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AG 15-207 - KAISER PERMANENTE RETURN TO: ?a f EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: kAe tnaj 12e s b 2. ORIGINATING STAFF PERSON: ',Tfa e9_ EXT: r rir 3. DATE REQ.BY: 4. TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION CONTRACT AMENDMENT(AG#): D 7 ❑ INTERLOCAL '❑ DTHER 5. PROJECT NAME:,Z�, ete �+ ml L.'u &w&& / � 1 admin lqe - HMO{�,S 6. NAME OF CONT ACTOR: ADDRESS: -!5)y 9,0b t 4,0 TELEPHONE D E-MAIL: SIGNATURE NAME: TITLE 7. EXHIBITS AND ATTACHMENTS:❑ SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: [ I�D 1 _COMPLETION DATE:Z 13 20z.I 9. TOTAL COM P I"N S A I ON,S (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IFC`,1i_CU;'. iI1)ONI101-1tI', '. 1f3iift _' {,1IW !'I'A('H M.1I-FS 0 1 I dj'L(_0r'FFSTITLESANDHOLIDAYRATES) REIMBURSABLE EXPEN, SL-.0YES LJ NC7 it 'i S,�I.nxir4Au�� nc,i..LAii:��lol_>vr; S_ IS SALES TAX OWED ❑YES ❑NO IF YES,$ PAID BY:❑CONTRACTOR❑CITY RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED ❑ PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW 11. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 12. CPNTRACTS16NA`I'LIRE ROI"I`ING S ENT'IT)1 ENI: OR:CON TI:AC'I'OR DATE SENT. 12 d7/?-0Z,6 DATEREC'D: ' ,IM 0 ATTACH: SIGNATURE Al. I*HORTTY, INSURANCE CERTIFICATE,LICENSES,EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (Include dept.support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.) INITIAL/DATE SIGNED ❑ LAW DEPARTMENT i , ATORY(MAYOR OR DIRECTOR) ❑ CITY CLERK ❑ ASSIGNED AG# AG# COMMENTS: X 1/2020 2021 Self-Funded Products and Services IP 1 KAISER PERMANEWE® Administrative Services Fees Group Name: City of Federal Way Effective Date: 1/1/2021 Will Kaiser Permanente be sole carrier? (0)Yes ()No Total Members: 717 Expected Eligible Employees on plan: 322 Quote ID: RQ-150999 Subtotal for Core Service Fees(PEPM) $69,_ff— Integrated Care Management(ICM)Services(Effective 1/1/2021)-PEPM Demo-Adjusted Product Fixed Fee Pharmacy EPO $18 99 $19.77 PPO $8 46 $16.38 Integrated Care Management(ICM)Services(Effective 1/1/2021)-%of Claims Medical Fee Product (as%of Claims) EPO 8.8% PPO 3 9% Subtotal for Varies Network Access Optional Services First Choice Health" $1.00 Claims fiduciary Not included First Health network 15%of saving `Non domiciled members $5.50 PEPM . . . 10 Subtotal •. • $111 Standard Fees(When Utilized) Custom report requests $200 per hour Initial reporting includes 20 hrs of development time in core services base fee Open enrollment Pricing available upon request Workforce health programs Pricing available upon request Subtotal Standard Fees Producer Fee and Additional Information Producer: Submitted by: Producer House: E-mail: Phone: Date Submitted: Producer Fee . $16,50 Summary of Admin(PEPM) Total Core Services Fees $69.73 Total Network Access Fees $1.00 Total Optional Services Fees $0 00 Total Producer Fees $16 50 .. Employer Signature Date. EPO:Member w es outside of WA or ID S"D 2021.01 'PPO/POS Me t,.r who lives outside of WA,OR,ID,AK,and MT ©2021 Kaiser Foundation Health Plan of Washington KAISER PERMANENfE® EXHIBIT A Administrative Services Fee Schedule Plan Name: City of Federal Way Group#: 1472000, 1530000 Effective Period: 1/1/2021 — 1/1/2022 For services provided by Kaiser Foundation Health Plan of Washington ("KFHPWA") pursuant to the Administrative Services Agreement ("Agreement"), the EMPLOYER will pay KFHPWA the following Administrative Services Only (ASO) Fees: Core Services included in the Base Fee Price Claims Administration Included Subrogation Included Coordination of Benefits or Maintenance of Benefits Included Member Services Included Eligibility Maintenance Included Appeals (First Level) Included Benefits Booklet or Included Summary Plan Description— Medical and Pharmacy Benefit Only (Draft Document and Electronic Distribution) ID Card (Production and Mailing) Included _ Stop Loss Carrier Integration 1 Included Wellness Included Tobacco Cessation Administration Included ChooseHealthv® Discount Program I Included Travel Advisory Service Included Reporting and Finance Included Standard Monthly Reporting Package Included Provide Required Data to Support Schedule C Included Standard Consultative ACA Enrollment Reports Included Base.. Fee to , tL�PEPM $69.73 I. Integrated Cave Management Services 1. Utilization management. KFHPWA shall provide inpatient and outpatient utilization management to ensure the efficient allocation of health care resources including but not limited to: (a) Precertification. KFHPWA shall develop and maintain a process for collecting information prior to an inpatient confinement. The precertification process shall permit eligibility verification and confirmation, determination of Plan benefits, and communication with the provider and/or Participant in advance of the procedure, service or supply. KFHPWA shall identify Participants for pre-service discharge planning and to identify and register Participants for specialized programs such as case management, if applicable. In addition, KFHPWA shall develop and maintain a process for collecting information prior to the provision of outpatient medical and/or hospital services. Pursuant to this process, KFHPWA shall review selected ambulatory procedures, surgeries, diagnostic tests, home health care and durable medical equipment to permit eligibility verification and confirmation, determination of Plan benefits, and communication with the provider and/or Participant. (b) Concurrent Review. KFHPWA shall monitor on an ongoing basis the health care services being delivered to Participants in inpatient settings and/or other settings in order to assess the clinical condition of Participants and the ongoing provision of medical services and treatments to determine Plan benefits. Concurrent review encompasses those aspects of patient management that take place during the provision of services at an inpatient level of care or-during an ongoing outpatient course of treatment. (c) Retrospective Review. KFHPWA shall review coverage requests for initial certification after the service has been provided or when the Participant is no longer an inpatient or receiving the service to 1 1rr KAISER PERMANENTEs EXHIBIT A Administrative Services Fee Schedule determine the appropriate level of service consistent with the Participant's needs at the time the service was provided after confirming the Participant's eligibility and the Plan benefits available to Participant. 2. Discharge Planning, KFHPWA shall assist Participants as their medical condition changes and they transition from the inpatient setting. Discharge planning may be initiated at any stage of the patient management process. Assessment of potential discharge planning needs begins at the time of notification, and coordination of discharge plans commences upon identification of post-discharge needs during precertification or concurrent review. This program will include evaluation of alternate care settings and identification of care needed after discharge. The goal is to provide continuing quality of care and to avoid delay in discharge due to lack of outpatient support. 3. Case Management. KFHPWA shall implement a program to manage the ongoing care of Participants whose medical conditions require the assessment, planning, facilitation and education about service options to meet the Participant's health needs to promote quality, cost-effective outcomes. 4. Disease Managernent'Health Education. KFHPWA shall administer disease management programs with a focus on improved management of patient care for those Participants with certain medical diagnoses or risk factors. The disease management programs shall include identification, stratification and interventions for Participants who can benefit from improved care. KFHPWA may administer health education and wellness programs with a focus on outreach to encourage Participants to receive preventive care and participate in health education and other similar programs. EMPLOYER shall provide and/or allow KFHPWA access to information to assist KFHPWA in identifying such Participants including but not limited to information regarding prescription drug utilization, medical claim and pharmacy claim information and eligibility information. 5. Health Care Assistance line KFHPWA shall provide Participants with a toll-free 24-hour/7-day telephonic access to registered nurses experienced in providing information on a variety of health topics. The nurses can contribute to informed health care decision-making and optimal patient/provider relationships through coaching and support. 6. Self-Fund Member Website (kp.org/w I and Mobile App. KFHPWA shall provide Participants with access to clinical and health coverage tools and information through a secure member website and mobile application. 7. Pharmacy Management. KFHPWA shall provide Participants with pharmacy management services and tools, which include but may not be limited to: (a) refills by phone or online, (b) mail order on all prescriptions, (c) prescription refill email/telephone reminders, (d) online refill status-information, and (e) online access to pharmacists. 8. Network Access. KFHPWA shall provide Participants with network access to the Washington Permanente Medical Group and additional contracted providers. II. Integrated Care Management Fees: 1. EMPLOYER shall pay KFHPWA on a monthly basis for the provision of Integrated Care Management Services. The ICM Fees shall consist of fixed components ("Fixed ICM Fee" and "Pharmacy Demographic Adjusted Fee") and a variable component("Variable Medical ICM Fee"). (a) Fixed ICM Fee. The Fixed ICM Fee shall be a PEPM rate set forth below multiplied by the Actual Employee Volume as of the first day of the calendar month for which the Fixed ICM Fee is payable. The "Actual Employee Volume" means the number of Participants enrolled in each Plan as of the first day of the calendar month. The applicable Fixed ICM Fee for each Plan may increase in accordance with this Agreement. 2 A KAISER PERMANEWEs EXHIBIT A Administrative Services Fee Schedule Fixed ICM Fee PEPM $18.99 (b) I?harmeCy CJernographi�Adiusted ICM Fee. The Pharmacy ICM Fee shall be a PEPM rate set forth below multiplied by the Actual Employee Volume as of the first day of the calendar month for which the Pharmacy ICM Fee is payable. Pharmacy Demographic Adjusted ICM Fee— $19.77 Pharmacy PEPM (c) Variable Medical ICM Fee. (i) The Variable Medical ICM Fee is calculated monthly at 8.8% of the sum of the allowed amounts of medical claims paid during the month. The foregoing Variable Medical ICM percentage is applicable to the calculation of the Variable Medical ICM Fee due on medical claims with dates of service during the current term of this Agreement. (ii) The Variable Medical ICM Fee will only be applied to the first$309,278 for any medical claim with allowed charges exceeding that amount. For purposes of this Subsection (b), "allowed amount" means the amount that is payable by the Plan and the Participant for Plan benefits. _ I Variable Medical ICM Fee—Medical 18.8% 2. Billing and Payment Consistent with Section 7.G of the Agreement, by the 25th of each calendar month, KFHPWA shall invoice EMPLOYER for ASO Fees (as described in this Exhibit A) owed. The Base ASO Fees, Fixed ICM Fees and Pharmacy Demographic Adjusted ICM Fees for each month shall be invoiced prospectively, based on Actual Employee Volume for the first day of the next calendar month. Actual Employee Volume as of the invoice date includes retroactive additions and deletions processed through the date of the invoice, if any. Additional administrative fees and Variable Medical ICM Fees shall be invoiced on a retrospective basis. Therefore, for example, the invoice issued by February 25 will include Variable Medical ICM Fees, which may be up to 60 days in arrears, plus the ASO Fees, Fixed ICM Fees and Pharmacy ICM Fees due for March, and the due date for payment is March 1. III. Provision of and Compensation for Administrative Services In providing ICM Services, KFHPWA will utilize its policies and procedures including but not limited to relying upon Washington Permanente Medical Group, P.C. ("WPMG") to provide expertise with respect to the medical necessity of a request for a Plan benefit. To the extent that WPMG is engaged in the utilization management of medical and/or hospital services for Plan, WPMG will be deciding when medical and/or hospital services are medically necessary for the provision of medical services. In addition, to the extent that KFHPWA and/or WPMG perform ICM Services, KFHPWA and/or WPMG will perform utilization management, which may thereby directly affect Plan's payment of Variable Medical ICM Fees. 3 1, KAISER PERMANEWE® EXHIBIT A Administrative Services Fee Schedule Additional ASO Services Pricin Additional ASO Fees Implementation Fee (applies to new clients only) Not applicable Claim Fiduciary Not selected Open Enrollment Packets (development and Pricing available upon request production) Print/Mail of Plan Materials Pricing available upon request Custom ID Card Pricing available upon request Custom Benefits/Networks Pricing available upon request; group size requirements may apply Extended Network Access Fees First Choice Health Network(regional network $0 National Network 15% of savings— Domiciled Participant $5.50 PEPM—*Non-domiciled Participant _Claim Negotiation Services j 15% of savings mHealth Reimbursement Account Administration Not selected Health Savings Account Administration Not selected Independent Review Organization 2" Level A peal) Cost+ 15% House Bill 1065 Arbitration Cost+ 15% Workforce Health Consulting Pricing available upon request Reporting Custom Report Requests Requires statement of work for pricing Initial 20 hours included in base fee (PEPM) for the $200/hour effective date period Following initial 20 hours State Provider Pool Surcharge and Reporting Note: Any required reporting of such surcharges is included in the admin fee. EMPLOYER is responsible for any surcharge amounts due to the state pools. --- * EPO: Participants who primarily reside outside of WA or ID. * PPO/POS: Participants who primarily reside outside of WA, OR, ID, AK, MT.. 1. KFHPWA will submit a billing statement to the EMPLOYER by the twenty-fifth (25'h) day of each month. The monthly ASO Fees and ICM Fees and charges are die and payable no later than the first(1s') day of the month to which the ASO Fees and charges apply. Payments not received when due will be subject to a fee of 12% per annum. 2. The EMPLOYER will reimburse KFHPWA for programming required as a result of changes in the Plan, as mutually agreed upon prior to KFHPWA incurring expenses. 