performing reviews,and number of accounts assigned each. AIC's investment consulting process includes developing investment policy,defining asset allocation strategy,establishing performance measurement standards, and monitoring the progress of the client's fund toward meeting its objectives Periodic reviews,ranging in frequency from quarterly to annual as specified by the client,are conducted to evaluate performance,review investment policy,adjust the asset allocation strategy if needed,monitor the progress of the plan toward meeting the objectives,and where applicable,make sure the plan is operated in compliance with ERISA or governing body Triggering factors for reviews include changes in objectives,a shift in investment policies,unusual investment performance(usually below benchmark),failure to meet client objectives,or legislation affecting ERISA compliance Reviewers include all Consultants(currently 21),each of whom is responsible for approximately 20 accounts Consultants advise clients using research from a central Global Research Unit,pre-approved reporting formats,and all work is subject to rigorous peer review B.Describe below the nature and frequency of regular reports to clients on their accounts. Reports for defined benefit plans and other sponsor-directed funds("Funds")are developed based on reported transactions and market values for the Funds'investment managers. Reports include absolute and relative performance comparisons,risk analysis,and attribution analysis,both by manager and for the total Fund. These reports are typically provided to clients on a quarterly basis. Reports for defined contribution plans that are participant-directed are include similar information but there is no total fund performance calculation since each participant determines the investment allocation of his or her own account. These reports are provided on a quarterly,semi-annual,or annual basis,depending on the needs and preferences of the client. Answer all items.Complete amended pages in full,circle amended items and file with execution page(page 1). FORM ADV Applicant SEC File Number Date Part II-Page 6 Aon Investment Consulting,Inc. 801- 28105' 12-31-2007 12.Investment or Brokerage Discretion. A. Does applicant or any related person have authority to determine,without obtaining specific client consent,the: Yes No (1) securities to be bought or sold. ® ❑ Yes No (2) amount of the securities to be bought or sold? _____________________________________ ® ❑ Yes No (3) broker or dealer to be used? ❑ ------------------ Yes No (4) commission rates paid? -_____-__ El------------------------------------------- Yes No B. Does applicant or a related person suggest brokers to clients? ___________________,_________-__ ® ❑ For each yes answer to A describe on Schedule F any limitations on the authority.For each yes to A(3),A(4) or B,describe on Schedule F the factors considered in selecting brokers and determining the reasonableness of their commissions.if the value of products,research and services given to the applicant or a related person is a factor,describe: • the products,research and services • whether clients may pay commissions higher than those obtainable from other brokers'in return for those products and services • whether research is used to service all of applicant's accounts or just those accounts paying for it;and • any procedures the applicant used during the last fiscal year to direct client transactions to a particular broker in return for product and research services received. 13.Additional Compensation. Does the applicant or a related person have any arrangements,oral or in writing,where it: A. is paid cash by or receives some economic benefit(including commissions,equipment or non-research Yes No giving ----------- ❑ services from anon-client in connection with ivin advice to clients. _____________'' Yes No B. directly or indirectly compensates any person for client referrals?________________ __________ ® ❑ For each yes,describe the arran ements on Schedule F. 14.Balance Sheet.Applicant must provide a balance sheet for the most recent fiscal year on Schedule G if applicant: • has custody of client funds or securities(unless applicant is registered or registering only with the Securities and Exchange Commission);or • requires prepayment of more than$500 in fees per client and 6 or more months in advance Yes No Has applicant provided a Schedule G balance sheet?