WORK ORDER NO.__
(BPO SERVICES)
This Work Order, deemed effective as of ______, 20__ (“Effective Date”), is by and between ______ (“Vendor”) and ______(“Customer”), and is entered into in accordance with and as part of the Master Business Process Outsourcing Services Agreement between the parties and dated effective with an even date as this Work Order (the “Agreement”) and is incorporated therein by reference. Capitalized terms used but not defined in this Work Order shall have the meanings given to them in the Agreement.
Vendor, at the request of Customer, agrees to perform the following Services:
1.DUTIES OF Vendor:
Vendor shall provide the services described below (“Services”) in accordance with the terms of this Work Order and the terms of the Agreement. The Services will be performed for the Authorized State(s) and the Authorized Line(s) of Business underwritten by the Authorized Companies set forth below at Vendor’s, or its affiliates’ or subcontractor’s service center or any other service center as designated by Vendor from time to time:
- Authorized Companies: INSERT COMPANY NAME(S)
- Authorized Lines of Business:INSERT LINES OF BUSINESS
- Authorized States :INSERT STATES
- Application Receipt–- Customer or Customer’s Agents will submit new business data to Vendor’s designatedservicing center via the Internet, by accessing a Web Site developed for Customer by Vendor pursuant to Work Order No. 1 to this Agreement. Any endorsement, renewal, cancellation or reinstatement data will be provided to Vendor by Customer’s Agents via Internet, direct telecommunications, telefax or U.S. mail.
1.2Underwriting and Rating - Vendor will perform applicable policy underwriting, rating and issuance functions in accordance with Customer’s provided underwriting, rating and issuance procedures and guidelines including bureau specific rating manuals or other third party materials, which may change from time to time; however, Vendor has no authority to exercise discretionary judgment in such underwriting, policy rating and issuance functions.
1.3Policy Administration -Vendor will function as Customer’s administrative back-end service provider. Such policy administration Services will include processing endorsements, cancellations, reinstatements, non-renewals and renewals, printing and mailing policies, invoices, cancellation notices and reinstatements. Customer will have the ability to access, retrieve and review documents through the archive feature within the base version of Media Management. Vendor will establish a unique toll-free telephone number exclusively for Customer’s Agents to access Vendor’s servicing office. Customer’s Agents will handle questions from policy-holders/insureds and producers related to the policies issued by Vendor. Standard hours of operation are 8:00 a.m. to 5:00 p.m.. Standard/Daylight time (time zone commensurate with the time zone of state of business processed), Monday through Friday, excluding Vendor holidays. Vendor will not handle any questions from Customer’s insureds involving advice, explanations or recitations relating to terms or conditions concerning policy coverage, including policy limits; . Customer shall instruct Customer’s Agents to answer all such questions. Vendor shall not solicit, negotiate or procure any policy of insurance on behalf of Customer. Customer and Vendor agree to jointly set up procedures designed to prevent Vendor from exercising discretionary judgment in such policy rating and issuance functions, and Customer agrees to use reasonable efforts in its reviews of Vendor services to guard against exercises of discretionary judgment.
1.4Policy and Claims Administration Support for Customer’s AgentsUpon Customer’s request,Vendor shall provide systems analysts, programmers and other technical and business personnel, to perform Services to research and resolve issues related to policy and claims administration. The additional support shall be provided by Vendor at the time and materials rates set forth in paragraph 4.7 of this Work Order. Such additional support may include, but is not limited to:
a. Policy and and claims administration support where the Customer or Customer's Agent needs training or entry processing assistance in POINT IN.
b.Customer shall take all first level calls from Customer’s Agents and attempt to provide resolution and assistance as needed to assist Customer’s Agents with completing the policy and claims administration task. If Customer is unable to resolve the problem or adequately assist the Customer’s Agent in completing thepolicy and claims administration tasks, Customer shall then contact Vendor for the assistance outlined above.
1.5 Technical Help Desk Support for Customer’s Agents–-Vendor shall provide technical assistance to Customer’s Agents for Platform Profile Set-up, Initial Password and Password Resets. If Vendor supports fully managed data communication lines for the Customer’s Agents, Vendor shall also handle requests for Connectivity Supportfrom Customer’s Agents. If Vendor does not provide fully managed data communications lines for Customer’s Agents, Vendor shall handle requests for Connectivity Support from Customer’s Agents at the time and materials rate set foth in paragraph 4.7 of the Work Order. Vendor shall not handle requests for support of issues on Customer’s Agents in-house hardware or software.