3. In the event of termination of this Agreement, KFHPWA will perform administrative services on claims incurred prior to, but paid after, the date of termination (run-out service)for no more than a twelve (12) month period after termination. Fees for administration of run-out services will be equal to three (3) full months of the Base ASO Fee based on an average of the enrollment during the final twelve (12) months of service and twelve (12) months of the estimated Variable Medical ICM Fee for the claims runout following termination. Additionally, the EMPLOYER will be liable to KFHPWA for fees, which are due and unpaid as of the date of termination. 4. KFHPWA reserves the right to change ASO Fees if enrolled population varies by more than 10% from initial or renewal proposal. 4 *a 0 6114 KAISER PERMANENTS® EXHIBIT A Administrative Services Fee Schedule Acknowle and Agreed Upon by City of Federal Way: Sig na rr Printed Na'?Pre Title l -7 /,2-L Date 5 RETURN TO:-"2 d17 S', . EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM ORIGINATINGDEPT./DIV: a .... ORIGINATING STAFF PERSON: .. .... .m__EXT: 3. DATE REQ.BY: TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION XCONTRAC El OTHER I Aivl>✓NDIYir.I�11 ti.. PROJECT NAME: r~ 4 NAME OF CONTRACTOR: ADDRESS: mm _ EPHONE .mm � �„—,� TEL 293 SIGNATURE NAME I ITLE E- A _ " � _. . . FAX. EXHIBITS AND ATTACHMENTS:❑ SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS TERM: COMMENCEMENT DATE .� ,N COMPLETION DATE:_4..,. _.. TOTAL COMPENSATION � (II ICLI IEII l rI'LNSFS ANTI SAI.FS I'A�,rIrr ANS ( CALCUL-,AI'IDONIIOUTE- L 130Rd.�rlARGEx-AFI,CIISC[tl"eL)UL.Es+f r-'EMPIsOYL�'ESTIrLl-SANDHOLIDAYRA ES) lA.V ,EILAR AM0 l INT: $ .. REIMBURSABLE h°�XY�ENSL ❑�IS ONO I �fl�� Mr�,�9��II�t��D�wL. IS SALES TAX OWED r 7 Yf:S DNO IF. ` — ' : CONTRACT)➢ IB : CONTRACTOR IN RETAINAGE: Rr.iAINAGEAMouwr: U RETAIN A(3RELMEN'r(SEE Y ��t�l t BONY PROVIDE ❑ PURCHASING: PLEASE CHARGE TO: 0. DOCUMENT/CONTRACT REVIEW I�Lj [A L L IRF I EI. - IN:I N IAL/DDI ..,AP—P ❑ PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENTIF APPLICABLE _ _ - — -- ❑ LAW MANAGEMENT ( ) � .... .._ -- . 1. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE:SCHEDULED COMMITTEE DATE: � COUNCII,APPROVAL DATE: 2. CONTRACT SIGNATURE ROUTING — DATE REC'D:....,.. —...... ❑ SENT VENDOR/CONTRACTOR l It ❑ ATTACH. SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES,EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR I MONTH PRIOR TO EXPIRATION DATE (Include dept.support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.) IN1"I' AL/I °.I-E SI�"e�'N L) IGNATORY(MAY _ ,.... ElLDEPARTMENT .. F-1 C OR OR DIRECTOR) ITY CLERK ❑ ASSIGNED AG# AG ..._....._. ❑ SIGNED COPY RETURNED DATE SENT: ,_..........._'I ...: . ;OMMENTS: � .. - .......... ... inmR P4 HmA, u.. L., A. II II 2020 Self-/Funded Products and Services Administrative Services Fees Group Name: City of Federal Way Effective Date: 1/112020 Will Kaiser Permanente be sole carrier? (0)Yes No Total Members: 653 Expected Eligible Employees on plan: 279 Quote ID: RQ-137993 Integrated Care Management(ICM)Services(Effective 1/1/2020)-PEPM Demo-Adjusted Product Fixed Fee Pharmacy EPO $23.90 $19.57 PPO $9.79 $15.66 Integrated Care Management(ICM)Services(Effective 1/1/2020)-%of Claims Medical Fee Product (as%of Claims) EPO 8A% PPO 3.5% Network Access Optional Services First Choice Health TM $1.00 Claims fiduciary Not included First Health network 15%of saving "Normo-domiciled members $5.50 PEPM Standard Fees(When Utilized) Custom report requests $200 per hour Initial reporting includes 20 hrs of development time in core services base fee Open enrollment Pricing available upon request Workforce health programs Pricing available upon request Producer Fee and Additional Information Producer: Submitted by: Producer House: E-mail: Phone: Date Submitted: Summary of Admin(PEPM) Total Core Services Fees $6770 Total Network Access Fees $1,00 Total Optional Services Fees $0.00 Total Producer Fees $16.50 Employer S'ignat r Date " EPO.Memh ves iatside of WA aar ID 2020.00 "PPO/POS:6er6ler who lives outside of WA,OR,ID,AK,and MT ©2019 Kaiser Foundation Health Plan of Washington aIa 11 KAISER IRIF, II IIS, e EXHIBIT A Administrative Services Fee Schedule Plan Name: City of Federal Way Group#: 1472000, 1530000 Effective Period: 1/1/2020—1/1/2021 For services provided by Kaiser Foundation Health Plan of Washington ("KFHPWA") pursuant to the Administrative Services Agreement("Agreement'),the EMPLOYER will pay KFHPWA the following Administrative Services Only(ASO) Fees: Core Services included in the Base Fee Price Claims Administration Included Subro ation Included Coordination of Benefits or Maintenance of Benefits Included Member Services Included Eli ibili Maintenance Included A eals first leveh Included Benefits Booklet or Included Summary Plan Description—Medical and Pharmacy Benefit Only draft document and electronic distribution ID Card (production and mailing) Included Stop Loss Carrier Integration ........... ...... Included Wellness Included Tobacco Cessation Administration Included ChooseHealthy@ discount program Included Travel Advisory Service Included Com leme. . .................. nta Choices Included Reporting and Finance Included Standard Monthly Reporting Package Included Provide Required Data to Su ort Schedule C Included Standard Consultative ACA Enrollment Reports Inn�c�cl�'ud�'/^�ed Base AS ar emplQyge pgr month'TEEM") I. Integrated Care-Management Services 1. Utilization management, KFHPWA shall provide inpatient and outpatient utilization management to ensure the efficient allocation of health care resources including but not limited to: (a) Precertification. KFHPWA shall develop and maintain a process for collecting information prior to an inpatient confinement. The precertification process shall permit eligibility verification and confirmation, determination of Plan benefits, and communication with the provider and/or Participant in advance of the procedure, service or supply. KFHPWA shall identify Participants for pre-service discharge planning and to identify and register Participants for specialized programs such as case management, if applicable. In addition, KFHPWA shall develop and maintain a process for collecting information prior to the provision of outpatient medical and/or hospital services. Pursuant to this process, KFHPWA shall review selected ambulatory procedures, surgeries, diagnostic tests, home health care and durable medical equipment to permit eligibility verification and confirmation, determination of Plan benefits, and communication with the provider and/or Participant. (b) Concurrent.Review. KFHPWA shall monitor on an ongoing basis the health care services being delivered to Participants in inpatient settings and/or other settings in order to assess the clinical condition 1 01 IN KAISER PERIVIANEWE, EXHIBIT A Administrative Services Fee Schedule of Participants and the ongoing provision of medical services and treatments to determine Plan benefits. Concurrent review encompasses those aspects of patient management that take place during the provision of services at an inpatient level of care or during an ongoing outpatient course of treatment. (c) Retrospective Review. KFHPWA shall review coverage requests for initial certification after the service has been provided or when the Participant is no longer an inpatient or receiving the service to determine the appropriate level of service consistent with the Participant's needs at the time the service was provided after confirming the Participant's eligibility and the Plan benefits available to Participant. 2. Discharge..Planning. KFHPWA shall assist Participants as their medical condition changes and they transition from the inpatient setting. Discharge planning may be initiated at any stage of the patient management process. Assessment of potential discharge planning needs begins at the time of notification, and coordination of discharge plans commences upon identification of post-discharge needs during precertification or concurrent review. This program will include evaluation of alternate care settings and identification of care needed after discharge. The goal is to provide continuing quality of care and to avoid delay in discharge due to lack of outpatient support. 3. Case Management KFHPWA shall implement a program to manage the ongoing care of Participants whose medical conditions require the assessment, planning, facilitation and education about service options to meet the Participant's health needs to promote quality, cost-effective outcomes. 4. Disease Management/Health Education. KFHPWA shall administer disease management programs with a focus on improved management of patient care for those Participants with certain medical diagnoses or risk factors. The disease management programs shall include identification, stratification and interventions for Participants who can benefit from improved care. KFHPWA may administer health education and wellness programs with a focus on outreach to encourage Participants to receive preventive care and participate in health education and other similar programs. EMPLOYER shall provide and/or allow KFHPWA access to information to assist KFHPWA in identifying such Participants including but not limited to information regarding prescription drug utilization, medical claim and pharmacy claim information and eligibility information. 5. Health Care Assistance lane. KFHPWA shall provide Participants with a toll-free 24-hour/7-day telephonic access to registered nurses experienced in providing information on a variety of health topics. The nurses can contribute to informed health care decision-making and optimal patient/provider relationships through coaching and support. 6. Self-Fund Member Website k .or /wa and Mobile App, KFHPWA shall provide Participants with access to clinical and health coverage tools and information through a secure member website and mobile application. 7. Pharmac i Mana ement. KFHPWA shall provide Participants with pharmacy management services and tools, which include but may not be limited to: (a) refills by phone or online, (b) mail order on all prescriptions, (c) prescription refill email/telephone reminders, (d) online refill status information, and (e) online access to pharmacists. 8. Network Access. KFHPWA shall provide Participants with network access to the Washington Permanente Medical Group and additional contracted providers. 2 II 11:..:..11 IIS, " EXHIBIT A Administrative Services Fee Schedule II. Integrated Care Management Fees: 1. EMPLOYER shall pay KFHPWA on a monthly basis for the provision of Integrated Care Management Services. The ICM Fees shall consist of fixed components ("Fixed ICM Fee" and "Pharmacy Demographic Adjusted Fee") and a variable component("Variable Medical ICM Fee"). (a) Fixed ICM Fee. The Fixed ICM Fee shall be a PEPM rate set forth below multiplied by the Actual Employee Volume as of the first day of the calendar month for which the Fixed ICM Fee is payable. The "Actual Employee Volume" means the number of Participants enrolled in each Plan as of the first day of the calendar month. The applicable Fixed ICM Fee for each Plan may increase in accordance with this Agreement. Fixed ICM Fee PEPM $23.90 (b) Pharmacy Demo ra hic Adjusted ICM Fee. The Pharmacy ICM Fee shall be a PEPM rate set forth below multiplied by the Actual Employee Volume as of the first day of the calendar month for which the Pharmacy ICM Fee is payable. Pharmacy Demographic Adjusted ICM Fee— $19.57 Pharmacy PEPM (c) Variable Medical ICM Fee. (i) The Variable Medical ICM Fee is calculated monthly at 8.4% of the sum of the allowed amounts of medical claims paid during the month. The foregoing Variable Medical ICM percentage is applicable to the calculation of the Variable Medical ICM Fee due on medical claims with dates of service during the current term of this Agreement. (ii) The Variable Medical ICM Fee will be capped at$298,913 per medical claim. For purposes of this Subsection (b), "allowed amount' means the amount that is payable by the Plan and the Participant for Plan benefits. Variable Medical ICM Fee—Medical 8.4% 2. Billing and Payment Consistent with Section 7.G of the Agreement, by the 251h of each calendar month, KFHPWA shall invoice EMPLOYER for ASO Fees (as described in this Exhibit A) owed. The Base ASO Fees, Fixed ICM Fees and Pharmacy Demographic Adjusted ICM Fees for each month shall be invoiced prospectively, based on Actual Employee Volume for the first day of the next calendar month. Actual Employee Volume as of the invoice date includes retroactive additions and deletions processed through the date of the invoice, if any. Additional administrative fees and Variable Medical ICM Fees shall be invoiced on a retrospective basis. Therefore, for example, the invoice issued by February 25 will include Variable Medical ICM Fees, which may be up to 60 days in arrears, plus the ASO Fees, Fixed ICM Fees and Pharmacy ICM Fees due for March, and the due date for payment is March 1. III. Provision of and Compensation for Administrative Services In providing ICM Services, KFHPWA will utilize its policies and procedures including but not limited to relying upon Washington Permanente Medical Group, P.C. ("WPMG") to provide expertise with respect to the medical necessity of a request for a Plan benefit. To the extent that WPMG is engaged in the utilization management of medical and/or hospital services for Plan, WPMG will be deciding when medical 3 04 0 E, 411 KAISER e EXHIBIT A Administrative Services Fee Schedule and/or hospital services are medically necessary for the provision of medical services. In addition, to the extent that KFHPWA and/or WPMG perform ICM Services, KFHPWA and/or WPMG will perform utilization management, which may thereby directly affect Plan's payment of Variable Medical ICM Fees. Additional ASO Services Pricing Additional ASO Fees Implementation Fee (applies to new clients only) Not applicable Claim Fiduciary Not selected Open Enrollment Packets (development and Pricing available upon request production) Print/Mail of Plan Materials Pricing available upon request Custom ID Card Pricing available upon request Custom Benefits/Networks Pricing available upon request; group size requirements may apply Extended Network Access Fees First Choice Health Network regional network $0 National Network 15% of savings—Domiciled Participant $5.50 PEPM—''Non-domiciled Participant Claim Negotiation Services 15% of Savin s Health Reimbursement Account Administration Not selected ..................... ..._.�..._...._..................._ ......................_�_....._................. Health Savings Account Administration Not selected Independent Review Organization 2nd level ap eal Cost+ 15% Workforce Health Consulting Pricing available upon request Reporting Custom Report Requests Requires statement of work for pricing Initial 10 hours included in base fee(PEPM)for the $200/hour effective date period ... Scheduled Custom Report Followin initial 20 hours Reports Available Upon Request as Applicable State Provider Pool Surcharge and Reporting Note:Any required reporting of such surcharges is included in the admin fee. EMPLOYER is responsible for an r_surcharge amounts due to the state pools. E Participants who primarily reside outside of WA or ID. PPO/POS: Participants who primarily reside outside of WA, OR, ID,AK, MT, 1. KFHPWA will submit a billing statement to the EMPLOYER by the twenty-fifth (251h)day of each month. The monthly ASO Fees and ICM Fees and charges are due and payable no later than the first(1 st) day of the month to which the ASO Fees and charges apply. Payments not received when due will be subject to a fee of 12% per annum. 