____ __________________ ❑ Answer all items.Complete amended pages in full,circle amended items and file with execution page(page 1). c Schedule F of Applicant. SEC File Number Date Form ADV Continuation Sheet for Form ADV Part II Aon Investment Consulting,Inc. 801- 28105 12-31-2007 (Do not use this Schedule as a continuation sheet for Form ADV Part I or any other schedules.) 1.Full name of applicant exactly as stated in Item IA of Part I of Form ADV: IRS Empl.Ident.No.: Aon Investment Consulting,Inc. 59-2706923 Item of Form (identify) Answer I.D. Aon Investment Consulting(AIC)provides investment consulting services to qualified retirement plans,corporations, endowments and foundations,and other institutional funds These services include establishing investment objectives, advice on asset allocation,performance measurement,and the evaluation and recommendation of investment management alternatives(such as traditional equity and fixed income managers)as they relate to the client's investment objectives These services are most often performed on a non-discretionary basis(item 1 A(3)on page 2),but AIC will provide the services on a discretionary basis as well(item 1 A(1)on page 2) AIC may also advise clients on matters not involving securities,such as recommendations as to participant advice programs or assistance with asset-liability modeling for a fund(item 1 A(7)on page 2) AIC's fees are for investment consulting services are in addition to the investment management fees and expenses paid by clients to investment managers of clients'accounts,or as shareholders of investment companies in which the clients are invested Fees are charged based on the type of engagement and the arrangement agreed to by AIC and the client, and may be a)flat fees,based on an estimate of the time involved and complexity of the case,b)based on actual time and expenses incurred,at AIC's standard hourly rates,or c)asset-based,with an effective charge ranging from 30 basis points to 3 basis points or less,depending on the size of the portfolio and the nature of services rendered Fees are negotiable and are agreed upon in an investment advisory contract or engagement letter,prior to the performance of any service The contractor engagement letter stipulates the services to be provided,the fee,and the length of the contract period Fees may be collected either in advance or arrears when on the basis of a flat fee or hourly charge,and typically collected quarterly in advance when on the basis of an asset charge All contracts may be terminated upon written notice to either party 2.C. AIC may provide investment advice to investment companies solely for the benefit of those companies sponsored retirement plans AIC does not provide any other type of investment advice or services to investment companies 3.L. AIC typically offers research and evaluation services to clients with respect to investment managers who may use one or more of the types of investments listed in item 3,as opposed to advising clients an direct investment in specific securities 4.A.,B.and C. As indicated in 3 L,AIC offers advice on investment manager selection,such advice being based on fundamental analysis of such managers Information regarding investment managers and their,performance is collected through subscriptions to specialized database services,investment manager questionnaires,personal interviews,and publicly available information Investment strategies used to implement any investment advice are based upon both short-term and long-term investment objectives as identified by the client,and/or compliance with ERISA and its guidelines concerning the investment of qualified plan assets The investment managers recommended by AIC might themselves use the various methods of analysis,sources of information,and investment strategies noted in items 4 A,B,and C, respectively Complete amended pages in full,circle amended items and file with-execution page(page 1). I Schedule F of Applicant SEC File Number: Date Form ADV Continuation Sheet for Form ADV Part II Aon Investment Consulting,Inc. 801-28105 12-31-2007 (Do not use this Schedule as a continuation sheet for Form ADV Part I or any other schedules.) 