Res 2016-077/approving an administrative services agreement with United Healthcare Services, Inc. for the provision of medical, pharmacy, dental, flexible spending accounts (fsa), retiree, online enrollment tool and cobra benefits administration in a tot

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Section 10.7 Notices. Any notices, demands, or other communications required under this Agreement will be in writing to the Customer and may be provided via electronic means or by United States Postal Service by certified or registered mail, return receipt requested, postage prepaid, or delivered by a service that provides written receipt of delivery. Section 10.8 Use of Name. The parties agree not to use each other's name, logo, service marks, trademarks or other identifying information without the written permission of the other; provided, however, Customer grants United permission to use Customer's name, logo, service marks, trademarks or other identifying information to the extent necessary for United to carry out its obligations under this Agreement (e.g. on SPDs and ID cards). Section 10.9 Compliance with Laws and Regulations. The parties agree to comply with all applicable federal, state and other laws and regulations with respect to this Agreement. Section 10.10 No Third Party Beneficiaries. Nothing in this Agreement shall confer upon any person other than the parties and their respective successors or assigns, any rights, remedies, obligations, or liabilities whatsoever. Section 10.11 Severability. The invalidity or unenforceability of any provision of this Agreement will not affect the validity or enforceability of any other provision. However, it is intended that a court of competent jurisdiction construe any invalid or unenforceable provision of this Agreement by limiting or reducing it so as to be valid or enforceable to the extent compatible with applicable law. Section 10.12 Non - discrimination. In performing the services required under this Agreement, United will not discriminate against any person on the basis of race, color, religion, sex, national origin, age, disability or ancestry. United agrees not to engage in employment practices which have the purpose or effect of discriminating against employees because of race, color, sex, religion, national origin, age, disability or ancestry. A breach of this covenant may be regarded as a default of the United of this Agreement. Section 10.13 Non - Appropriations. Both parties recognize that the continuation of any Agreement after the close of any fiscal year of the City is subject to appropriations and budget approval providing for such contract item as expenditure in said budget. The City does not represent that said budget item will actually be adopted; that determination is within the sole discretion of the City Council at the time of adoption of each budget. United acknowledges and agrees that it will have no recourse against the City for its failure to appropriate funds for the purposes of this Agreement in any fiscal year other than the year in which this Agreement was executed. The fiscal year for the City extends from October 1 st of each calendar year to September 30th of the following calendar year. Section 10.14 Certificate of Interested Parties. In the event that this agreement reaches an amount greater than $50,000.00 United is required to electronically create a Certificate of Interested Parties Form 1295 through the Texas Ethics Commission ( "TEC ") website (hitps: // www.ethics.state.tx.us /whatsnew /elf info form1295.1itm) and submit a signed and notarized copy of the form to the City prior to the award of the contract. A contract, including a City- issued purchase order, will not be enforceable or legally binding until the City receives and acknowledges receipt of the properly completed Form 1295 from United. Section 10.15 Force Majeure. In the event that the performance by either the City or the United of any of its obligations under this Agreement is interrupted or delayed by events outside of their control such as acts of God, war, riot or civil commotion, then the party is excused from such performance for the period of time reasonably necessary to remedy the effects of such events. Notwithstanding the foregoing, the City will remain responsible for its obligations as defined in Section A3 Providing Funds (Funding the Bank Account) and Section 3.3 Due Dates, Payments, and Penalties (paying service fees).