2. The EMPLOYER will reimburse KFHPWA for programming required as a result of changes in the Plan, as mutually agreed upon prior to KFHPWA incurring expenses. 3. In the event of termination of this Agreement, KFHPWA will perform administrative services on claims incurred prior to, but paid after, the date of termination (run-out service)for no more than a twelve(12) month period after termination. Fees for administration of run-out services will be equal to three(3) full months of the Base ASO Fee and equal to twelve(12)full months of the Variable Medical ICM Fee, based on an average of the enrollment during the final twelve(12) months of service. Additionally,the EMPLOYER will be liable to KFHPWA for fees, which are due and unpaid as of the date of termination. 4. KFHPWA reserves the right to change ASO Fees if enrolled population varies by more than 10% from initial or renewal proposal. 4 Oil IKAISER IPERMAINIEWE. EXHIBIT A Administrative Services Fee Schedule Acknowle dg and Agreed Upon by City of Federal Way. � . dim Ferrell Printed Name Ma or Title W Date 5 II RETURN TO: -Tea. (' EXT: 03 9, CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM . ORIGINATING DEPT./DIV: P�tarieu..- 5 ORIGINATING STAFF PERSON: JeQ�ll,. S EXT: �53� 3. DATE REQ.BY: 1/d 24 /o . TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G.BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION $,CONTRACTAM(NDMENT(AG#): is-26'7 ❑ INTERLOCAL ❑ OTHER . PROJECT NAME: s /1.. 0,24mCc2 . 1;209 44.74. ... Pee. NAME OF CONTRACTOR: ga.4, _0— 6)e.,/ ADDRESS: eQ /Uy, 3coDZ j,c) z_ TELEPHONE .2D6 6.?O c/Z2e. E-MAI L:� ff yL�x_. T2.-0 -1/62 V.01 _ FAX: a04, g?7 e2655 - SIGNATURE NAME: TITLE EXHIBITS AND ATTACHMENTS:❑ SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL 01111:R REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS . TERM: COMMENCEMENT DATE:_ Q/IO/l e2O 1 9 COMPLETION DATE: 12/3/130, . TOTAL COMPENSATION $ (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE'EXPENSE:❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SATES I AX OWED ❑YES ❑NO IF YES,$ PAID BY:❑CONTRACTOR❑CITY RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDE ❑ PURCHASING:�I PLEASE CHARGE TO: 0. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED ❑ PROJECT MANAGER El DIRECTOR DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW C— (0124it1 I. COUNCIL APPROVA L(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL.APPROVAL DATE: 2. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES,EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR I MONTH PRIOR TO EXPIRATION DATE (Include dept.support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.) INITIAL/DATE SIGNED ❑ LAW DEPARTMENT SIGNATORY(MAYOR OR DIRLCFOR) jaOL ❑ CITY CLERK (/,�_ 10(241L 1 _594tOpf ❑ ASSIGNED AG# AG' L7 SIGNED COPY RETURNED DATE SENT: 0.3p. 1% /X, 'OMMENTS: �X A Ad/LI/Alis £4v/CCA f C-C t444414- LL / /7(11R PI KAISER PERMANENTL EXHIBIT A Administrative Services Fee Schedule Plan Name:City of Federal Way Group#: 1472000, 1530000, 8157500, 8157600 Effective: 7/26/2018 For services provided by Kaiser Foundation Health Plan of Washington and Kaiser Foundation Health Plan of Washington Options, Inc. ("KAISER PERMANENTE") pursuant to the Administrative Services Agreement("Agreement"), the EMPLOYER will pay KAISER PERMANENTE the following Administrative Services Only(ASO) Fees: Core Services included in the Base Fee Price Claims Administration Included Subrogation. Included Coordination of Benefits or Maintenance of Benefits Included Member Services Included Eligibility Maintenance Included Appeals (first level) Included Benefits Booklet or Included Summary Plan Description—Medical and Pharmacy Benefit Only (draft document and electronic distribution) ID Card (production and mailing) Included Stop Loss Carrier Integration Included Network Access Included Washington Permanente Medical Group and Included Contracted Network Care Management Included 24/7 Consulting Nurse Service Included Complex Case Management Included Transition Management Included Utilization Review Included Wellness Included Health Risks Online Questionnaire Included Tobacco Cessation Administration Included GlobalFit Gym Discounts Included Travel Advisory Service Included Complementary Choices Included Kaiser Permanente Member Website(kp.org/wa) Included Kaiser Permanente Washington's Mobile App (iPhone Included and android) Reporting and Finance Included Standard Monthly Reporting Package Included Provide Required Data to Support Schedule C Included Standard Consultative ACA Enrollment Reports Included Base Fee (PEPMJ $83.23 1 ri KAISER PERMANENTE, Additional Services Pricing Implementation Fee(applies to new clients only) $3,500 or Not applicable p Claim Fiduciary $1.00 PEPM or Not selected Open Enrollment Packets (development and Pricing available upon request production) _ Print/Mail of Plan Materials Pricing available upon request _ Custom ID Card Pricing available upon request Custom Benefits/Networks Pricing available upon request; group size requirements may apply Extended Network Access Fees First Choice Health Network(regional network) Access PPO: $1.00 PEPM HMO: No charge if only HMO is offered; National Network 15% of savings—Domiciled members $5.50 PEPM—*Non-domiciled members Claim Negotiation Services 15% of savings Health Reimbursement Account Administration Not selected Health Savings Account Administration Not selected Independent Review Organization (2nd level appeal) Cost+ 15% Workforce Health Consulting Pricing available upon request Reporting Custom Report Requests Requires statement of work for pricing Initial 10 hours included in base fee(PEPM) $200/hour Following initial 10 hours Scheduled Custom Reports N/A State Provider Pool Surcharge and Reporting Note:Any required reporting of such surcharges is included in the admin fee. EMPLOYER is responsible for any surcharge amounts due to the state pools. * HMO: Member who lives outside of WA or ID * PPO/POS: Member who lives outside of WA, OR, ID,AK, MT 1. KAISER PERMANENTE will submit a billing statement to the EMPLOYER by the twenty-fifth (25th) day of each month. The monthly administrative fees and charges are due and payable no later than the first (1St) day of the month to which the administrative fees and charges apply. Payments not received when due will be subject to a fee of 12% per annum (0.03 per day). 2. The EMPLOYER will reimburse KAISER PERMANENTE for programming required as a result of changes in the Plan, as mutually agreed upon prior to KAISER PERMANENTE incurring expenses. 3. In the event of termination of this Agreement, KAISER PERMANENTE will perform administrative services on claims incurred prior to, but paid after, the date of termination (run-out service) for no more than a twelve (12) month period after termination. Fees for administration of run-out services will be equal to three (3) full months of administration fees, based on an average of the enrollment during the final year of service. Additionally, the EMPLOYER will be liable to KAISER PERMANENTE for fees, which are due and unpaid as of the date of termination. 4. KAISER PERMANENTE reserves the right to change administrative fees if enrolled population varies by more than 10%from initial or renewal proposal. Acknowledged and Agreed Upon by EMPLOYER: 2 ei KAISER PERMANENfE, 4erl- 17 Sign- • Jim Ferrell Printed Name Mayor Title /0 -/ Date 3 RETURN TO: j-e" 5-1- / et/ EXT: c9 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM ORIGINATING DEPT./DIV: `iI fin 'In ej e50tcrCCS ORIGINATING STAFF PERSON: \ e a4 <J i Can lei TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., ❑ PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ REAL ESTATE DOCUMENT ❑ ORDINANCE CONTRACT AMENDMENT (AG #)1S 2D7 ❑ OTHER EXT: a53 3. DATE REQ. BY: o q/(212/01-01 1 RFB, RFP, RFQ) ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ MAINTENANCE AGREEMENT ❑ HUMAN SERVICES / CDBG ❑ SECURITY DOCUMENT (E.G. BOND RELATED DocuMENTS) ❑ RESOLUTION ❑ INTERLOCAL . PROJECT NAME:, /$r/C Poem dell to NAME OF CONTRACTOR: . 2 r At • Cri rC, G /f' au 7 a4/8 aaf7f. ADDRESS :ft fox L/ 3$'o6 Z Stet . to/9 9g Ss Z TELEPHONE 206 430 41224 E -MAIL: Cr/'e //. A QgkG .Or9 FAX: ?-XLP g77 0665' SIGNATURE NAME: TITLE EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS TERM: COMMENCEMENT DATE: 0//0 0 /) sO/ $ COMPLETION DATE: / a)-3 I )20 1 a TOTAL COMPENSATION $ (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ RETAINAGE: RETAINAGE AMOUNT: PAID BY: ❑ CONTRACTOR ❑ CITY ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDE ❑ PURCHASING: PLEASE CHARGE TO: 0. DOCUMENT /CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW 1. COUNCIL APPROVAL (IF APPLICABLE) 1-4c, COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 2. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE (Include dept. support staff if necessary and feel free to set notification more than a month in advance if council approval is needed.) ❑ LAW-DEPARTMENT PWSIGNATORY (MAYOR OR DIRECTOR) ❑ CITY CLERK ❑ ASSIGNED AG# ❑ SIGNED COPY RETURNED :OMMENTS: INITIAL / DATE SIGNED rI ' AG# DATE SENT: -Irh, b T A ,, ,51214/Ue Se2✓ICAS / f 5 PERMANENTE:; EXHIBIT A Administrative Services Fee Schedule Plan Name: City of Federal Way Group # 1472000, 1530000, 8157500, 8157600 Effective: January 1, 2018 For services provided by Kaiser Foundation Health Plan of Washington and Kaiser Foundation Health Plan of Washington Options, Inc. ( "KAISER PERMANENTE ") pursuant to the Administrative Services Agreement ( "Agreement "), the EMPLOYER will pay KAISER PERMANENTE the following Administrative Services Only (ASO) Fees: Core Services included in the Base Fee Price Claims Administration Included Subrogation Included Coordination of Benefits or Maintenance of Benefits Included Member Services Included Eligibility Maintenance Included Appeals (first level) Included Benefits Booklet or Summary Plan Description — Medical and Pharmacy Benefit Only (draft document and electronic distribution) Included ID Card (production and mailing) Included Stop Loss Carrier Integration Included Network Access Included Washington Permanente Medical Group and Contracted Network Included Care Management Included 24/7 Consulting Nurse Service Included Complex Case Management Included Transition Management Included Utilization Review Included Wellness Included Health Risks Online Questionnaire Included Tobacco Cessation Administration Included GlobalFit Gym Discounts Included Travel Advisory Service Included Complementary Choices Included Kaiser Permanente Member Website (kp.org /wa) Included Kaiser Permanente Washington's Mobile App (iPhone and android) Included Reporting and Finance Included Standard Monthly Reporting Package Included Provide Required Data to Support Schedule C Included Standard Consultative ACA Enrollment Reports Included Base Fee (PEPM) $80.57 1 OITP ISER PERMANENTE, Additional Services Pricing Implementation Fee (applies to new clients only) Not applicable Claim Fiduciary Not selected Open Enrollment Packets (development and production) Pricing available upon request Print/Mail of Plan Materials Pricing available upon request Custom ID Card Pricing available upon request Custom Benefits /Networks Pricing available upon request; group size requirements may apply Extended Network Access Fees First Choice Health Network (regional network) $1.00 PEPM National Network 15% of savings — Domiciled members $5.50 PEPM — *Non- domiciled members Claim Negotiation Services 15% of savings Health Reimbursement Account Administration Not selected Health Savings Account Administration Not selected Independent Review Organization (2"a level appeal) Cost + 15% Workforce Health Consulting Pricing available upon request Reporting Custom Report Requests Initial 10 hours included in base fee (PEPM) Requires statement of work for pricing $200 / hour Following initial 10 hours Scheduled Custom Reports N/A State Provider Pool Surcharge and Reporting Note: Any required reporting of such surcharges is included in the admin fee. EMPLOYER is responsible for any surcharge amounts due to the state pools. * HMO: Member who lives outside of WA or ID PPO /POS: Member who lives outside of WA, OR, ID, AK, MT 1. KAISER PERMANENTE will submit a billing statement to the EMPLOYER by the twenty-fifth (25th) day of each month. The monthly administrative fees and charges are due and payable no later than the first (1St) day of the month to which the administrative fees and charges apply. Payments not received when due will be subject to a fee of 12% per annum (0.03 per day). 2. The EMPLOYER will reimburse KAISER PERMANENTE for programming required as a result of changes in the Plan, as mutually agreed upon prior to KAISER PERMANENTE incurring expenses. 3. In the event of termination of this Agreement, KAISER PERMANENTE will perform administrative services on claims incurred prior to, but paid after, the date of termination (run -out service) for no more than a twelve (12) month period after termination. Fees for administration of run -out services will be equal to three (3) full months of administration fees, based on an average of the enrollment during the final year of service. Additionally, the EMPLOYER will be liable to KAISER PERMANENTE for fees, which are due and unpaid as of the date of termination. 4. KAISER PERMANENTE reserves the right to change administrative fees if enrolled population varies by more than 10% from initial or renewal proposal. Acknowledged and Agreed Upon by EMPLOYER: 2 Printed Name Mayor Title Date 44/4". 0 1 ISER PERMANENTE 3 Date: March 6, 2017 To: Jean Stanley, City of Federal Way From: Caitlyn Terrell Subject: Group Health is now Kaiser Foundation Health Plan of Washington We are pleased to announce that Kaiser Permanente has acquired Group Health Cooperative effective February 1, 2017, and has undergone a name change effective February 15, 2017. Your Administrative Services Agreement contract, contract exhibits and other contractual agreements (such as a banking agreement) with Group Health are not impacted by this change. However, references in the contracts to “Group Health Cooperative” should now be regarded as references to “Kaiser Foundation Health Plan of Washington” and references to “Group Health Options, Inc.” should now be regarded as references to “Kaiser Foundation Health Plan of Washington Options, Inc.”