1.Full name of applicant exactly as stated in Item IA of Part I of Form ADV: IRS Empl.Ident.No.: Aon Investment Consulting,Inc. 59-2706923 Item of Form (identify) Answer 5. AIC requires that those involved in giving investment advice to clients(Investment Consultants)have a thorough knowledge of the investment arena,including,as applicable,knowledge related to specialized areas such as retirement plans or endowments and foundations. Investment Consultants are required to hold a college degree and generally have the equivalent of five years of consulting in investments or a related field. 6. The following information is provided for AIC's six supervisory consultants. Angela Parrish,Practice Leader Born 1957 Graduate of University of Florida, 1978,BS Degree in Business Administration.CFA/CPA Senior Vice President and Investment Consultant with AIC for the five years ended December 31,2007 Scott Fisher Born 1957 Graduate of Bucknell University,BA in Biology&Economics, 1979. CFA Vice President and Investment Consultant with AIC for the five years ended December 31,2007 Rebecca King Born 1953 Graduate of Salem College,BA in French, 1975. CEBS Senior Vice President and Investment Consultant with AIC for the five years ended December 31,2007 Nicole Robertson Bornl969 Graduate of University of Virginia,BS in Accounting,1991.Graduate of Georgia State University, Masters in Financial Planning,2000. CFP,CIPM Vice President and Consultant with AIC for the five years ended December 31,2007 James Scott Born 1951 Graduate of Illinois Wesleyan University,BS in Business Administration,1973.Graduate of College of Financial Planning, 1980. Senior Vice President and Investment Consultant with AIC,November 2004-December 31,2007 Independent Contractor,third-party marketing,July 2003-October 2004. President,Palmer&Cay Investment Services and Palmer&Cay Securities Corporation,June 2000-July 2003. Complete amended pages in full,circle amended items and file with execution page(page 1). r Schedule F of Applicant SEC File Number Date Form ADV Continuation Sheet for Form ADV Part II Aon Investment Consulting,Inc. 801-28105 12-31-2007 (Do not use this Schedule as a continuation sheet for Form ADV Part I or any other schedules.) 1.Full name of applicant exactly as stated in Item IA of Part I of Form ADV: IRS Empl.Ident.No.: 59-2706923 Item of Form (identify Answer 6.(continued) Mark Vorhees Born 1956 Graduate of Principia College,BA Degree in Business and Economics, 1978.Graduate of University of Detroit,MBA in Finance, 1987. CFA Vice President and Investment Consulting with AIC for the five years ended December 31,2007 7.B. The services offered by AIC include pension fund asset-liability projects and modeling. AIC estimates that this service represents approximately 5%of its total client services. 8.C.(1) Certain employees of AIC hold securities licenses with Aon Securities,a broker/dealer that is a wholly-owned subsidiary of Aon Corporation. None of these employees currently conduct any business through Aon Securities. 8.C.(3) Two affiliate registered investment advisers exist within Aon: 1)Aon Advisors,Inc.manages certain internal funds for Aon and has no direct relationship or arrangements with AIC;and 2) Aon Retirement Plan Advisors,LLC(ARPA),which provides investment consulting services primarily to smaller retirement plans(typically under$15 million in plan assets). ARPA's relationship with AIC is that ARPA purchases manager research from AIC's Global Research Unit. At its discretion,AIC may utilize ARPA for the handling of report production tasks. 8.C.