HomeMy WebLinkAboutAmend Third Party Admin Agrmt - BenefitsDeschutes County Board of Commissioner` 1300 NW Wall St., Suite 200, Bend, OR 97701 -1960 (541) 388 -6570 - Fax (541) 385 -3202 - www.deschutes.org AGENDA REQUEST & STAFF REPORT For Board Business Meeting of April 1, 2009 Please see directions for completing this document on the next page. DATE: 03/19/2009 FROM: Ronda Connor Personnel 385 -3215 TITLE OF AGENDA ITEM: Consideration of Chair Signature of Document # 2009 -152, an Amendment to a Third Party Administrator Services Agreement for Employee Benefits PUBLIC HEARING ON THIS DATE? No BACKGROUND AND POLICY IMPLICATIONS: Amendment #3 to Administrative Services Agreement (ASA) between Deschutes County and Employee Benefit Management Services (EBMS). Original contract effective 01/01/2006. The amendment presented reflects updates and annual attestations of schedules A, B, D, E, & L of the 01/01/2006 ASA. These schedules relate to fees, COBRA provisions, utilization management, HIPAA, and subrogation. FISCAL IMPLICATIONS: Contract value is approximately $330,000 for the 2008/2009 plan year. This reflects approximatAy a $20,000 increase in administrative expenses compared to the previous plan year. The majority o'' that increase relates to EBMS' fees for medical claims administration of the health benefits plan. The remainder of the increase is the rate increase of aggregate stop loss insurance. RECOMMENDATION & ACTION REQUESTED: Request Chair Signature of document # 2009,152, Amendment #3 to Third Party Administrator Administrative Service Agreement. ATTENDANCE: Ronda Connor DISTRIBUTION OF DOCUMENTS: Please return two original copies to Ronda Connor in Personnel. DESCHUTES COUNTY DOCUMENT SUMMARY (NOTE: This form is required to be submitted with ALL contracts and other agreements, regardless of whether the document is to be on a Board agenda or can be signed by the County Administrator or Department Director. If the document is to be on a Board agenda, the Agenda Request Form is also required. If this form is not included with the document, the document will be returned to the Department. Please submit documents to the Board Secretary for tracking purposes, and not directly to Legal Counsel, the County Administrator or the Commissioners. In addition to submitting this form with your documents, please submit this form electronically to the Board Secretary.) Date: 3/19/2009 Please complete all sections above the Official Review line. Department: Contractor /Supplier /Consultant Name: Contractor Contact: 3575*1364 Julie Nelson EBMS Personnel Contractor Phone #: Type of Document: Services Agreement Goods and /or Services: Third Party Administration of Health Benefits Plan Background & History: Amendment #3 to the Third Party Administrator, Administrative Services Agreement. Document 2009 -152 Agreement Starting Date: 01/01/2006 Annual Value or Total Payment: Ending Date: Estimated $330,000 Z Insurance Certificate Received (check box) Insurance Expiration Date: 02/07/2010 877- 07/31/2008 Check all that apply: ❑ RFP, Solicitation or Bid Process ❑ Informal quotes ( <$150K) ❑ Exempt from RFP, Solicitation or Bid Process (specify — see DCC §2.37) Funding Source: (Included in current budget? ® Yes ❑ No If No, has budget amendment been submitted? ❑ Yes ❑ No Is this a Grant Agreement providing revenue to the County? ❑ Yes ® No Special conditions attached to this grant: Deadlines for reporting to the grantor: If a new FTE will be hired with grant funds, confirm that Personnel has been notified that it is a grant funded position so that this will be noted in the offer letter: ❑ Yes ® No 3/19/2009 Phone #: Departmental Contact and Title: Ronda Connor, Benefits Coordinator Phone #: 385 -3215 Department Director Approval: c/f` 3 1 i v 1 Signature Date Distribution of Document: Who gets the original document and /or copies after it has been signed? Include complete information if the document is to be mailed. Official Review: County Signature Required (check one): %BOCC ❑ Department Director (if <$25K) ❑ Administrator (if > 25 :$150K; if >$150K, BOCC Order No. ) Legal Review ��`._ '� \� \� Date ?S l`i b °) Document Number DC " 2 1 1 3/19/2009 LEGAL. COUNSEL SCHEDULE A FEES A. Pursuant to the Administrative Services