. If you have questions about the news and what it will mean to you, please contact Caitlyn Terrell, 206- 448-4153. Sincerely, Caitlyn Terrell Account Manager, Sales & Account Management Kaiser Permanente 001703 01 02 51 00000010020198 22.1' rivi KAISER PERMANENTE2 Kaiser Foundation Health Plan of Washington 2921 Naches Avenue SW, Strategic Sourcing and Procurement Renton, WA 98057 -9009 CITY OF FEDERAL WAY PO BOX 9718 FEDERAL WAY WA 98063 Date: 2/17/2017 To: Kaiser Permanente (Group Health) Suppliers From: Kaiser Foundation Health Plan of Washington /s -07o8 /5- -070'7 February 17, 2017 By i [1FEB 2 32011 Subject: Group Health Cooperative is now Kaiser Foundation Health Plan of Washington We are pleased to announce that Kaiser Permanente has acquired Group Health Cooperative effective February 1, 2017, and has undergone a name change effective February 15, 2017. Group Health Cooperative is now Kaiser Foundation Health Plan of Washington. The addition of Kaiser Foundation Health Plan of Washington as our newest region will advance the integrated model for health care and coverage and expand Kaiser Permanente's reach, adding over 650,000 members. As part of our mission to offer more affordable and high quality health care to our members and patients, we will be working to streamline and standardize processes and gain efficiencies across our expanded organization. We will provide you with further updates as we move forward with the integration work. Here are several things we want to point out to you today: • Your contract with the former Group Health Cooperative is not impacted by this change; however, references in contracts to "Group Health Cooperative" should now be regarded as references to "Kaiser Foundation Health Plan of Washington ", and references to "Group Health Options, Inc." should now be regarded as references to "Kaiser Foundation Health Plan of Washington Options, Inc." • Nothing has changed in your current invoicing process. Please continue to send invoices to the same address as you do today. • We request your support to help with the smooth and efficient integration of the new Washington Region. • Think globally and act locally during every engagement with the Washington Region - our expectation from every vendor is to be a strategic partner with us. S 001703 02 02 51 00000010020198 For those of you currently doing business with Kaiser Permanente, we look forward to having your continued support. For those of you who may be new to Kaiser Permanente, we look forward to working with you. If you have any questions about the news and what it will mean to you, please visit our supplier website located at http: / /supplier.kp.org Sincerely, Ashlynn Dawson Group Health Cooperative Director Information Technology dawson.a @ghc.org Ph. 206 - 630 -6505 Arthur Holloway Group Health Cooperative Director Strategic Sourcing and Procurement holloway.a @ghc.org Ph. 206 - 901 -4032 IRETURN TO: ,er, vri shtn. 1 - EXT: a 5 3 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: - l,t r- f1'r' Resource S 2. ORIGINATING STAFF PERSON: 3e S-f ee4 1 C 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT ❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT EXT: 1 5 3 D.. 3. DATE REQ. BY: t /JO/ 1 to ❑ GOODS AND SERVICE AGREEMENT ❑ REAL ESTATE DOCUMENT ❑ ORDINANCE xCONTRACTAMENDMENT(AG #): ts'- 201 ❑ OTHER ❑ HUMAN SERVICES / CDBG ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ RESOLUTION ❑ INTERLOCAL 5. PROJECT NAME: GQ bu A e a..'T 1, loo p tre}I Q-e art tt-A 1201 ? (4)i t 1 A) f tGtu E I✓ 6. NAME OF CONTRACTOR: Ij12A 1,Le W J f L I ADDRESS: 320 lOtWAtce Ave; A) srr goo .SENTrtt t)4 Gig p'o`i TELEPHONE 2o( 44$ 40-5 E -MAIL: ter'rt jI.C. Qofke.. ovr FAX: 2 • 6 g1'7 DDS y SIGNATURE NAME: TITLE 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS 8. TERM: COMMENCEMENT DATE: 011 01 I 20 1 1 COMPLETION DATE: 1'2-1 31 f 20 m l 9. TOTAL COMPENSATION $ (INCLUDE EXPENSES AND SALES TAX, IF ANY (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑ YES ❑ NO IF YES, $ RETAINAGE: RETAINAGE AMOUNT: PAID BY: ❑ CONTRACTOR ❑ CITY ❑ RETAINAGE 13Y (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED II ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT /CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED ❑ PROJECT MANAGER ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) ❑ LAW 11. COUNCIL APPROVAL (IF APPLICABLE) t012.1-1(. COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING ❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ LAW DEPARTMENT ❑ C_ULEF OF STAFF TWSIGNATORY (MAYOR OR DIRECTOR) ❑ CITY CLERK ❑ ASSIGNED AG# ❑ SIGNED COPY RETURNED INITIAL / DATE SIGNED COMMENTS: Ertl, 614 A QdM I X11 s lytdI v ScilaLu k cor c017 Covtk"ra.e 15 Pc-rip e-4-1.4. w111 lasf (AA fi 1 res . net eof . GroupHealth EXHIBIT A Administrative Services Fee Schedule Plan Name: City of Federal Way Group #: 1472000,5929700,1530000,5943200 Effective:January 1, 2017 For services provided by GROUP HEALTH pursuant to the Administrative Services Agreement ( "Agreement "), the EMPLOYER will pay GROUP HEALTH the following Administrative Services Only (ASO) Fees: Core Services included in the Base Rate Price Claims Administration Included Subrogation Included Coordination of Benefits or Maintenance of Benefits Included Customer Service Included Eligibility Maintenance Included Appeals (First level) Included Benefits Booklet or Summary Plan Description — Medical and Pharmacy Benefit Only (Draft document and electronic distribution) Included ID Card (Production and mailing) Included Stop Loss Carrier Integration Included Network Access Included Group Health Physician and Contracted Network Included Care Management Included 24/7 Consulting Nurse Service Included Complex Case Management Included Transition Management Included Utilization Review Included Wellness Included Wellness Consulting Included Health Profile Included Tobacco Cessation Administration Included GlobalFit Gym Discounts Included Travel Advisory Service Included Complementary Choices Included MyGroupHealth for Members (ghc.org) Included Mobile App (iPhone and android) Included Reporting and Finance Included Standard Monthly Reporting Package Included Provide Required Data to Support Schedule C Included Standard Consultative ACA Enrollment Reports Included Base Rate (PERM). $77.96 1 GroupHealth; Additional Services Pricing Implementation Fee (Applies to new clients only) $3,500 or Not applicable Claim Fiduciary $1.00 PEPM or Not selected Open Enrollment Packets (Development and production) $2.32 / Packet Print/Mail of Plan Materials Requires statement of work for pricing Custom ID Card Requires statement of work for pricing Custom Benefits /Networks May require statement of work for pricing; group size requirements may apply Extended Network Access Fees First Choice Health Network (Regional network) Access PPO: $1.00 PEPM National Network 15% of savings — Domiciled members (Billed Amount — Allowed Amount = Savings) $5.50 PEPM — *Non- domiciled members Claim Negotiation Services 15% of savings (Billed Amount — Allowed Amount = Savings) Health Reimbursement Account Administration Not selected Health Savings Account Administration Not selected Independent Review Organization (2"a level appeal) Cost + 15% Enhanced Wellness Program Red Brick Pricing available (varies) Health Fair $225 (first hour); $75 (each additional hour) Wellness Workshop or Lunch & Learn $250 (one hour session) Work Site Biometric Screening and Flu Shot Events Blood Pressure and Pulse $13 / person Non - Fasting Finger Stick Screening $45 / person Fasting Finger Stick Screening $47 / person Fasting with Weight Management $51 / person Ouch -free Biometric Screening $350 / day; up to 4 hours On -site Behavioral Coaching $500 / day Reporting Custom Report Requests Initial 10 hours included in base rate (PEPM) Requires statement of work for pricing $200 / hour Following initial 10 hours Scheduled Custom Reports None State Provider Pool Surcharge & Reporting Note: Any required reporting of such surcharges is included in the admin fee. EMPLOYER is responsible for any surcharge amounts due to the state pools. *GHC: Member who lives outside of WA or ID *GHO: Member who lives outside of WA, OR, ID, AK, MT 1. GROUP HEALTH will submit a billing statement to the EMPLOYER by the twenty -fifth (25th) day of each month. The monthly administrative fees and charges are due and payable no later than the first 2 GroupHealth (1st) day of the month to which the administrative fees and charges apply. Payments not received when due will be subject to a fee of 12% per annum (0.03 per day). 2. The EMPLOYER will reimburse GROUP HEALTH for programming required as a result of changes in the Plan, as mutually agreed upon prior to GROUP HEALTH incurring expenses. 3. In the event of termination of this Agreement, GROUP HEALTH will perform administrative services on claims incurred prior to, but paid after, the date of termination (run -out service) for no more than a twelve (12) month period after termination. Fees for administration of run -out services will be equal to three (3) full months of administration fees, based on an average of the enrollment during the final year of service. Additionally, the EMPLOYER will be liable to GROUP HEALTH for fees, which are due and unpaid as of the date of termination. 4. GROUP HEALTH reserves the right to change administrative fees if enrolled population varies by more than 10% from initial or renewal proposal. Acknowledged and Agreed Upon by EMPLOYER: ure Jim Ferrell Printed Name Mayor Title j% i /ao /( Date 3 ' 1 RETURN TO: i t -0,4 EXT: 95 3; CITY OF FEDE WAY LAW DEPARTMENAOUTING FORM 1. ORIGINATING 2. ORIGINATING 4. TYPE ❑ CONTRACTOR ❑ PUBLIC ❑ PROFESSIONAL ❑ GOODS ❑ REAL ❑ ORDINANCE ❑ CONTRA XOTHER 5. PROJECT 6. NAME 7. EXHIBITS 8. TERM: 9. TOTAL REIMBURSABLE IS SALES CITY ❑ PURCHASING: 10. DOCUMENT ❑ PROJECT ❑ DIRECTOR ❑ RISK ❑ LAW 11. COUNCIL 12. CONTRACT ❑ SENT ❑ ATTACH: ❑ LAW ❑ CHIEF SIGNATORY ❑ CITY ❑ ASSIGNED 0 SIGNED COMMENTS: DEPT./DIV: M Pin R e cSOL re- S STAFF PERSON: 3eoci) 34G*'1 Et Li EXT: 053.9- 3. DATE REQ. BY: I Di) 2-1 20 IS- OF DOCUMENT (CHECK ONE): `J SELECTION DOCUMENT (E.G, RFB, RFP, RFQ) WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) ❑ RESOLUTION AMENDMENT (AG #): INTERLOCA�, ! 1❑ UdM to t S+ra 1 LP,t" v1 e_.5 1'-t�U -2 , n-X " NAME: GrOtAP 0 eaX ` h (C-Of Lr� QlArre_ n UL t OF CONTRACTOR: AO D U P 1 ed +k ADDRESS: 3 Li 5 -L A ile >J S16 100 04"iTLj. OA 'l,uq TELEPHONE2U6 PR 24-15-3 E -MAIL: k,0 ( I S _o n-1106, L or'g FAX:20 (a C 17 0 to S'1 vile-, SIGNATURE NAME: 0Vyki- d' o TITLE GREG 1711)E U P b1611.-n4 PLAY° DI 0/ s► 0 r) AND ATTACHMENTS :SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE QUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS COMMENCEMENT DATE: 6 I U I / V)) (o COMPLETION DATE: 1 aI 31 120 I la i COMPENSATION $ (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) EXPENSE: ❑ YES D NO IF YES, MAXIMUM DOLLAR AMOUNT: $ TAX OWED ❑ YES ❑ NO IF YES, $ PAID BY ❑ CONTRACTOR ❑ PLEASE CHARGE TO: /CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED MANAGER MANAGEMENT (IF APPLICABLE) V2 C, (p(S f I r APPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE: SIGNATURE ROUTING NtgI6' r k TO VENDOR/CONTRACTOR DATE SENT: 1 D/13! 1 S DATE REC'D: 1 / N SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS INITIAL / DATE SIGNED DEPARTMENT OF STAFF (MAYOR OR DIRECTOR) 4.1.07, � ffAir CLERK ' h AG# AG# I -1.07- COPY RETURNED DATE SENT: /O //4/5 � lje td G^--/1 I J it- f )(h,171.1-. e_ Q LYEIiQ..)-e_ D11 ��-u 'S� �tnse Cow1Y+� c f- 5 Pe-1 .1 4 4.., 4 t,t�t u +vii 1 ,resc -.l k(. 'Jeu�l�� '''.(' r A t .i t I Q Z4.it-i ,/ti— at r.(tGn�„1l -[01lr� l� a i4-1d UTAoar- rl.4w 44 #-. u� ADMINISTRATIVE SERVICES AGREEMENT This Agreement is between Group Health Cooperative ("GROUP HEALTH") and City of Federal Way ("EMPLOYER"). !. Purpose t EMPLOYER has established a self-funded employee welfare benefit plan ("Plan"). The Plan provides certain health care benefits to eligible employees and their dependents ("P_artickiants"). EMPLOYER desires to engage GROUP HEALTH to perform administrative services for the Plan, and GROUP HEALTH desires to perform those services. This Agreement and the attached Exhibits describe the administrative services that GROUP HEALTH will perform for EMPLOYER and the specific duties and obligations of each party relating to those administrative services under the Play►. Status, and Relationship of Parties. A. EMPLOYER is the Plan Sponsor of the Plan, The Plan has been established by `EMPLOYER to provide certain health care benefits to and for certain Participants, as described in the Plan Documents. B. EMPLOYER is the Plan Administrator. C. GROUP HEALTH shall function as an administrative services contractor, performing administrative services only for the Plan. GROUP HEALTH is also registered as a health carrier pursuant to Chapter 48 RCW and, as part of its other business activities, engages in the business of a health carrier as described by Washington state law. GROUP HEALTH DOES NOT ENTER INTO THIS AGREEMENT AS A HEALTH CARRIER; THIS IS AN ADMINISTRATIVE SERVICES ONLY AGREEMENT AND DOES NOT PROVIDE FOR PREPAID MEDICAL COVERAGE GROUP HEALTH DOES NOT ASSUME ANY RESPONSIBILITY FOR THE FINANCIAL RISK ASSOCIATED WITH THE PAYMENT OF BENEFITS PROVIDED UNDER THE PLAN. THIS AGREEMENT IS NOT SUBJECT TO THE PROVISIONS OF THE WASHINGTON STATE INSURANCE CODE, TITLE 48 RCW. D. GROUP HEALTH is not in any way to be deemed an insurer, underwriter, or guarantor with respect to any benefits offered under the Plan. Under this Agreement, GROUP HEALTH will perform administrative services and arrange for the delivery of health care services on behalf of the Plan and in consideration of EMPLOYER's payment of the fees and charges as set forth in this Agreement E. GROUP HEALTH does not, under this Agreement, assume any responsibility for the general policy direction of Plan, the adequacy of the Plan's funding, or any act or omission or breach of duty of EMPLOYER, as Plan Sponsor, or the Plan Administrator. EMPLOYER, as Plan Sponsor, and the Plan Administrator, remains responsible for these activities. Except as may otherwise be provided in this Agreement GROUP HEALTH shall not be deemed a fiduciary under the Plan or in the performance of its orations under this Agreement F. GROUP HEALTH is and shall remain an independent contractor with respect to the administrative and health care services performed and arranged pursuant to this Agreement GROUP HEALTH shall not for any purpose be deemed an employee of EMPLOYER. GROUP HEALTH and 1 • • EMPLOYER shall not be deemed partners, joint venturers, ar governed by any legal relationship other than that of an independent contractor. 3. No Third Party Rights. This Agreement is between GROUP HEALTH. and EMPLOYER and does not create any-rights or legal relationships GROUP HEALTH and any Participant in-the -Plan or any other third party. 