(9)-(10) A number of AIC's clients are referred by Aon Consulting,the direct parent of AIC. Aon Consulting is a leading provider of a variety of human resource management consulting services,including actuarial and benefit plan consulting services,,flexible compensation consulting,and communications and management consulting. Aon Consulting is owned by Aon Corporation(Aon),a global insurance and consulting company. Other parts of Aon or Aon consulting may receive compensations from providers of investment and administrative services that AIC evaluates for clients. The compensation is for risk management,brokerage,or other services unrelated to AIC's evaluation of those investment vendors.To the extent entities affiliated with Aon receive compensation for these unrelated services,it will not influence AIC's investment consulting because AIC's policies prohibit them from taking such compensation into account when advising clients. Complete amended pages in full,circle amended items and file with execution'page(page 1). Schedule F of Applicant SEC File Number Date Form ADV Continuation Sheet for Form ADV Part III Aon Investment Consulting,Inc. 801- 25105 12-31-2007 (Do not use this Schedule as a continuation sheet for Form ADV Part I or any other schedules.) 1.Full name of applicant exactly as stated in Item IA of Part I of Form ADV: IRS Empl.Ident.No.: Aon Investment Consulting,Inc. 59-2706923 Item of Form (identify) Answer 9 AIC's Code of Ethics addresses in detail AIC's policies and requirements in the following areas: Statement of Mission and Values;Conflicts of Interest;Gifts,Entertainment,and Other Third Party Benefits;Personal Trading;Insider Trading;and Outside Business and Employment. A copy of AIC's Code of Ethics is available to any client or prospective client upon request. 9.E. Employees of AIC may buy or sell for themselves mutual funds or other commingled vehicles that they also recommend to clients(AIC does not recommend individual securities such as stocks or bonds). For example,the Aon Savings Plan holds many of the same mutual funds that AIC recommends for its clients. All personal securities transactions of AIC employees are reviewed by AIC's Chief Compliance Officer to ensure that no conflicts of interest exist. In addition,it is possible that other parts of Aon or its affiliates,including corporate entities and employees thereof,may buy or sell securities that are included in mutual funds or other managed accounts that AIC is recommending to clients. AIC does not share information as to its manager recommendations with non-AIC employees. 12.A. AIC offers an implemented consulting service whereby it works with clients to establish investment policy and asset allocation strategy,then assumes all manager hire and fire decisions for the client. Clients will be notified of all pending transactions and can notify AIC within 10 working days following receipt of AIC's report or recommendations affecting the Plan if the Client does not wish to accept AIC's proposed action. 12.B. AIC occasionally refers clients for which it provides investment'consulting services to a specific discount broker. This is the same broker that will be recommended in connection with the implemented consulting service described in 12.A.above. If engaged,that broker acts as a central custodian for the client's mutual funds and charges discounted transactions costs to the clients. AIC receives no cash compensation from the broker. However,the broker furnishes a computer service that provides file downloads,on-line services,and real time quotes to AIC. These services may be used in servicing all of AIC's accounts and may not be used in connection with any particular accounts which may have paid commissions to the broker providing such services to AIC with fees waived. 13.B. In cases where an AIC client is referred to AIC by certain affiliates of Aon,such as Aon Consulting's Merger and Acquisition Group,or Aon Risk Services,the affiliated party may be compensated for the referral. Such compensation is in the form of internal credits to the affiliated party. The amount of the internal credits that may be generated by a referral varies depending on the agreement between the parties,but is typically in the range of 10%to 25%of the fees paid by the referred client during the first year after the referral,with an ongoing credit in certain cases. Complete amended pages in full,circle amended items and file with execution page(page 1). EXHIBIT INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to ,property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form ;providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. 4. Professional Liability (Errors & Omissions) insurance appropriate to the Consultant's profession. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $1,000,000 products-completed operations aggregate limit. 