Agreement, the Plan Sponsor shall submit to the Contract Administrator: Administrative Fees Medical Dental Vision COBRA HIPAA Plan Document Printing Coordinated Care Case Management Priority Maternity Health Impact $15.50 per employee per month $2.50 per employee per month $.050 per employee per month $1.00 per employee per month $1.00 per employee per month Cost $2.00 per employee per month $1.25 per employee per month $340.00 per screened case $4.25 per employee per month (Additional Administrative Fees may be reflected on the pertinent Schedule.) B. The Contract Administrator shall receive from the Plan Sponsor (for remittance to the appropriate entity) the following: Stop -loss Premiums PPO Fees Specific - Composite $27.57 per employee per month Aggregate $3.89 per employee per month Providence Preferred $3.00 per employee per month in network The MultiPlan Network (Multiplan) may provide fee negotiating services for claims from providers who are not already participating in discount arrangements with Plan Sponsor. Multiplan will retain eighteen percent (18 %) and EBMS will retain three percent (3 %) of whatever savings is created by MultiPlan's fee negotiating services, for a total of a twenty-one percent (21%) retention of savings. C. The Contract Administrator shall be authorized to deduct the administrative fees for each month from the Plan's claims paying account. D. A binder fee of $ N/A representing the first month's estimated fees shall be payable on or before the effective date of this Agreement. E. An initial one -time set -up fee of $ N/A for eligibility loading, plan building and other services, shall be payable prior to commencement of services under this agreement. F. The Plan Sponsor shall pay to the individual responsible for service and support $ N/A per employee per month, which amount shall be submitted to Contract Administrator, for delivery to the service /support representative. G. The fee structure shall be renewed annually and revised to be mutually acceptable to both parties. Effective Date: August 1, 2008 PLAN SPONSOR: By: Its: Deschutes County Tammy Baney, Chair Deschutes County Board of Commissioners GC -2009 -152 CONTRACT ADMINISTRATOR: By: Employee Benefit Management Services, Inc. Its: Chief Executive Officer SCHEDULE B COBRA The Plan Sponsor requests that the Contract Administrator provide certain services in compliance with the requirements of the Consolidated Budget Reconciliation Act (COBRA) as amended, and all related regulations with respect to the Plan Sponsor's COBRA responsibilities in consideration of the following: DUTIES AND RESPONSIBILITIES OF PLAN SPONSOR A. Notify the Contract Administrator in writing, of all Plan Participants and Plan Beneficiaries eligible under the Plan. B. Notify the Contract Administrator of certain qualifying events, in writing, within thirty (30) days of the occurrence of a qualifying event, including but not limited to a covered employee's end of employment, a covered employee's reduction of hours of employment, death of a covered employee, commencement of a proceeding in bankruptcy with respect to the employer, or the covered employee becoming entitled to Medicare benefits (under Part A, Part B, or both). Said Notice shall contain sufficient information to satisfy the requirements as set forth in the Act. C. Forward any necessary information and/or documentation on to Contract Administrator applicable to a Plan Participant and/or a Plan Beneficiary and a Qualifying Event. D. Assist Contract Administrator in obtaining any necessary information and/or documentation applicable to a Plan Participant and/or Plan Beneficiary. E. Notify Contract Administrator of any Plan Participant and/or Plan Beneficiary address change. F. If applicable, forward the necessary COBRA premium on to the Contract Administrator. DUTIES AND RESPONSIBILITIES OF CONTRACT ADMINISTRATOR A. Upon receipt of complete eligibility documentation, Contract Administrator shall provide each Plan Participant and all applicable Plan Beneficiaries with written initial notice of his or her continuation coverage rights under the Plan. B. Following notice of a qualifying event, Contract Administrator will notify all qualified beneficiaries of continuation coverage rights and