CONSULTING AGREEMENT - Champaign County, Illinois

CONSULTING
AGREEMENT
This Consulting Agreement (this "Agreement")
is
made between Gallagher Benefit Services , Inc.,
a Delaware corporation
("GBS") , and Champaign County (the "Client").
The Client wishes to enter into a consulting relationship with GBS with the leons and conditions set forth
in this Agreement,
an
d GBS is willing to accept such a consulting relationship.
In
consideration
of
and in reliance upon the previous paragraph and the terms and conditions contained in
this Agreement, the
Client and GBS agree as follows:
1.
Engagement
The Client engages GBS as an employee benefits consultant as stated in this Agreement and GBS
accepts this engagement. During the time that GBS is performing services for the C
li
ent under this
Agreement, and for all purposes outlined
in this document , GBS' status will be that
of
an independent
contractor
of
the Client.
2.
Term
and
Termination
The Effective Date
of
this Agreement is
Apr
il
I, 2013. The term
of
GBS' engagement under this
Agreement (the "Consulting Period") will begin as
of
the Effective Date and will remain
in
effect for
twelve (12) months from the Effective Dale, with options for two additional renewal years. The client
shall have the option
of
renewing the relationship for up to two additional one·year terms , renewable
one
term
at
a time. The Client's decision to renew shall
be
provided to GBS
at
least ninety (90) days
prior to the tennination
of
the then current term. to allow the parties the opportunity to negotiate a fee for
the renewal term.
Either party may tenninate this Agreement by giving the other party
at
least thirty (30) days written notice
of
its intent to terminate .
In
the event such termination is effective during the Consu lting Period
(including any renewed Consulting Period), Client shall be responsible to GBS
fo
r any services
performed prior to the date oftennination and
GBS sha
ll
be responsible to Client to continue
to
provide
services
in
connection with the coverages placed with the carriers
li
sted
in
Section 4 below until the date
oftemlination
of
this Agreement.
3.
Services
GBS will provide employee benefits management consulting services to the Clien t and consult
with its employees, representatives, agents and contractors as to such matters
as
more fully described
in
Exhibit A attached to this Agreement and
in
corporated herein. GBS will perfonn other services as the
Client and
GaS
mutually agree in writin
g.
4.
Compensation
Subject to
an
y
changes
as
may
be
mutually
agreed
by
the
parties, GBS will receive , as
compensation for its services under this Agreement, an initial fee
in
the amount
of
$50,000.00 for services
rendered from the Effective Date
of
this agreement through March 31,2014.
In the event an insurance company cancels or refuses
to
renew an insurance coverage that had been
placed by
GBS,
on
behalf
of
the Client, GBS will use its best efforts to obtain appropriate replaceme
nt
coverage from another insurance company.
GBS Consulting Agreement
Page
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