1.6 Premium Billing and Payment Processing - Customer will establish bank accounts to be used by Vendor in performing the premium direct billing and payment processing obligations delineated in this Work Order. Customer agrees that Vendor shall have no liability to Customer in the event that any bank, which is providing banking services for the benefit of Customer, processes a check in contravention of the instructions given to such bank with respect thereto. The Vendor servicing office will prepare bills for premiums due and will transmit them in accordance with the Customer’s rules and receive the premiums so billed on behalf of Customer (including installments, reminders, cancellations and pending notices). Cash receipt, payment posting, deposit posting, overpay and underpay processing and NSF processing will be handled by the Vendor servicing office. Such premiums and any other monies received by Vendor pursuant to this Work Order shall be deposited by Vendor or Vendor’s subcontractor directly into Customer’s bank account. Cancellation notices will be sent for nonpayment in accordance with Customer’s written rules. Vendor will disburse funds from the premiums received on behalf of Customer for return of premium, overpayments and policy cancellation or changes resulting in a return of premium. Premium Billing will be performed on a single policy direct bill basis to the insured or lien holder.
If Customer is using Agency Link, then Vendor will work with Customer’s credit card clearing house vendor (such as Authorize.net) to receive and process credit card payments. Vendor will balance the cash receipts reported by such credit card clearing house vendor with the Customer’s bank receipts. Vendor will also balance the cash receipts (on a daily basis and then provide a monthly reconciliation by the fifteenth (15th) of the following month) applied to the POINT IN System to the Customer’s bank receipts. Any other balancing or handling of credit card payments will be charged at the time and materials rate set forth in paragraph 4.6.5 of this Work Order, provided the parties enter into a mutually acceptable addendum hereto setting forth such new or additional terms as are necessary.
If Customer changes banking relationships or adds additional banking functions not defined in this Work Order that result in additional effort on the part of Vendor to implement, reconcile, etc., Customer will be charged at the time and materials rateset forth in paragraph 4.7 of this Work Order provided the parties enter into a mutually acceptable addendum hereto setting forth such new or additional terms as are necessary.
1.7Fiinancial Reporting - Vendor will make available the Platform and its staff to work with Customer’s chief financial officer (or his/her designee) to assist Customer in accomplishing the following accounting and financial functions for Customer’s operations and a single insurance company:
(a)Vendor will provide bank reconciliations for any account related to Customer’s business which is being processed by Vendor, provided Vendor is granted access to download Customer’s bank statement, excluding Customer’s claims account. This reconciliation is limited to three (3)accounts for each state. Any additional accounts will be reconciled on a time and materials basis set forth in paragraph 4.7 of this Work Order.
(b)Vendor will provide preparation of any required 1099 and escheat reporting related to Customer’s business which is being processed by Vendor.
1.8Data Access/Reporting to Customer The Vendor servicing office will provide Customer with Vendor’s standard base system reports (which are listed in Exhibit X, which Exhibit is attached hereto and incorporated herein by reference) generated by the unmodified subsystems to the Platform for the Authorized States and Lines of Business. Upon Customer’s request, Vendor will provide new ad-hoc reports, on a time and materials basis at the rate set forth in paragraph 4.7 below. Customer and Customer’s Agents shall have online inquiry access for coverage verification during production hours.
1.9Claims Administration:
1.9.1 Vendor agrees to cooperate in good faith with Customer’s vendors to provide access to the Platform which Vendor will be using to perform the Services provided that:
1.9.1.1Access by said vendors(s) is reasonably necessary to perform its contractual duties to Customer;
1.9.1.2Such vendor(s) are not competitors of Vendor or any of its affiliates;
1.9.1.3Customer and each vendor enter into a non-disclosure agreement with Vendor for the protection of Vendor’s confidential information and trade secrets;
1.9.1.4Access to the Platform will be limited to the amount of access needed for vendor(s) to perform its contractual duties to Customer.
1.10 Bureau and Regulatory Reporting Based upon Customer’s provided data, Vendor will process and submit necessary statistical reporting to ISO PLSPO or CSP Full Level Quarterly Reporting for all Authorized States and all Authorized Lines of Business. These Services do not include any financial and/or state regulatory reports (such as membership and policy fees, etc.). Such Services can be performed on a time and materials basis at the time and material rates set forth in paragraph 4.7 of this Work Order.
1.11 Workers Compensation Bureau and Regulatory Reporting Based upon Customer’s provided data, Vendor will process and submit PICS and POCS, unit statistical reporting, DCI reporting and ICR reporting for computer rated policies only.
1.12 Maintenance - Vendor will provide Maintenance to the Customized Platform as part of the Services. Such Maintenance includes but is not limited to the following:
(i)agency master file table updates,
(ii)billing plan table updates,
(iii)reinsurance table updates,
(iv)Platform hardware updates,
(v)Platform system software upgrades,
(vi)Platform system software maintenance, including but not limited to, patches
and fixes, and
(vii)Web Site management.
All Platform software and hardware maintenance, including but not limited to, updates, patches and fixes shall be completed by Vendor at no additional charge to Customer.