premium amounts. C. Contract Administrator shall receive elections and premiums from qualified beneficiaries, track all premium payments received, and provide telephonic assistance for inquiries on COBRA benefits. D. Contract Administrator shall notify qualified beneficiaries of rate changes, the unavailability of COBRA, and COBRA termination. COMPENSATION A. In addition to 2% of the applicable premium of those who elect and pay COBRA, Contract Administrator shall be compensated for COBRA services $1.00 per employee per month as reflected on Schedule A. B. To be completed by sales representative: N/A C. Contract Administrator shall be authorized to deduct the administration fees for each month from the Plan's claim paying account. D. A binder fee of $ N/A representing the first month's estimated fees shall be payable on or before the effective date of this Agreement. E. The fee structure shall be renewed annually and revised to be mutually acceptable to both parties. Effective Date: August 1, 2008 PLAN SPONSOR: By: Deschutes County Tammy Baney, Chair Deschutes County Board of Its: Commissioners CONTRACT ADMINISTRATOR: By: Employee Benefit Management Services, Inc. Its: Chief Executive Officer SCHEDULE D CARE LINK ADDENDUM The Plan Sponsor requests that the Contract Administrator provide certain cost management services. A. COORDINATED CARE Coordinated Care is a program designed to assist Covered Persons in understanding and becoming involved with their diagnosis and medical plan of care, and advocates patient involvement in choosing a medical plan of care. This program is not designed to be the practice of medicine or to be a substitute for the medical judgment of the attending Physician or other health care providers. The final decision regarding health care always remains with the Covered Person and his or her Physician. The services provided through this program include the coordination of care for scheduled and emergent hospital admissions. • The program requires notifying CARE LINK for the following inpatient admissions: acute hospitalizations, free- standing chemical dependency facilities, free - standing mental health facilities, and free - standing rehabilitation facilities. A CARE LINK nurse may contact the Covered Person and/or the provider to provide health education, pre - surgical counseling, inpatient care coordination, facilitation of discharge plan, and post- discharge follow -up. • Prior to entering a medical care facility on a non - emergency basis, CARE LINK should be notified at least seven (7) days before services are scheduled to be rendered, at which time CARE LINK should be provided adequate information as set forth in the Plan Document and Summary Plan Description. A CARE LINK nurse will be available at this time to help coordinate the plan of care, answer questions, and assist with any discharge needs. • If it appears that a Covered Person has a continued stay, CARE LINK will contact the facility to confirm an anticipated day of release, and if continued hospitalization is required, the CARE LINK nurse will coordinate with the provider and facility to identify the member's current and continued plan of care. • If there is an emergency admission to a medical care facility, the patient, patient's family member, medical care facility or attending physician should notify CARE LINK within two (2) business days after the admission. Hospital Observation Room stays in excess of 23 hours are considered an admission for purposes of this program. CARE LINK's toll -free number and office hours are listed on the back of the member's card and are also provided in the Plan Document and Summary Plan Description. B. CASE MANAGEMENT Upon the occurrence of a catastrophic condition, including but not limited to, a spinal cord injury, cancer, AIDS or a premature birth, where a person may require long -term, perhaps lifetime care, a Case Manager will monitor these certain patients and explore, discuss and coordinate alternate types of appropriate medically necessary care. The Case Manager will consult with the patient, the family and the attending Physician in order to coordinate a plan of care approved by the patient's attending Physician and the patient. This plan of care may include some or all of the