3. Professional Liability (Errors & Omissions) insurance shall be written with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 2. The Consultant's insurance shall be endorsed to 'state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements, of the Consultant before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. DATE(MM/DDIM ACORE *� 03/06/2008 PRODUCER Serial# 8793 THIS CERTIFICATE IS ISSUED S A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE AON RISK SERVICES CENTRAL,INC. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR FKA AON RISK SERVICES,INC.OF ILLINOIS ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 1000 N.MILWAUKEE AVENUE COMPANIES AFFORDING COVERAGE GLENVIEW,IL 60025 COMPANY PHONE-1-866-283-7122 FAX-847-953-5390 A CONTINENTAL CASUALTY COMPANY INSURED COMPANY AON CORPORATION AND B AON CONSULTING COMPANY 200 E.RANDOLPH C CHICAGO,IL 60601 COMPANY D THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED B Y THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS CO TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS LTR DATE(MWDD/YY) DATE(MM/DD/YY) A GENERAL LIABILITY GL2091214146 06/01/2007 06/01/2008 GENERAL AGGREGATE $ 2,000,000 X COMMERCIAL GENERAL LIABILITY PRODUCTS-COMP/OPAGG $ 1,000,000 CLAIMS MADE �3 OCCUR PERSONAL&ADV INJURY $ 1,000,000 OWNER'S 8 CONTRACTOR'S PROT EACH OCCURRENCE $ 1,000,000 FIRE DAMAGE (Anyone fire) $ 1,000,000 MED EXP(Anyone person) $ 10,000 A AUTOMOBILE LIABILITY BUA2091214065 06/01/2007 06/01/2008 COMBINED SINGLE UMIT $ 1,000,000 X ANY AUTO ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) HIRED AUTOS BODILY INJURY NON-OWNED AUTOS (Peraoddent) $ PROPERTY DAMAGE $ GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN AUTO ONLY, EACH ACCIDENT $ AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ UMBRELLA FORM AGGREGATE $ OTHER THAN UMBRELLA FORM $ WORKER'S COMPENSATION AND vuc eTATu- oTH- EMPLOYERS'LIABILITY TORVLIMiTs ER EL EACH ACCIDENT $ THE PROPRIETOR/ INCL EL DISEASE-POLICY LIMIT $ PARTNERSIEXECUTIVE OFFICERS ARE EXCL EL DISEASE-EA EMPLOYEE $ OTHER DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS RE: AON CONSULTING,1420 FIFTH AVE,SUITE 1200,SEATTLE,WA 98101. CITY OF KENT IS INCLUDED AS AN ADDITIONAL INSURED WITH RESPECT TO THE GENERAL LIABILITY AND AUTOMOBILE LIABILITY POLICES. GENERAL LIABILITY COVERAGE IS PRIMARY AND NON-CONTRIBUTORY. ALL OF THE ABOVE TERMS ARE AS REQUIRED BY WRITTEN CONTRACT. GENERAL AGGREGATE ON THE GENERAL LIABILITY POLICY IS ON A PER LOCATION BASIS. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE CITY OF KENT EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 2201 FOURTH AVE.SOUTH 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, KENT,WA 98032 BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE Aon Risk Services Central,Inc. 5` T'\DOCUMENT PRODUCTION\CHOICES\AON GLALWCEX 07-08 FP5 ACORD DATE(MWDDIYY) TM 03/06/2008 PRODUCER Serial# 074 16 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE AON RISK SERVICES CENTRAL,INC. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR FKA AON RISK SERVICES,INC.OF ILLINOIS ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 1000 N.MILWAUKEE AVENUE COMPANIES AFFORDING COVERAGE GLENVIEW,IL 60025 COMPANY PHONE-1.866-283-7122 FAX-847-953-5390 A LEXINGTON INSURANCE COMPANY INSURED COMPANY AON CORPORATION AND B AON CONSULTING COMPANY 200 E.RANDOLPH C CHICAGO,IL 60601 COMPANY D THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED B Y THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES,LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS T POLICY TYPE OF INSURANCE POLICY NUMBER DATE MM/DD Y) POLICY EXPIRATION LIMITS LTR ( /YY) DATE(MMIDDIYY) GENERAL LIABILITY GENERAL AGGREGATE $ COMMERCIAL GENERAL LIABILITY PRODUCTS-COMPIOPAGG $ CLAIMS MADE OCCUR PERSONAL&ADV INJURY $ OWNER'S&CONTRACTOR'S PROT EACH OCCURRENCE $ FIRE DAMAGE (Anyone fire) $ MED EXP(Anyone person) $ AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT $ ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Par person) HIRED AUTOS BODILY INJURY $ NON-OWNEDAUTOS (Per eaddent) PROPERTY DAMAGE $ GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $ ANY AUTO OTHER THAN AUTO ONLY EACHACCIDENT $ AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ UMBRELLA FORM AGGREGATE $ OTHER