1.13 Audits Vendor will make records, personnel, and facilities available to Customer in accordance with Section 4 of the Agreement. Because of the randomness of any reviews and audits, all activities associated with same are considered out of scope of this Work Order, except as specifically provided in this paragraph. Vendor’s servicing office will cooperate with insurance departments and Customer during compliance audits by providing up to one hundred (100) person-hours (on a non-cumulative basis) per calendar year for policies processed or administered by Vendor hereunder. Any person-hours of assistance in excess of such one hundred (100) person-hours or any other services, staff or software or equipment of Vendor required to assist in such audits (including personnel time, computer usage, materials and all other expenses) shall be paid for by Customer on a time and materials basis at the rates set forth in paragraph 4.7 of this Work Order, unless otherwise agreed in a Addendum hereto executed by authorized representatives of both parties. In the event of an audit, the parties will conduct a planning session prior to such audit to determine the amount and type of Vendor support required.
1.14 Commission Handling - Vendor will calculate and pay commissions to the producers on Customer’s behalf, or will invoice in Customer’s name and receive on behalf of Customer the return of commissions from Customer’s producers on return premium transactions. The Vendor servicing office will maintain an agency master file and will prepare and print Federal 1099 tax statements for commissions paid to Customer’s producers and will create an electronic media of those transactions for Customer to submit to the federal tax authority. The 1099 file will be reconciled by Vendor to the monthly paid commissions.
1.15 Claims TPA Interface - Vendor will provide Customer and Customer’s Third Party Administrators for Claims (“TPAs”)with Vendor’s standard Claims TPA Interface layout for receipt of claims data from the TPA. Vendor, Customer, and the Claims TPA will mutually agree on the frequency of the processing of said interface program. Modifications, changes, data quality, and TPA issues related to the TPA interfaces will be billed and paid for on time and material basis at the rates set forth in paragraph 4.7 below. This includes but is not limited to duplicate submissions, incorrect file formatting by TPA, or incorrect bureau reporting data received from TPAs.
1.16 Unit Stat Bureau Criticisms - Vendor will receive Production System related state bureau criticisms from Customer and will make necessary adjustments to the Production System to comply with such criticisms. For purposes of clarification, errors related to data entry problems will not be included hereunder and will be resolved by Customer.
1.17Bureau Submission ErrorsVendor will receive Production Platform related ISO Bureau errors from Customer and will make necessary adjustments to the Production Platform to comply with such Bureau errors.
1.18Premium Audits -Vendor or Customer will process the results of Customer and/or a third party vendor’s premium audits. Vendor will provide printing and mailing of audit invoices for Workers Compensation and CPP General Liability policies. Customer shall manage the quality of service of the third party vendor separately contracted by Customer for premium audit services. Any effort incurred by Vendor in this regard will be billed on a time and materials basis unless such effort is required due to Vendor’s negligence, gross negligence or willful misconduct.
1.19Data Calls. On completion of the implementation and upon Customer’s written request, Vendor’s servicing offices will perform data calls for Authorized Lines of Business for the Authorized States for the policies issued and underwritten by Customer as set forth in this Work Order. Customer’s notice shall contain the necessary information and format information to enable Vendor to complete each requested data call. Customer shall pay Vendor on a time and materials basis at the time and materials rates set forth in paragraph 4.7 of this Work Order in consideration of Vendor’s performing the data calls.
1.20Web Hosting. Vendor will provide the Web Hosting Services set forth in Exhibit X.
1.21On-Line Production Processing:-Vendor will provide online access to Customer’s employees and other mutually agreed upon persons to the online portions of the Production Systems,pursuant to the procedures set forth in Exhibit X.
1.22Production Cycles:
(a)Daily Production Cycles: -Vendor will process Customer's transactions using the Production System daily batch cycle five (5) cycles per week, except for weeks in which a holiday occurs anytime between Monday through Friday, in which case the number of daily batch cycles will be reduced by the number of such holidays during such week.
(b)Monthly Production Cycles: -Vendor will process Customer's transactions using the Production System monthly batch cycle once per month at the end of the calendar month.
1.23Data Restoration – All server data will be backed up using a weekly full backup, complemented by daily incremental backups. These backups will be retained on a thirty (30) day rotation. In addition, the last full backup taken for each calendar month will be retained in off-site storage for a minimum of six (6) months.
1.24Status Reporting. During periods of system implementation or other significant projects, Vendor will provide weekly status reports to Customer in a format that is acceptable to both parties. These status reports will include a descriptive account of what progress has been made during the week and a descriptive account of what is expected to occur in the following week. Reports will be submitted to Customer at a time mutually agreed to by Customer and Vendor. During periods when no system implementation or significant projects are underway, Customer may require specific status meetings, which Vendor and Customer will schedule within three (3) business days of the request.
1.25Change Requests/System Requests/Non Critical Issues–-Vendor will respond in writing to Customer’s written requests for work/information within three (3)business days of receiving the request. Vendor’s response will take the form of a written program change request, a written request for more information, and the nature of the information needed, or a date for when a cost estimate and target date will be available.