following: 1. Individualized support to the patient; 2. Contacting the family to offer assistance for coordination of medical care needs; 3. Monitoring response to treatment; 4. Determining alternative care options; and 5. Assisting in obtaining any necessary equipment and services. Note: Case Management is a voluntary service. There are no reductions of benefits or penalties if the patient and family choose not to participate. Each treatment plan is individually tailored to a specific patient and should not be seen as appropriate or recommended for any other patient, even one with the same diagnosis. C. TELEPHONE CONSULTATION CARE LINK nurses are available by a toll -free line during CARE LINK normal working hours to answer Covered Person's health - related questions. Assistance ranges from providing a better understanding of specific medical procedures, to translations of medical terminology and help in locating community support services. D. MISCELLANEOUS EBMS shall have no responsibility or liability to anyone for the results of professional services rendered by health care providers. EBMS shall have no right or obligation under this Schedule or the Administrative Services Agreement to intervene in the determination of what such services shall be or how they shall be rendered. Decisions to obtain or deliver any health care service shall always be made only by the patient and/or the patient's treating professionals. EBMS may rely on the recommendations of licensed health care professionals retained by EBMS to assist EBMS in rendering the health care management services provided for under this Schedule. EBMS' health care management services do not include a guarantee or certification to anyone that particular professional services are covered under the Plan or that benefits will be paid for those services. Final eligibility and coverage decisions can be made only after a complete claim is submitted and fully processed for payment. Effective Date: August 1, 2008 PLAN SPONSOR: By: Deschutes County Tammy Baney, Chair Deschutes County Board of Its: Commissioners CONTRACT ADMINISTRATOR: By: Employee Benefit Management Services, Inc. Its: Chief Executive Officer SCHEDULE E HIPAA CERTIFICATION The Contract Administrator will provide certification of creditable coverage with respect to the Plan Sponsor's responsibilities in compliance with the requirements of the Health Insurance Portability and Accountability Act of 1996 (HIPAA), as amended, and all related regulations in consideration of the following: DUTIES AND RESPONSIBILITIES OF PLAN SPONSOR In a timely manner, Plan Sponsor shall submit, in writing, complete and accurate employment, health and coverage data to Contract Administrator. DUTIES AND RESPONSIBILITIES OF CONTRACT ADMINISTRATOR A. Issue certificates of coverage to those who, based upon data provided by Plan Sponsor, lose coverage under the Plan. B. Issue certificates of coverage to those who elect COBRA, then cease to be covered by the COBRA continuation coverage provided by the Plan. C. Issue certificates of coverage to those who request such certificate, but no later than twenty-four (24) months after cessation of coverage as set forth in the preceding two paragraphs. COMPENSATION A. Contract Administrator shall be compensated for HIPAA Certification services at the rate of $1.00 per employee per month. B. The Contract Administrator shall be authorized to deduct the administration fees for each month from the Plan's claim paying account. C. The fee structure shall be renewed annually and revised to be mutually acceptable to both parties. Effective Date: August 1, 2008 PLAN SPONSOR: By: Deschutes County Tammy Baney, Chair Deschutes County Board of Its: Commissioners CONTRACT ADMINISTRATOR: By: Employee Benefit Management Services, Inc. Its: Chief Executive Officer SCHEDULE L SUBROGATION AND THIRD PARTY RECOVERY The Plan Sponsor requests that the Contract Administrator provide certain services in order to protect the assets of the Plan in the event any recovery is available from a third party source. DUTIES AND RESPONSIBILITIES OF PLAN SPONSOR A. The Plan Sponsor agrees that Contract Administrator shall provide subrogation and third party recovery services to the Plan. Plan Sponsor agrees that it