4. Discxeti ayAuthority. A EMPLOYER, as the Plan Sponsor and the Plan Administrator, is solely responsible for thing, maintaining, and funding the Plan, and shall have final and exclusive discretionary auk to determine its benefit and eligibility provisions. EMPLOYER shall also have final discretionary authority to determine eligibility for benefits under the Plan, and to construe and interpret the terms of the Plan, except as otherwise described under this section 4. Except as may otherwise be provided in this Agreement, EMPLOYER shall be solely responsible for any and all legal fees and other associated costs related to the legal defense of a health care claim determination. (1) In the event of a legal, administrative, or other action arising out of the administration, processing, or determination of a claim for benefits under the Plan, GROUP HEALTH shall undertake the defense of such action at GROUP HEALTH'S expense and shall settle such action when, in its reasonable judgment, it appears expedient to do so. (2) If EMPLOYER is also named as a party to a legal, administrative or other action, GROUP HEALTH will defend EMPLOYER only if such action relates solely and directly to actions or failure to act by GROUP HEALTH. In the event the action relates in part to actions or failure to act of EMPLOYER, EMPLOYER shy be responsible for its own defense. (3) If the legal, administrative, or other action relates solely to the action or failure to act of EMPLOYER, EMPLOYER shag undertake sole defense of the action and shall defend GROUP HEALTH. This includes any actions that arise from EMPLOYER's failure to fund claims determined to be payable under the plan by GROUP HEALTH. (4) For all actions, EMPLOYER agrees to pay the full amount of benefits under the Plan in any judgment or settlement in such action. B. GROUP HEALTH shall have sole authority and fiduciary responsibility under the Plan for adjudicating health care claims, making decisions on appeal, coordinating the external review of an appeal through independent review organizations, and for settling and defending legal claims based on health care claims determinations. In all other cases, EMPLOYER, through this Agreement, delegates to GROUP HEALTH only non - fiduciary, ministerial responsibilities. Any Plan administration function not specifically delegated to and assumed by GROUP HEALTH in writing pursuant to this Agreement shall remain the sole responsibility of EMPLOYER. G. Notwithstanding the discretionary authority described in part 4.A. above, EMPLOYER agrees that ti will not make changes to the health care benefits or any services to be provided andtor arranged by GROUP HEALTH under the Plan and as described in Exhibit C, and shall not adopt any amendments to the provisions of the Plan that relate in any way to the services provided by GROUP HEALTH unless GROUP HEALTH first agrees to such changes or amendments AND EMPLOYER and GROUP HEALTH also agree upon corresponding changes in the fees and charges under this Agreement. Such agreements between the parties, including the effective date of the changes, shall be documented in accordance with section 14.8. of this Agreement. 2 • • 5. Health Care Services to bee ngedP ursuant to this Aa, reement A Health GROUP HEALTH shalt arrange for the delivery of health cabre services to Participants as described in Exhthit C. B. Health Care Delivery GROUP HEALTH shall arrange mange for an adequate health care delivery system for the provision of health care services under this Agreement The health care delivery system shall be comprised of a managed health care network ('MHCN") comprised of Group Health Cooperative ("GHC") facilities ("MHCN Fatalities"), physicians and other health care providers directly employed by GHC("MHCN Providers"), and 'those health care facilities and health care providers under contract with GROUP HEALTH for delivery of health care services to Participants. Upon request of EMPLOYER, GROUP HEALTH shall provide information regarding the then - current composition of the MHCN health care delivery system made available to Participants under this Agreement C al Rec ;ds. GROUP HEALTH shall include provisions in its contracts with health care facilities and with health care providers that require such facilities and providers to maintain medical rem for Participants and to maintain such records in accordance with applicable laws regarding the confidentiality of medical records. 6. Plan Document. A. EMPLOYER shall ensure that its Plan Documents describe the health care services to be arranged for Participants by GROUP HEALTH in the same manner as described in Exhibit C. EMPLOYER agrees that it will not make changes to the health care services arranged by GROUP HEALTH under the Plan unless the parties first agree to such changes and to corresponding changes in the fees and charges for health care services. Prior to executing this Agreement, EMPLOYER shall provide to GROUP HEALTH for its review and approval the Plan benefits handbook that pertains to GROUP HEALTH and the services to be performed under this Agreement B. Upon request of EMPLOYER, GROUP HEALTH will provide EMPLOYER with a media copy of a summary of benefits describing the health care services GROUP HEALTH will arrange under this Agreement for use by EMPLOYER in preparing the Plan Documents in a manner that ensures that the Plan Documents accurately describe those health care services C. GROUP HEALTH shall maintain the right to review and approve an materials developed or created by, or on behalf of, EMPLOYER that pertain to GROUP HEALTH and the services to be performed under this Agreement Administrative Services to be Performed Pursuant to this Agreement. A. Plan Materials. GROUP HEALTH will assist EMPLOYER in the preparation of health care benefits handbooks and other informational items, Participant identification cards, and other materials necessary for the arrangement of health care services under the Plan. (1) EMPLOYER shall be responsible for ensuring that the Plan Documents accurately reflect the provisions of the Plan and are consistent with this Agreement and its Exhibits, and that they comply with the requirements of all applicable federal and, state laws and regulations. (2) GROUP HEALTH shall have the right to review and approve the Plan benefits handbook insofar as it describes or otherwise pertains to GROUP HEALTH'S performance of services under this Agreement GROUP HEALTH's approval of the Plan benefits handbook shall not be unreasonably withheld. B. Stop Loss insurance.. EMPLOYER shall retain general authority for the selection, evaluation and retention of any stop loss or reinsurance insurance carrier, provided that (a) EMPLOYER will notify GROUP HEALTH of the specific stop loss or reinsurance carrier, if any, no less than thirty (30) days prior to the beginning of GROUP HEALTH's performance of services under this Agreement and (b) no later than thirty-(30) days-prior to the retention tf 'a'sp stop lOstror 1einsurarce insurente carrier at any time during the term of this Agreement Upon EMPLOYER'S notification to GROUP HEALTH of Its retention of a specific stop loss or reinsurance insurance carrier (consistent with the time periods described above) and GROUP HEALTH's approval of such stop loss or reinsurance insurance carder, GROUP HEALTH shall make all reasonable efforts to coordinate the services to be performed under this Agreement with the stop loss or reinsurance carder that is insuring the Plan. GROUP HEALTH reserves the right to adjust the Administrative Fees and Charges as necessary to cover any extraordinary cost of coordinating services with a stop loss or reinsurance carrier and GROUP HEALTH reserves the right to refuse to work with, coordinate services with, and/or send iforrnation to, any stop loss or retsurance insurance carrier that is riot approved by GROUP HEALTH pursuant to this Section 7(B). C. Maintenance ,of (tecO Sts. GROUP HEALTH shall maintain, in a form deemed aPerbbriste appropriate by GROUP HEALTH, an adequate system for maintenance of records related to GROUP HEALTH`S performance of administrative services under this Agreement Such records shall be considered GROUP HEALTH'S business records. Subject to the tarns contained in Exhibit D, GROUP HEALTH shall, upon request of EMPLOYER and to the extent permitted under all applicable laws pertaining to confidentiality of hearth information, provide copies of such records to EMPLOYER as are necessary to allow EMPLOYER to meet its obligations as Plan Sponsor and/or Plan Administrator. Subject to all applicable laws regarding confidentiality of health care information and after providing reasonable advance notice, EMPLOYER shalt have the right to reasonably inspect GROUP HEALTH'S records to ensure that adequate records are maintained as described in this section. D, Reports to be Provided by GROUP HEALTH. GROUP HEALTH shaft provide EMPLOYER with the reports listed and described in Exhibit B by the twenty -fifth (25th) working day of each month. E. Enm"es. GROUP HEALTH shall provide enrollment services on behalf of the Plan. Charges for enrollment services are set forth in Exhibit A. F. Health Care Gains Payment. GROUP HEALTH shall administer payment of claims for covered health care services on behalf of the Plan and in accordance with Exhibit C. G. Adi_ministigivilfeet B. GROUP HEALTH shall bill administrative charges to EMPLOYER by the twenty- fifth ( 25th) day of each month and in accordance with Exhibit A. H. Collection of Co- insurance and Co-Payments, GROUP HEALTH shall make a good faith effort, in accordance with its normal operating procedures, to collect any and all co- insurance and/or co- payment amounts owed by Participants to GROUP HEALTH under the terms of the Plan and Exhibit C. EMPLOYER agrees that it shall utilize all measures available under the Plan to compel Participants to make full payment of co- insurance and co- payment amounts to GROUP HEALTH. I. Complaints and Appeals. On behalf of EMPLOYER, GROUP HEALTH will provide a complaints and appeals process as described in Exhibit C. J. Audit. To the extent permitted under applicable law and pursuant to the terms contained in Exhibit D, upon at least thirty (30) days written notice from EMPLOYER, GROUP HEALTH shall allow an authorized agent of EMPLOYER to inspect or audit all EMPLOYER - related claims records and files that are maintained by GROUP HEALTH. EMPLOYER shall ensure that such audits or inspections do not cause any unreasonable disruption to GROUP HEAL.TH`s normal business activities. EMPLOYER further agrees that it shall bear any and all costs associated with such audits or inspections. 4 • • 8. EI IPLOYER's Responsibilities A. i ' i e . EMPLOYER shall pay GROUP HEALTH the fees and charges invoiced by GROUP HEALTH pursuant to the terms of this Agreement, including Exhibit A. Payment of administrative fees and charges shalt be>made via electronic funds transfer and by the f rst (1'r) day of the month to which the administrative fees and charges apply. No arrxwnts received by GROUP HEALTH shall be considered assets of the Plan. B, Pam Ht Claims. EMPLOYER is solely responsible for and shall pay all costs associated with claims for health care services under this Agreement EMPLOYER shall reimburse GROUP HEALTH for payment of claims for covered health care services described in Exhibit C and shall, consistent with Section 4(A) of this Agreement also reimburse GROUP HEALTH for any legal fees and other associated costs GROUP HEALTH may pay in defense of a health care claim determination pursuant to the Plan. Payments to GROUP HEALTH shall be made via electronic funds transfer within one business day after receipt of invoice. No payment amounts received by GROUP HEALTH shall be considered assets of the Plan. (1) its charee. A late charge of twelve percent (12%) per annum (.03 percent per day) will be assessed on all payment amounts not received when due. Payment for late charges shat be included with payments due for health care services. C. Particiioant Medical Records Release. EMPLOYER shall provide or arrange for GROUP HEALTH to have access to all medical records and other information necessary for GROUP HEALTH to perform its duties under this Agreement To the extent required by state or federal law, EMPLOYER shall obtain from each Participant, and provide to GROUP HEALTH, a release which permits EMPLOYER and GROUP HEALTH to have access to the Participant's medical records for purposes of perfonning administrative services under this Agreement D. Certification of Eioibility. EMPLOYER shall have sole responsibility for determining eligibility to participate in the Plan, shall certify to GROUP HEALTH the eligibility of Participants on no less than a monthly basis, and shall furnish to, GROUP HEALTH on forms designated by GROUP HEALTH all information necessary for GROUP HEALTH to perform its administrative services under this Agreement GROUP HEALTH shall be entitled to rely on information provided to GROUP HEALTH by EMPLOYER until GROUP HEALTH receives documentation of any change to such information, and EMPLOYER shall be responsible for payment of services provided by GROUP HEALTH to any person identified by EMPLOYER or its agents as a Participant E. Distribution of Plan Materials. EMPLOYER shall distribute, or, upon agreement of the parties, make arrangements for GROUP HEALTH to distribute to all eligible Participants all necessary materials and documents, including but not limited to benefits handbooks and other information, material modifications to the Plan, identification cards, enrollment applications and other forms necessary for GROUP HEALTH's performance of services under this Agreement F. Additional Information. Upon the reasonable request of GROUP HEALTH, EMPLOYER shall provide GROUP HEALTH with any additional information necessary for GROUP HEALTH to perform its administrative services or make arrangements for the delivery of health care services under this Agreement G. Plan's Compliance With Laws and Regulations. EMPLOYER shall have sole responsibility for and shall ensure the Plan's continuing compliance with state, federal, and local laws and regulations, as they may exist at the execution of this Agreement and thereafter during the term of this Agreement, 5 including, without limitation, the internal Revenue Code, and Reconciliation Act ("COBRA "). Con id Omnibus (1) EMPLOYER, and not GROUP HEALTH, is the "Plan Administrator. "' (2) EMPLOYER, and not GROUP HEALTH, is the "Plan Sponsor. "' (3) Except as otherwise provided under this Agreement, GROUP HEALTH shall not be a Named Fiduciary or fiduciary of the Plan. (4) EMPLOYER shall not name or represent that GROUP HEALTH is the Plan Administrator or Plan Sponsor of the Plan. Except as otherwise provided under this Agreement, EMPLOYER shall not name or represent that GROUP HEALTH ka a Named Fiduciary or fiduciary of the Plan. (5) For purposes of state, federal, and local laws and regulations that place responsibilities directly on a "Plan Administrator," EMPLOYER or its designee remains the Plan Administrator and retains all fidu ary responsibilities and liability. H. Neji Reou By COBRA. EMPLOYER shall have sole responsibility to notify Participants of any continuation coverage rights both initially and upon the occurrence of any qualifying event, as required by COBRA, as well as the responsibility for the calculation and collection of any premiums paid for such continuation coverage. EMPLOYER shaft promptly notify GROUP HEALTH when an individual both becomes and is no longer eligible for COBRA continuation coverage. I. EMPLOYER shall provide GROUP HEALTH with copies of all amendments to or restatements of the Plan benefits handbook, and all summaries of material modifications sent to Participants, to the extent any of which pertain to GROUP HEALTH and the services provided under this Agreement 9. Term and Termination of AgreeMent in the event of termination of this Agreement, GROUP HEALTH will continue to bill EMPLOYER for all health care and administrative services provided prior to the termination. A. Term of /agreement This Agreement shall become effective January 1, 2015 and shall continue thereafter until terminated in accordance with subsection 9(B), below. 