THAN UMBRELLA FORM $ WORKER'S COMPENSATION AND CI OTH- EMPLOYERS'LIABILITY TORY L LIMIMITT S ER EL EACH ACCIDENT $ THE PROPRIETOR/ INCL EL DISEASE-POLICY LIMIT $ PARTNERSAXECUTIVE OFFICERS ARE. EXCL EL DISEASE-EA EMPLOYEE $ OTHER A ERRORS&OMISSIONS 7113473 4/17/2007 4/17/2011 EACH CLAIM: $1,000,000 SEE ATTACHED ADDENDUM DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS RE: AON CONSULTING,1420 FIFTH AVE.,SUITE 1200,SEATTLE,WA 98101. WWI SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE CITY OF KENT EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 2201 FOURTH AVE.SOUTH 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, KENT,WA 98032 BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE OF AON RISK SERVICES,INC.OF IL Aon Risk Services Central,Inc. 5mum T:kD000MENT PRODUCTIOWCHOICESAON E&O 2007-2011 FP5 Page 1 E&0 Coverage Insurer: Lexington Insurance Company Policy number: 7113473 Policy term: 4/17/2007 - 4/17/2011 (a) This certificate of insurance contains a summary of the policy coverage and does not include all terms, conditions and exclusions of the policy. The policy contains the full and complete agreement with regard to coverage. In the event of any inconsistency between this certificate of insurance and the policy, the policy language shall control. (b) The insured has a retention on each and every claim under the policy. The retention has a minimum amount of $500, 000 on each and every claim and may increase based upon the amount of 'the loss . (c) The insured has the right to cancel the policy within 10 days of the policy effective date. The insurer has the right to cancel the policy for non-payment of premium. (d) This is a claims made and reported policy of indemnity. (e) After an aggregate $103, 500, 000 in claims has been paid under the policy, no additional claims will be paid by the policy. However, the Insured, in its sole discretion, may specify an amount less than $103, 500, 000 on any certificate of insurance. (f) The limits of liability may be reduced in the event of non-payment of premium. Serial#: 07446 Page 2 POLICY NUMBER: OL 2001214146 COAXAL GENERAL LIABILITY INDT.140.48 CS 2010 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsernerd Inamenoe provided under the Isliaft: COMMERCIAL GUIER L LIABILITY COVERAGE PART SCHNXILE Name Of Additional oared Ki ) Of ANY PERSON OR ORGANIZATION FOR WHOM YOU ARE OBLIGATED TO PROVIDE SAL LLA I4 I7Y MISURANCE BY A VAUTTEN CONTRACT OR AGREEMENT. A. Section N—Who M An In aced is amended to TEIs ineuranos does not q*ly la"bo*Fury'or nrdude me an addNkmW kwjW the psrson(s)or "property dame'coc mft agar oroonisaWon(s) shown in Wn Schedule. but arft 1. AM work kwkAV I malarl J& parts or wNh rsspeot to ldit for"bodly krjt ."properly �pm� shad inIM ewnnadion w such dam" or "psrsorW and key work, an Mee preled (clhw Ion servks, caused,In whole or In part,by: malmnence or to be padmned by 1. Your am or omissions,or or on b*W of Vie add0lonel bonds)at the 2. The acts or ornUslons of than acre on your Wcallon of the covorsd operaftne has been behaW. :or In the pwfwmmm of your apenllone for 2. That portion eat"y w week" out of wldOh the the Inaxsd(s) at I; to al or0) " or Ims bw pL4 to Ns do@Vu ted above. nMnded use by &��or wprdzetkm B. With respect to the na xance -So der! to these � In � adr *xW nareds. the blowing adMonel a as a part of the exdudons appy: own mi C®20"V 04 Capyti K 180 PasAertloa,tam.,24 Pape 1 of i REQUEST FOR MAYOR'S SIGNATURE KENT Please Fill in All Applicable Boxes WASHINGTON Routing Information (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) Originator: ;try '/ Phone (Originator): Date Sent: J fj� Date Required: Return Signed Document to: CONTRACT TERMINATION DATE: VENDOR NAME: ����� � �` �, DATE OF COUNCIL APPROVAL: Brief Explanation of Document: I��u g Ls � (��'tz�f�2c�� �✓ C�?���i� � ��%I l�� ��'�� �i'n-, ll�t� � -�z All Contracts Must Be Routed Through the Law Department (This Atea to be Completed By the Law Department) Received: RECEIVED jl'L�j t Approval of Law Dept.: APR 2 2 2008 Law Dept. Comments: r r� ENT Vif DEPT 0 Date Forwarded`tJ Mayo�.* __ Shaded Areas to Be Completed by Administration Staff �11 ��1�� Received: i Recommendations & Comments: Disposition: 51�/o,& Date Returned: Iage5870 • 3/05