will furnish all information it may possess regarding claims subject to third party recovery. B. Certain cases will require referral to an outside attorney and additional legal work beyond the scope of the services contemplated by this Schedule. The Plan Sponsor agrees that engagement of an outside attorney shall be the Plan's responsibility and that upon engagement of such, the Contract Administrator shall cooperate with the outside attorney but will have no further obligation to pursue recovery. C. The Plan Administrator shall timely respond to settlement offers presented by Contract Administrator. D. The Plan Administrator shall have the right to terminate the pursuit and/or recovery efforts against a third party, the participant, or any other liable party at any time. DUTIES AND RESPONSIBILITIES OF CONTRACT ADMINISTRATOR A. The Contract Administrator shall provide subrogation and third party recovery services necessary to pursue the Plan's equitable interests including the initial determination as to whether a subrogation or third party action exists, supervision, follow -up and closure. If the Plan Sponsor does not agree to the course of recovery action proposed by the Contract Administrator, the Contract Administrator shall have no further obligation or liability whatsoever for the recovery and reimbursement of the Plan's equitable interests. Services such as filing an action in State or Federal Court are beyond the scope of the services contemplated by this Agreement. B. The Contract Administrator may engage such outside consultants and services as the Contract Administrator deems necessary to pursue the Plan's interests. Fees of such outside consultants and services shall not be the responsibility of the Plan, without its prior written consent. C. The Contract Administrator agrees to provide summary status reports of subrogation and third party recovery upon request of the Plan Sponsor. D. The Contract Administrator agrees that it shall have no authority to compromise the Plan's equitable interests in excess of Ten Thousand ($10,000) without consent of the Plan Sponsor. E. Plan Sponsor hereby grants Contract Administrator authority to accept settlement of the Plan's equitable interests for offers received between Two Thousand One ($2,001) and Ten Thousand ($10,000) Dollars without the Plan Sponsor's specific consent, if the settlement offer is more than or equal to sixty -six percent of the Plan's equitable interests. Offers less than sixty-six percent will be presented to the Plan Sponsor for its review. F. The Contract Administrator shall have no obligation to pursue the Plan's equitable interests between One ($1) and Two Thousand ($2,000) Dollars. If the Contract Administrator does pursue such an interest on the Plan's behalf, the Plan Sponsor agrees that the Contract Administrator shall have the authority to compromise the lien and accept settlement on the Plan's behalf. COMPENSATION The Plan Sponsor agrees to engage the Contract Administrator on a contingency fee basis upon the terms and conditions as set forth herein and the Contract Administrator agrees to accept fifteen percent (15 %) of all recoveries by Contract Administrator received as payment in full for all subrogation and third party recovery services. Effective Date: August 1, 2008 PLAN SPONSOR: By: Deschutes County Tammy Baney, Chair Its: Deschutes County Board of Commissioners CONTRACT ADMINISTRATOR: By: Employee Benefit Management Services, Inc. Its: Chief Executive Officer TRAVELERS J One Tower Square, Hartford, Connecticut 06183 CHANGE ENDORSEMENT INSURING COMPANY: THE PHOENIX INSURANCE COMPANY Named Insured: EMPLOYEE BENEFIT MANAGEMENT AND AS PER IL T8 00 Policy Number: I- 680- 2404C50A- PHX -09 Policy Effective Date: 02 -07 -09 Policy Expiration Date: 02 -07 -10 Issue Date: 02 -18 -09 Premium $ NIL Effective from 02 -07 -09 at the time of day the policy becomes effective. THIS INSURANCE IS AMENDED AS FOLLOWS: ADDITIONAL INSUREDS ARE ADDED TO THE POLICY AS PROVIDED UNDER THE ATTACHED ENDORSEMENT(S): C THE FOLLOWING FORMS AND /OR ENDORSEMENTS IS /ARE INCLUDED WITH THIS CHANGE. THESE FORMS ARE ADDED TO THE POLICY OR REPLACE FORMS ALREADY EXISTING ON THE Y: G T4 91 1 NAME AND ADDRESS OF AGENT OR BROKER Countersigned by PAYNE FIN