8. Early Termination. This Agreement may be terminated as follows: (1) 13r. Either party may terminate this Agreement in the event of a substantial breach of the Agreement by the other party, but only if the breach is not cured within twenty (20) days after the non- breaching party provides the breaching party with written notice of the substance of the breach. (2) Payment Default Upon written notice to EMPLOYER, GROUP HEALTH may suspend health care claims payments if EMPLOYER has defaulted on the payment of any fees or charges owed by EMPLOYER to GROUP HEALTH pursuant to this Agreement GROUP HEALTH may immediately terminate this Agreement if EMPLOYER does not cure the payment default within 15 days of EMPLOYER'S receipt of written notice. (3) C, it Worthiness. This Agreement is contingent upon receipt and approval by GROUP HEALTH of evidence of EMPLOYERS credit worthiness which is satisfactory to GROUP HEALTH. Updated evidence of credit worthiness may be required by GROUP HEALTH at any time during the term of this Agreement. If EMPLOYER falls to provide evidence of credit satisfactory to GROUP HEALTH by a date set by GROUP HEALTH, or if GROUP HEALTH determines that EMPLOYER "s credit worthiness is not satisfactory, GROUP HEALTH 6 may terminate this Agreement by giving notice of termination that may be effective immediately, or at any other point designated by GROUP HEALTH. (4) fitsty(§Q)Stayshalte. Either party may terminate this Agreement at any time, with or without cause, as of the last day of any calendar month by giving the other party sixty (60) days prior written notice of intent to terminate the Agreement (5) Ineglygegy. Either party may krimediately terminate this Agreement by written notice to the other party and may regard the other party as In default of this Agreement if the other party becomes insolvent, makes a general assignment for the benefit of creditors, files a voluntary petition of bankruptcy, suffers or permits the appointment of a receiver for its business or assets or becomes subject to any proceeding under any bankruptcy or insolvency law, and such event is not cured or proceeding dismissed within sixty (60) days of the occurrence of the event (6) Force Majeure: Suspension and Termination. If loss of service is caused by, or if either party is unable to perform any of its obligations under this Agneament, or to enjoy any of Its benefits because of, natural disaster, action or decree of governmental bodies or communication firdlure not the fault of the affected party, the loss or failure shall not be deemed a breach of this Agreement The party who has been so affected shall immediately give notice to the other party and shall do everything reasonably possible to resume performance. Upon receipt of such notice, all obligations under this Agreement shall be immediately suspended. If the period of nonperformance exceeds thirty (30) days from the receipt of notice, the party whose performance has not been affected may, as its sole remedy, may terminate this Agreement by written notice to the other party effective immediately. In the event of such termination, EMPLOYER shall remain liable to GROUP HEALTH for payment of all amounts due, and for payment for health care services provided to Participants up to the date of termination. C. Effect of Termination. EMPLOYER shall remain liable for payment of all amounts bitted by GROUP HEALTH for administrative services and health care claims pursuant to this Agreement EMPLOYER'S liabilities under this Agreement shaft extend to aN post-termination administrative services and amounts billed by GROUP HEALTH, and relating to claims for covered health care services that are received by Participants during the term of this Agreement (e.g. run-out claims). GROUP HEALTH shall at all times retain the exclusive right to process claims and seek payment from Employer for health care services provided to Participants pursuant to and during the term of this Agreement, but under no circumstances is GROUP HEALTH required to accept and process claims that are received more than twelve (12) months after termination of this Agreement GROUP HEALTH reserves the right to pursue all remedies allowable under federal and state law for the collection of billed amounts, claims, losses or other damages. • 10, Payment of Taxes. GROUP HEALTH shall include in its fees and charges any applicable taxes. EMPLOYER shall be solely responsible for any and all taxes and/or fees that may be assessed with respect to the Plan by any local, state, or federal governmental entity or agency. 11. Subrooation and Coordination of Benefits (GOBI. GROUP HEALTH will make reasonable efforts to identify subrogation claims and coordination of benefits opportunities, and will make reasonable efforts to recover subrogated amounts and to coordinate benefits through its normal administrative procedures under the applicable provisions of the Plan. GROUP HEALTH will disburse after each calendar quarter alt subrogated amounts recovered during the prior calendar quarter. EMPLOYER shall have sole responsibility for legal action to recover subrogated amounts. 12. Indemnification By EMPLOYER. Except as to any claims, loss, or damages caused by or resulting from the negligent or malfeasant act or omission of GROUP HEALTH, EMPLOYER shall defend, indemnify and hold harmless GROUP HEALTH from any loss, claim or damage to persons or property arising out of GROUP HEALTH's provision of administrative services under this Agreement GROUP HEALTH shall promptly notify EMPLOYER if GROUP HEALTH learns of the existence of any loss, claim or damage to 7 persons or property. EMPLOYER shall be responsible for the defense of any legal action brought against the Plan, including a claim for benefits under the Plan by or on behalf of any Participant, fiduciary or other party, including the selection and payment of legal counsel. GROUP HEALTH may, at Its cs•ai expense and without waiving rights under this section, designate legal counsel to monitor any action or claim. EMPLOYER shall riot-settle-any 1egaration ordalniwIthotiftre pflOrWritteit' COM0i1ttif GROUP HEALTH if the action or claim could result in liability of any kind to GROUP HEALTH, 13. hylemniftgnAyraBoueligajl8. It is recognized by the Parties that errors may occur and is agreed that GROUP HEALTH will not be held liable to EMPLOYER for such errors unless they resulted from gross negligence or willful misconduct GROUP HEALTH shah defend, indemnify and hold harmless EMPLOYER from any loss, claim or damage to persons or property that arises out of GROUP HEALTH'S gross negligence or *Oka misconduct while in the course of providing services under this Agreement EMPLOYER stud promptly notify GROUP HEALTH if EMPLOYER learns of the existence of any loss, deka or damage to persons or property arising from GROUP HEALTH's performance of the services. EMPLOYER may, at its own expense and without waiving rights under this section, designate legal counsel to monitor any action or clam GROUP HEALTH shall not settle any legal action or claim without the prior written consent of EMPLOYER if the action or claim could result in Realty of any kind to EMPLOYER. 14, Miscellaneous Pyovisions. rAsel Neither party shall assign this Agreement, in whole or in part, or any of its duties or responsibilities under this Agreement, without the prior written approval of the other party, provided that GROUP HEALTH may by contract delegate the arrangements for delivery of health care services to other entities or individuals without the prior approval of EMPLOYER. B. Amendment This Agreement may be amended only by a written instrument executed by the Parties. Any amendment shall include an effective date. C. Execution of Counterparts. This Agreement and any amendments to this Agreement may be executed in counterparts and execution of a counterpart is sufficient to bind the signing Party to this Agreement or any amendment D. QgmelegAgeggnimt. This Agreement, along with the following Exhibits, constitutes the entire agreement and understanding of the parties related to GROUP HEALTH% performance of administrative services and arrangement for the delivery of health care services to the Plan. The following Exhibits are attached to and, by this reference, are incorporated into this Agreement Exhibit A Administrative Fee Schedule Exhibit B Administrative Reports Exhibit C Benefits Handbook Exhibit 0 Health Information Disclosure Agreement Exhibit E Business Associate Agreement E. Intrzetliktn. This agreement shall be deemed to have been drafted equally by all parties hereto. The language of all parts of this Agreement shall be construed as a whole, according to its fair meaning, and any other presumption or principle that the language herein is to be construed against any party shall not apply. F. phanaes in Govemitio Laws or Reciulations. In the event that the obligations of GROUP HEALTH under this Agreement are materially changed or made materially more burdensome or expensive as a result of changes in the laws or regulations governing employee welfare benefit plans or the services provided hereunder, the parties shall negotiate an appropriate adjustment to the fees paid to GROUP HEALTH. If the parties cannot negotiate an adjusted fee schedule within thirty (30) days of the date that EMPLOYER receives written notice of GROUP HEALTH's need to adjust the fees, GROUP HEALTH may terminate the Agreement by giving wrkten notice of terminate at least thirty (30) days prior to the effective date of termination. G. Govemino Law a id Venue. Except to the extent preempted by ale federal law, this Agreement shall be construed under the laws of the State of Washington, and any dispute arising under this Agreement shall be determined under the laws of the State of Washington. Venue for any action between GROUP HEALTH and EMPLOYER arising from this Agreement shall lie in the Superior Court for King County, Washington, residing in Seattle, Washington. By signing this Agreement each of the below individuals represents and warrants his or her authority to execute this Agreement and bind the respective Party to its terms. GROUP COOPE Name: 94bert- C, fen Printed T„ _, £VP KC¢fit? P/1 Ol tfsfot Title: Date: idze[ Date: f EXHIBIT A Administrative Fee Schedule Plan Name: City of Federal Way Group #: 1472000,5929700,1530000,5943200 Effective: January 1s1, 2016 For services provided by GROUP HEALTH pursuant to the Administrative Services Agreement ( "Agreement "), the EMPLOYER will pay GROUP HEALTH the following Administrative Fees: Core Services included - in the Base Rate Price Claims Administration Included Subrogation Included Coordination of Benefits Included Customer Service Included Eligibility Maintenance Included Appeals (First level) Included Summary Plan Description — Medical Benefit Only (Draft Document and Provided Electronic) Included HIPAA Certificate of Creditable Coverage Included ID Card (Production and Mailing) Included Stop Loss Carrier Integration Included Network Access Included Group Health Physician and Contracted Network Included Care Management Included 24/7 Consulting Nurse Service Included Complex Case Management Included Transition Management Included Utilization Review Included Wellness Included Wellness Consulting Included Health Profile Included Tobacco Cessation Included GlobalFit Gym Discounts Included Travel Advisory Service Included Complementary Choices Included MyGroupHealth for Members (ghc.org) Included Mobile App (iPhone and Android) Included Reporting and Finance Included Standard Monthly Reporting Package Included Provide Required Data to Support•Schedule C Included Base Rate (PERM $77.10 Additional Services Pricing Implementation Fee $3,500 (waived) Claim Fiduciary $1 PEPM or Not Selected Open Enrollment Packets (Development and Production) $2.32 / Packet Custom ID Card Requires statement of work for pricing Extended Network Access Fee(s) First Choice Health Network (Local Wrap Network) $1.95 PEPM National Wrap Network 15% of savings - domiciled members (Billed Amount — Allowed Amount = Savings) $5.50 PEPM — *non domiciled members Claim Negotiation Services 15% of savings (Billed Amount — Allowed Amount = Savings) Health Reimbursement Account Administration Not Selected Health Savings Account Administration Not Selected Independent Review Organization (2"° Level Appeal) Cost + 15% Enhanced Wellness Red Brick $ Wellness Challenges and. Incentive Tracking $ Work Site Biometric Screening and Flu Shot Events Flu Shots $28 / each Non- Fasting Finger Stick Screening $391 each Fasting Finger Stick Screening $41 / each Custom Report Requests = $200 / hour State Provider Surcharge & Reporting Note: Any required reporting of such surcharges is included in ,the admin fee. EMPLOYER is responsible for any actual, taxes due. *GHC: Member who lives outside of WA or ID *GHO: Member who lives outside of WA, OR, ID, AK, MT 1. GROUP HEALTH wilt submit a billing statement to the EMPLOYER by the twenty -fifth (25 ') day of each month. The monthly administrative fees and charges are due and payable no later -than the first (1s`) day of the month to which the administrative fees and charges apply. Payments not received when due will be subject to a fee of 12% per annum (0.03 per day). 2. The EMPLOYER will�teimburse- GROUP HEALTH for programming required as a result of changes in the Plan, as mutually agreed upon prior to GROUP HEALTH incurring expenses 3. In the event of termination of this Agreement, GROUP HEALTH will perform administrative services on claims jncurred)piior -to, but paid after, the date of termination (run -out seryicej Tor rio -r re °than;a twelve (12) monthiperiod after termination. Fees for administration'of run- out °services will be equal to (3) full months 'of administration fees, based on an average of the enrollment during the final year of service. Additionally, the EMPLOYER will be liable to GROUP HEALTH for fees, which are due and unpaid as`of'the date of termination. 4. GROUP HEALTH reserves the right to change administrative fees if enrolled population varies by more than 10% from initial or renewal proposal. Acknowledged and Agreed Upon by EMPLOYER: Signature Jim F rell Printed Name Mayor Title Date /V/V/ • • EXHIBIT B ADMINISTRATIVE REPORTS The following reports are provided as part of the standard reporting package. Reports are provided on a monthly basis except where noted. Dashboard A visual summary of your group's status for multiple indicators with reference to supporting detailed reports that will provide more information. Aggregate Stop Loss Summary Your group's aggregate claims expense as compared to your reinsurance aggregate deductible. Tracking currently plan year -to -date. Financial Summary Employer group participants, administrative fees, and plan paid amounts how by in- and out -of- network claim status, show as a total and PMPM, for the current and prior plan year. Medical and Pharmacy Claims Paid Total paid expense for medical and pharmacy by network for the current and prior plan year -to -date. Expense and Utilization Total paid expense and utilization metrics by category of service plan year -to -date compared to prior plan year and book of business. Claims Continuance Summary Cumulative enrollee plan paid amount plan year -to -date categorized into dollar ranges. High Dollar Claimant Summary Listing of de- identified individual participants with cumulative plan paid amounts exceeding $50,000 for the current plan year-to-date. Claims Savings Billed, Allowed, and Plan Paid amounts by high -level service category, showing savings and participant coast shares, for the current and prior plan year -to -date. COB Savings Employer's total savings through coordination of benefits for the current plan -to -date. Top Providers Plan Year -to -Date The 20 providers with the highest plan paid amounts for the plan year. Claims Lag Total plan paid expenses shown by paid month and incurred month. Major Diagnostic Category Summary Total paid amount for each Major diagnostic Category on a plan year -to -date basis Claims Participant Status Summary Total plan paid amount by participant relationship (employee, spouse, dependent) and status (active, cobra) for current month and plan year -to -date. Claims Demographics Summary Total plan paid amount by age and gender category for the prior and current plan years -to -date. Top Drugs by Total Paid Expense and Volume Dispensed Employer's 20 prescription drugs with the highest plan paid amount or number of 30-day fills for the current plan year -to -date. Drugs by Therapeutic Class Employer's total plan paid amount and utilization metrics for prescription drugs by drug therapeutic class for current plan year -to -date. Health Information Disclosure Agreement GroupHealth: Group Health Cooper tive, a Washington corporation, and Group Health Options. Inc., a Washington corporation ( "Group Health "), Or f e2 4� jU/�c ( "Plan Sponsor "). and Plan Sponsor's benefit plan offering health care coverage ( "Benefit Plan"), enter it to this Health Infomwtion Disclosure Agreement (Agreement ") to facilitate the lawful and necessary disclosure of health information in the course of administering Benefit Plan. 0 Acknowledging Benefit Plan's status as a covered entity under the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and its implementing regulations at 45 C.F.R. § 160.103, Plan Sponsor and Benefit Plan represent and warrant that any Benefit Plan instruction to Group Health for disclosure of Benefit Plan- related health information shall constitute a lawful instruction and disclosure under all applicable federal and state laws and regulations pertaining to the privacy of health information, including but not limited to HIPAA and RCW 70.02. 70.24.71.05. and 71.34. Plan Sponsor and Benefit Plan further represent and warrant that any instruction to Group Health to disclose Benefit Plan- related health information shag be the minimum necessary for Benefit Plan to conduct payment or permissible health care operations activities pursuant to 45 C.F.R. 164.501. Plan Sponsor and Benefit Plan agree that all Benefit Plan- related health information disclosed by Group Health to Benefit Plan or to any Benefit Plan representatives shall be kept confidential and used for the sole purpose of conducting payment or permissible health care operations activities. Plan Sponsor and Benefit Plan further agree and warrant that all necessary business associate agreements between Benefit Plan and any third -party representatives of Benefit Plan shall be effective prior to Group Health receiving instruction to disclose Benefit Plan- related health information to such third- parties. Benefit Plan is responsible for notifying Group Health of any change in the third -party representatives to whom Benefit Plan has granted authority to request and receive Benefit Plan- related health information. In the event of such change. the parties shall either amend this Agreement or execute a new agreement. Benefit Plan authorizes the below named individuals to request and receive Benefit Plan-related health information on behalf of Benefit Plan: Douglas Evans Cindy Roberts Jean Stanley Print name Print name Print name Print name R.L. Evans Co R.L. Evans Co City of Federal Way Company Company Company Plan administrator QPlan Sponsor and Benefit Plan agree to indemnify, defend, and hold harmless Group Health and its employees, directors, officers. subcontractors, and agents against all claims, damages, or liabilities arising from or in connection with 1) Group Health's performance of its obligations under this Agreement, and 2) the negligent performance or breach of Plan Sponsor's or Benefit Plan's obligations or warranties, or the inaccuracies of Plan Sponsor's or Benefit Plan's representations, under this Agreement. © This Agreement supersedes any and all prior disclosure agreements or agreements of a similar nature between the parties. Any conflict or ambiguity between the terms of this Agreement, the terms of any Group Medical Coverage Agreement, or the terms of any Administrative Service Agreement between the parties shall be resolved in favor of this Agreement. This Agreement shall be effective when fully executed by the below authorized party representatives and shall terminate only upon subsequent written agreement by all parties. Company: Authorized ::L•f ture on be ail C gedt, l u) q 1 m 4.y,2 Author 4e signature on behalf of Plan Adminis or `1 ,. -g 1 Date: P/S I e.a.I -) Q/t Date: a Q 6/�� Printed name ` Printed name Group Health Options, Inc. Scott Armstrong Date: Printed Name Title: President & CEO, Office of the President and CEO 0 2013 Group Health Cooperative or Group Health Options. Inc. Group Health Cooperative Signature Robert O'Brien Jr. Date: Printed Name Title: Executive Vice President, Health Plan Division 9276G- 2013 -02 EXHIBIT E BUSINESS ASSOCIATE AGREEMENT BETWEEN GROUP IiALTH COOPERATIVE AND CITY OF FEDERAL WAY This Business Associate Agreement is made as of 1 /1t205 (the "Effective Date") by and between Group Health Cooperative ( "Group Health" or "Business Associate ") and the City of Federal Way, a Washington State Municipal Corporation ( "Plan "). This Agreement replaces any previous Business Associate Agent (including any exhibit or addendum to an underlying contract) executed by Group Health and Plan. Recitals A. City of Federal Way is a Washington corporation that offers to its employees a self-funded health benefit plan. B. Business Associate is a Washington nonprofit corporation that provides administrative services to support employer- funded health benefit plans. Group Health is also a Covered Entity under HIPAA and its activities that do not qualify it as a business associate of the Plan are not subject to the terms and conditions of this Agreement. C. The provision of the above functions, activities, or services by Business Associate may involve the use and disclosure of Protected Health Information that is created or received by Business Associate on behalf of Plan. The parties to this Agreement are committed to complying with the Administrative Simplification requirements of the Health Insurance Portability and Accountability Act of 1996, as amended, the Improved Privacy Provisions and Security Provisions of the Health Information Technology for Economic and Clinical Health Act of 2009, and their implementing regulations, and other Federal. and Washington State health information laws and regulations that apply to the provision of the Services, in effect as of the effective date of this Agreement and that may become effective during the term of this Agreement. This Agreement sets forth the terms and conditions pursuant to which Protected Health Information will be treated during the term of this Agreement and after its termination. Agreement In consideration of Plan's authorization of Business Associate to obtain, use, create, or disclose Protected Health Information for or on behalf of Plan so that Business Associate may provide the functions, activities, or services described above on behalf of Plan, as set forth in this Agreement, and for other good, and valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Definitions. Capitalized terms used in this Agreement that are not defined above, in the text in which they appear, or in this Section 1, shall have the meanings set forth in HIPAA and the HITECH Act (defined below), as each is amended from time to time. 1.1 Business Associ Cooperative 1.2 Covered Electronic Transaction. "Covered Electronic Transaction" has the same meaning as the term "transaction" in 45 C.F.R. § 160.103 regarding information that is received by Business Associate from Plan, or received or transmitted by Business Associate on behalf of Plan. "B iness Associate" shall mean Group Health Plan. 1.3 Covered Entity. "Covered Entity" shall mean the City of Federal Way or 1.4 Designated Record Set. "Designated Record Set" shall have the same meaning as the term "designated record set" in 45 C.F.R. § 164.501. 1.5 Electronic Protected Health Information "Electronic Protected Health. Information" ("Electronic PHI") has the same meaning as the term "electronic protected, health information" in 45 C.F.R. § 160.103 regarding information that is received by Business Associate from Plan, or created, received, or transmitted by Business .Associate . on behalf of Plan. 1.6 HIPAA. "HIPAA" means the Health Insurance Portability and Accountability Act of 1996, as amended, including the federal regulations issued pursuant to that act. 1.7 HITECH Act. "H1TECH Act" means Subtitle D of the Health Information Technology for Economic and Clinical Health Act of 2009, Pub. Law No. 111-5. References in this Agreement to a section or subsection of title 42 of the United States Code are references to provisions of the =CH Act, and any reference to provisions of the HITECH Act in this Agreement shall be deemed a reference to that provision and its existing and future implementing regulations, when and as each is effective. 1.8 Individual. "Individual" has the same meaning as the term "individua in 45 C.F.R. § 160.103 and shall include a person who qualifies as a personal representative in accordance with 45 C.F.R. § 164.502(g). 1.9 Privacy Rule. "Privacy Rule" means the Standards for Privacy of Individually Identifiable Health Information codified at 45 C.F.R. Part 160 and Part 164, subparts A and E. 1.10 Protected Health Informations. "Protected Health Information" ( "PHI ") has the same meaning as the term "protected health information" in 45 C.F.R. § 160.103 regarding information that is received by Business Associate from Plan, or created or received by Business Associate on behalf of Plan. 1.11 Required By Law. "Required By Law" has the same meaning as the term "required by law" in 45 C.F.R. § 164.103. • 1.12 Secretary. "Secretary" means the Secretary of the Department of He and Human Services or his/her designee. 1.13 Security Incident. "Security Incident" has the same meaning as the term "security incident" in 45 C.F.R. § 164.304. 1.14 Security Rule. "Security Rule" means the Health Insurance Reform: Security Standards; Final Rule as codified at 45 C.F.R. Part 160, Part 162, and Part 164, subpart C. 1.15 Standards for Electronic Transactions Rule. "Standards for Electronic Transactions Rule" means the final regulations issued by the United States Department of Health and Human Services concerning standard transactions and codes sets under the Administration Simplification provisions of HIPAA, 45 C.F.R. Part 160 and Part 162. 2. Obligations and Activities of Business Associate. 2.1 Permitted Uses and Disclosures by Business Associate. (a) Business Associate may use and disclose PHI to the extent that the particular use or disclosure would not violate the Privacy Rule or Security Rule if done by the Covered Entity. (b) Except as otherwise limited by this Agreement, Business Associate may use or disclose PHI for the proper management and administration of the Business Associate or to carry out the legal responsibilities of the Business Associate. Except where disclosure is Required by Law, BuRiness Associate shall obtain reasonable assurances from any person or entity to whom it discloses PHI that the PHI will be held confidentially and used or further disclosed only as Required By Law or for the purpose for which it was disclosed, and shall ensure that such person or entity notifies Business Associate of any instances of which the person or entity is aware in which the confidentiality of the PHI has been Breached. (e) In the event the Services include Data Aggregation, Business Associate may use PHI to provide Data Aggregation services to Covered Entity as permitted by 45 C.F.R. § 164.504{e)(2)(iXB), except as otherwise limited in this Agreement. (d) Business Associate may use PHI to report violations of law to appropriate Federal and State authorities, consistent with 45 C.F.R. § 164-502GX1). (e) To the extent Business Associate is to carry out one or more of Covered Entity's obligations under the Privacy Rule, Business Associate 3 shall comply with the requirements of the Privacy Rule t Covered Entity in the performance of such obligations. 2.2 Impermissible Use or Disclosure of PHI. Business Associate shall not use or further disclose PHI other than as permitted by this Agreement or as Required By Law, and subject to any further limitations or restrictions imposed by Covered Entity pursuant to Section 3 below. apply the 2.3 Use of Appropriate Safeguards. Business Associate shall use appropriate safeguards to prevent an impermissible use or disclosure of PHI. Without limitation of the foregoing, Business Associate shall: (i) implement administrative, physical, and technical safeguards (including written policies and procedures) that reasonably and appropriately protect the confidentiality, integrity, and availability of Electronic PHI that it creates, receives, maintains, or transmits on behalf of the Covered Entity, as required by the Security Rule; and (ii) comply with the Security Rule with respect to electronic PHI. 2.4 Mitigation. Business Associate shall mitigate, to the extent practicable, any harmful effect that is known to Business Associate of an impermissible use or disclosure of PHI by Business Associate or by any other person or entity to which PHI has been disclosed. 23 R ible Use or IJisclosure� Securi Inc, Breach (a) Business Associate shall report to Covered Entity any use or disclosure of PHI not specifically permitted by this Agreement, any Security Incidents involving Electronic PHI and any Breaches of Unsecured PHI, as required in 45 C.F.R.§ 164.410, and without unreasonable delay. (b) The parties acknowledge that probes and reconnaissance scans are commonplace in the industry and, as such, the parties acknowledge and agree that, to the extent such probes and reconnaissance scans constitute Security Incidents, this Section 2.5 constitutes notice by Business Associate to the Covered Entity of the ongoing existence and occurrence of such Security Incidents for which no additional notice to the Covered Entity shall be required. Probes and reconnaissance scans include, without limitation, pings and other broadcast attacks on Business Associate's firewall, port scans, and unsuccessful log -on attempts, as long as such Probes and reconnaissance scans do not result in unauthorized access, use or disclosure of Protected Health Information. (c) Reports required under this Section 2.5 shall be made to the Employee Benefit plan by contacting: Jean Stanley at City of Federal Way 2.6 Agents and Subcontractors. With respect to agents and subcontractors to who Business Associate provides PHI, Business Associate shall: (a) ensure that any 4 agent or subcontractor to whom it provides PHI agrees in writing to the same restrictions and conditions that apply to Business Associate under this Agreement, including without limitation, compliance with applicable Security Rule requirements; and (b) comply with 45 C.F.R. §§ 164.504(eX5) and 164.314(a)(2)(iii). 2.8 Designated Record Set. If BUSiTICSS Associate maintains PHI in a Designated Record Set, Business Associate shall provide access to such P111 at the request of Covered Entity or an Individual in accordance with 45 C.F.R. § 164.524. In addition, Business Associate shall make any Amendment(s) to such PHI as may be requested by an Individual in accordance with 45 C.F.R. § 164.526. Such access and any amendments shall be provided and performed in a reasonable time and manner such that Covered Entity may comply with the requirements of 45 CFR § 164.524 and § 164.526. 2.8 Access to Records by Secretary. Business Associate shall make its internal practices, books, and records relating to the use and disclosure of PHI available to the Secretary, in a reasonable time and manner, for purposes of the Secretary determining Covered Entity's compliance with the Privacy Rule, pursuant to the requirements of 45 C.F.R. § 164.504(e)(2). 2.9 Accounting of Disclosures. Business Associate shall maintain a record of any disclosures by Business Associate of PRI that must be included in an accounting of disclosures pursuant to 45 C.F.R § 164.528(a) and 42 U.S.C. § 17935(c). Business Associate shall make this record available to Covered Entity or an Individual, in a reasonable time and manner upon request by Covered Entity or an Individual, such that Covered Entity may comply with its obligations under 45 C.F.R. § 164.528 and 42 U.S.C. § 17935(c). Such a record shall include any impermissible disclosures and Breaches addressed by Paragraphs 2.5 above and shall include information sufficient for Covered Entity to comply with the requirements of 45 C.F.R. § 164.528 and 42 U.S.C. § I7935(c). 2.10 Minimum Necessarv. Business Associate shall request, use and/or disclose only the minimum amount of PHI necessary to accomplish the purpose of the request, use or disclosure, consistent with Covered Entity's minimum necessary policies and procedures; provided that Business Associate shall comply with 42 U.S.C. § I 7935(b). 2.11 Remuneration. Business Associate shall not directly or indirectly receive remuneration in exchange for any PHI in compliance with 42 U.S.C. § 17935(d) and 45 C.F.R. § 164.508(a)(4). 2.12 Communications about Products or Services. Business Associate shall not make or cause to be made any communications about a product or service that is prohibited by 42 U.S.C. § 17936(a) and 45 C.F.R. § 164.508(a)(3). 2.13 Covered Electronic Transaction. In the event that Business Associate transmits or receives any Covered Electronic Transaction, Business Associate shall, pursuant to 45 CFR § 162.923, comply with all applicable provisions of the Standards for Electronic Transactions Rule, In addition, Business Associate shall ensure that any agents or subcontractors that assist Business Associate in conducting Covered Electronic Transactions agree in writing to comply with the Standards for Electronic Transactions Rule. 3. Oblations of Covered Entity. 3.1 Requests by Covered Entity. Covered Entity will not request Business Associate to use or disclose PHI in any manner that would not be permissible under the Privacy Rule, the Security Rule or the HITECH Act, if done by Covered Entity. 3.2 Provision of PHI. Covered Entity will provide Business Associate with only that PHI which is minimally necessary for Business Associate to perform the Services. 3.3 Notice of Privacy Practices. Covered Entity shall notify Business Associate in writing of any limitation(s) in its notice of privacy practices of Covered Entity in accordance with 45 C.F.R. 164. 520, if Covered Entity reasonably believes that such limitations affect Business Associate's permitted or required uses and disclosures of PHI under this Agreement. 3.4 Authorization. Unless specified otherwise in an Underlying Agreement, Covered Entity shall obtain from the Individual(s) any consent or authorization that may be required by federal, state, or local laws or regulations prior to furnishing PHI to Business Associate. Covered Entity shall notify Business Associate in writing of any material . changes in or revocation of such consent or authorization, if Covered Entity reasonably believes that such changes affect Business Associate's permitted or required uses and disclosures of PHI under this Agreement. 3.5 Restriction of Use or Disclosure. Covered Entity shall notify Business Associate of any restriction to the use or disclosure of PHI to which Covered Entity has agreed pursuant to 45 CFR § 164,522, if Covered Entity reasonably believes that such restriction affects Business Associate's permitted or required uses or disclosures of PHI under this Agreement. 4. Term and Termination, 4.1 Term. The Term of this Agreement shall begin on the Effective Date and shall terminate when all PHI is destroyed or returned to Covered Entity. Business Associate must return or destroy all PHI upon thirty (30) days written notice from Covered Entity. If it is infeasible to return or destroy PHI, Business Associate shall extend protections to the PHI in accordance with the termination provisions in this Section 4. 42 Termination for Cause. If either party knows of a pattern of activity or practice of the other party that constitutes a material breach or violation of this Agreement, then the non - breaching party shall provide written notice of the breach or violation to the other party that specifies the nature of the breach or violation. The breaching party must cure the breach or end the violation on or before thirty (30) days after receipt of the written notice. In the absence of a cure reasonably satisfactory to the non - breaching party, the non - breaching party may, if feasible, terminate this Agreement and any underlying administrative services or related agreement(s) between the parties.. Notwithstanding the foregoing, Covered Entity reserves the right to immediately terminate this Agreement and any underlying administrative services or related agreement(s), if Covered Entity reasonably concludes that the scope or nature of the material breach is such that the breach constitutes a gross breach of the terms of this Agreement. If termination of this Agreement is not feasible, the non - breaching party may report the violation to the Secretary. 4.3 Effect of Termination}. (a) Except as provided in paragraph (b) of this section, upon termination of this Agreement for any reason, Business Associate shall return or destroy all PHI in its possession and in the possession of all subcontractors or agents of Business Associate. Business Associate (including subcontractors or agents) shall retain no copies of the PHI other than as described in Paragraph 4.3(b) below. If Covered Entity terminates this Agreement, Business Associate . shall have no continuing obligation arising out of any underlying administrative services or related agreements) between the parties. (b) In the event that Business Associate reasonably determines that returning or destroying the PHI is infeasible, Business Associate shall provide Covered Entity with notification of the conditions that make return or destruction infeasible. Upon Covered Entity's receipt and acknowledgement of such notification, Business Associate shall extend the protections of this Agreement to such PHI and limit further uses and disclosures of such PHI to those purposes that make the return, or destruction infeasible, for so long as Business Associate maintains such PHI. The parties acknowledge and agree that it is infeasible for Business Associate to return or destroy PHI when such PHI is incorporated into Business Associate's business records and retention of such records is required by Business Associate's documented record retention policies. Additional written justification and verification of infeasibility is not required with regard to such retention of PHI. Business Associate shall extend the protections of this Agreement to any PHI so retained, and limit further use and disclosure of such PHI to uses and disclosures permitted or required by I -IIPAA and the IIITECH Act. i. Indemnification. Parties hereby agree to defend, indemnify, and hold the other party harmless against all expenses, losses, claims, damages, liabilities, reasonable attorneys' fees and costs of suit in connection with any claim, action, suit, proceeding, settlement or compromise thereof, arising out of a party's breach of this Business Associate Agreement, including any breach by an employee, agent, subcontractor or other person to whom the party has disclosed PHI. 6. - -- Assistance -in Litiaationpor Administrative Proceeding. In the event of litigation or administrative proceedings commenced against Covered Entity alleging a breach of this Agreement or a violation of HIPAA or the HITECH Act that is related to this Agreement, Business Associate shall make itself (including employees) available to Covered Entity, at reasonable cost to Covered Entity, to testify or otherwise participate in such proceedings, except where Business Associate or its agent or subcontractor is a named adverse party. If requested by Covered Entity, Business Associate shall reasonably cooperate in securing the assistance of any agent or subcontractor of the Business Associate in regards to participation in any litigation or administrative proceedings. If the parties cannot agree to a specific amount that represents the "reasonable cost" associated with Business Associate's participation, the Business Associate shall nonetheless make itself available as requested. The parties shall subsequently negotiate the amount of the "reasonable cost." If the parties do not reach agreement, the "reasonable cost" shall be determined by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. 7. Miscellanea 7.1 Regulatory References. A reference in this Agreement to a section in the Privacy Rule or Security Rule means the section as in effect or as amended. 7.2 Conformity. ,Amerldment and Waiver. If state or federal laws or regulations change and affect any provision of this Agreement, this Agreement shall be deemed amended to conform with those changes as of the date the law or regulation becomes effective. Without limitation of the foregoing, if requested by either Party, the parties shall cooperate in formally amending this Agreement to comply with any new or revised state or federal law. Except as stated herein, this Agreement may only be modified in writing signed by both parties. No covenant, term, or condition of this Agreement may be waived except by written consent of the Party against whom the waiver is claimed. 7.3 Survival. The respective rights and obligations of Business Associate under Paragraphs 4.3, 6, and 7 of this Agreement shall survive the termination of this Agreement. 7.4 Notices. Except as otherwise specified herein, all notices provided under this Agreement shall be in writing and will be delivered personally or sent by certified mail or a commercial service with confirmed delivery, addressed as follows: (a) To Business Associate at Group Health Cooperative, Privacy Office, 320 Westlake Avenue North, Suite 100, Seattle, WA 98109; or (b) To Covered Entity at the address specified above. Addresses may be changed by notice given as required by this Section. 7.5 Interpretation. Any ambiguity in this Agreement shall be resolved in favor of a meaning that permits Covered Entity to comply with the Privacy and Security Rules and the HITECH Act. If the terms of this Agreement conflict with the Privacy or Security Rules or theHITECH Act, the terms (I the Privacy or Security Rules or the I�IITECH Act shall control. 7.6 No Third Party Beneficiaries. Nothing express or implied in this Agreement is intended to confer, nor shall anything herein confer, upon any person other than the Covered Entity and Business Associate, and their respective successors or assigns, any rights, remedies, obligations, or liabilities whatsoever. 7.7 Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the United States and the State of Washington. Any legal action or proceeding arising in connection with this Agreement shall be tried in the appropriate tribunal in the state of Washington. 7.8 Counterparts. This Agreement may be executed in counterparts, each of which will constitute an original and all of which,will be one and the same document. IN WITNESS WHEREOF, the parties have executed this Agreement on the Effective Date written above. Group' B i k Cooperativ City of Federal Way By '' „"" " By: 0` ram (print name) Title: /OP WA Irk P/i PriftrAl (print name) Plan Administrator 9