GRP- BILLINGS EJ884 PO BOX 30638 BILLINGS MT 59107 -0638 Authorized Representative DATE: cP-//9/07 IL TO 07 09 87 (Page 01 of 01) Office: SEATTLE POLICY NUMBER: I- 680- 2404C50A- PHX -09 EFFECTIVE DATE: 02 -07 -09 ISSUE DATE: 02 -18 -09 LISTING OF FORMS, ENDORSEMENTS AND SCHEDULE NUMBERS THIS LISTING SHOWS THE NUMBER OF FORMS, SCHEDULES AND ENDORSEMENTS BY LINE OF BUSINESS. IL TO 07 09 87 CHANGE ENDORSEMENT /� IL T8 01 01 01 FORMS, ENDORSEMENTS AND SCHEDULE NUMBERS V COMMERCIAL GENERAL LIABILITY CG T4 91 11 88 ADDL INSD - DESIGNATED PERSON /ORGANIZATION IL T8 01 01 01 PAGE: 1 OF 1 COMMERCIAL GENERAL LIABILITY POLICY NUMBER: I- 680- 2404C50A- PHX -09 ISSUE DATE: 02 -18 -09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED-DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of person or organization: DESCHUTES COUNTY ITS OFFICERS, AGENTS, EMPLOYEES /VOLUNTEERS 1300 NW WALL STREET STE 200 BEND OR 97701 WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule as an insured but only with respect to liability arising out of your acts or omissions. RECEIVED FEB 2 0 2009 gl CG T4 91 11 88 Copyright, Insurance Services Office, Inc., 1984 Page 1 of 1 CHANGE OVERPRINT /CHANGE SLIP POLICY NUMBER: I- 680- 2404C50A- PHX -09 ISSUE DATE: 02 -18 -09 RATER: JD CHANGE EFFECTIVE DATE: 02 -07 -09 EFFECTIVE DATE: 02 -07 -09 EXPIRATION DATE: 02 -07 -10 1 INSURED'S NAME: EMPLOYEE BENEFIT MANAGEMENT .AND AS PER IL TB 00 New /Renewal: R Solicitor Code: SAI: 1725Y3098 MSI: M Rating Mode: G Special Code: Watch File: 0 Program Code: 16F Survey Code: 2 Paymode: B Reinsurance: S Audit Frequency: N DOWNSTREAM Responsibility: I Pro Rata Factor: 1.000 PREMIUM SUMMARY 0 ACCT. EFF. PREMIUM S.B. MO. DATE .1500 TOTAL OFFICE: SEATTLE 199 PRODUCER NAME: PAYNE FIN GRP- BILLINGS Page 1 of 1 Ask TRAVELERS J One Tower Square, Hartford, Connecticut 06183 INSURING COMPANY: THE PHOENIX INSURANCE COMPANY Named Insured: Policy Number: Policy Effective Date: Policy Expiration Date: Issue Date: Premium $ CHANGE ENDORSEMENT EMPLOYEE BENEFIT MANAGEMENT AND AS PER IL T8 00 I- 680- 2404C50A- PHX -08 02 -07 -08 02 -07 -09 02 -18 -09 NIL Effective from 01-05-09 at the time of day the policy becomes effective. THIS INSURANCE IS AMENDED AS FOLLOWS: UREDS ARE ADDED 0 THE POLICY AS PROVIDED UNDER THE ATTACHED ENDORSEMENTS : CG T4 91 THE FOLLOWING FORMS AND /OR ENDORSEMENTS IS /ARE INCLUDED WITH THIS CHANGE. THESE FORMS ARE ADDED TO THE POLICY OR REPLACE FORMS ALREADY EXISTING ON THE POLICY: CG T4 1 NAME AND ADDRESS OF AGENT OR BROKER PAYNE FIN GRP- BILLINGS EJ884 PO BOX 30638 BILLINGS IL TO 07 09 87 (Page 01 of 01) MT 59107 -0638 ECEIVED FEB2O Countersigned by DATE: Authorized epresentative 01/(9 fDy Office: SEATTLE POLICY NUMBER: I- 680- 2404C50A- PHX -08 EFFECTIVE DATE: 02 -07 -08 ISSUE DATE: 02 -18 -09 LISTING OF FORMS, ENDORSEMENTS AND SCHEDULE NUMBERS THIS LISTING SHOWS THE NUMBER OF FORMS, SCHEDULES AND ENDORSEMENTS BY LINE OF BUSINESS. IL TO 07 09 87 CHANGE ENDORSEMENT IL T8 01 01 01 FORMS, ENDORSEMENTS AND SCHEDULE NUMBERS L/ COMMERCIAL GENERAL LIABILITY CG T4 91 11 88 ADDL INSD - DESIGNATED PERSON /ORGANIZATION IL T8 01 01 01 PAGE: 1 OF 1 COMMERCIAL GENERAL LIABILITY POLICY NUMBER: I- 680- 2404C50A- PHX -08 ISSUE DATE: 02 -18 -09 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON . OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of person or organization: DESCHUTES COUNTY ITS OFFICERS, AGENTS, EMPLOYEES /VOLUNTEERS 1300 NW WALL STREET STE 200 BEND OR 97701 WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule as an insured but only with respect to liability arising out of your acts or omissions. CGT4911188 Copyright, Insurance Services Office, Inc., 1984 Page 1 of 1 CHANGE OVERPRINT /CHANGE SLIP POLICY NUMBER: 1-680- 2404C50A- PHX -08 ISSUE DATE: 02 -18 -09 RATER: JD CHANGE EFFECTIVE DATE: 01 -05 -09 EFFECTIVE DATE: 02 -07 -08 EXPIRATION DATE: 02 -07 -09 INSURED'S NAME: EMPLOYEE BENEFIT MANAGEMENT AND AS PER IL T8 00 New /Renewal: R Solicitor Code: SAI: 1725Y3098 MSI: M Rating Mode: G Special Code: Watch File: 0 Program Code: 16F Survey Code: 2 Paymode: B Reinsurance: S Audit Frequency: N DOWNSTREAM Responsibility: i Pro Rata Factor: 0.090 PREMIUM SUMMARY ACCT. EFF. PREMIUM S.B. MO. DATE .1500 TOTAL OFFICE: SEATTLE 199 PRODUCER NAME: PAYNE FIN GRP- BILLINGS Page 1 of 1 • ACORDTM CERTIFICATE OF LIABILITY INSURANCE DATE (N09D ) TYPE OF INSURANCE PRODUCER Hoiness LaBar Insurance A Member of Payne Financial Group P.O. Box 30638 Billings, MT 59107 -0638 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Employee Benefit Management Services, P 0 Box 21367 Billings, MT 59104 INSURER A: Phoenix Insurance Company GENERAL X INSURER B: 16802404C50APHX08 INSURER C: 02/07/09 INSURER D: $1,Q00,000 INSURER E: $300,000 COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SI ICH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IRSR LTR ADD'L INSRD TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM /DD/YY) POLICY EXPIRATION DATE (MM /DD/YY) LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILI 16802404C50APHX08 02/07/08 02/07/09 EACH OCCURRENCE $1,Q00,000 DAMAGE TO RENTED PREMISES (Ea occurrence) $300,000 CLAIMS MADE CCUR MED EXP (Any one person) $55,000 PERSONAL & ADV INJURY $1 r000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: —I POLICY n PE0 n LOC PRODUCTS - COMP /OP AGG $2,000,000 AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ _ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITRECEIVED ANY AUTO JAN -, 6 ZV Ir,. COUNTY GEM 7(� U9� ENT AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ AUTO ONLY: AGG EACH OCCURRENCE $ $ EXCESS 7 /UMBRELLA OCCUR DEDUCTIBLE RETENTION LIABILITY $ CLAIMS MADE AGGREGATE $ $ $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below WC IMIT- TORY LIMITS L ER- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES 1 EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS ** Supplemental Name ** Employee Benefit Management Services, Inc. DBA EBMS Larson Family Properties, LLC (own bldg @ 2075 Overland) (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION Deschutes County 1300 NW Wall Street, Suite 201 Bend, OR 97701 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE E (PIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL fin DAYS NRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO D SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGEI, rS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001/08) 1 of 3 #S360337/M360336 1 KM 0 ACORD CORPORA "ION 1988 DESCRIPTIONS (Continued from Claims Administration, Inc. EBMS Retirement Plan Other Named Insured: Mountain States Administration Inc.DBA MSA/EBMS Frederick & Nicki Larson FHL, LLC Notice of cancellation for non - payment of premium will always be 10 days. Certificate holder is additional insured regarding general liability. RECEIVED JAN ® 6 2009 +DESCHUI`ES COUNTY RISK MANAGEMENT AMS 25.3 (2001(08) 3 of 3 #S360337/M360336 • ACORDTM CERTIFICATE OF LIABILITY INSURANCE DATE (F09c ) TYPE OF INSURANCE PRODUCER Hoiness LaBar Insurance A Member of Payne Financial Group P.O. Box 30638 Billings, MT 59107 -0638 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Employee Benefit Management Services, P O Box 21367 Billings, MT 59104 INSURER Phoenix Insurance Company GENERAL X INSURER B: 16802404C50APHX08 INSURER C: 02/07/09 INSURER D: $1,000,000 $300,000 INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR ADD' INSR' TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM /DD/YYI POLICY EXPIRATION DATE (MM /DD/YY) LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY 16802404C50APHX08 02/07/08 02/07/09 EACH OCCURRENCE $1,000,000 $300,000 DAMAGE EEM SSO(Fa RENTED CLAIMS MADE X OCCUR MED EXP (Any one person) $5,000 PERSONAL & ADV INJURY $1,000,000 $2,000,000 $2,000,000 GENERAL AGGREGATE GEN'L AGGREGATE LIMIT APPLIES PER: POLICY n PRO- n JECT I LOC PRODUCTS - COMP /OP AGG AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ GARAGE ■ LABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY OCCUR CLAIMS MADE DEDUCTIBLE RETENTION $ EACH OCCURRENCE $ ■ AGGREGATE $ $ ■ $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below WC T- OTH- ER TORY LIMITS ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS 1 LOCATIONS 1 VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS **Supplemental Name ** Employee Benefit Management Services, Inc. DBA EBMS Larson Family Properties, LLC (own bldg @ 2075 Overland) (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION Deschutes County 1300 NW Wall Street, Suite 201 Bend, OR 97701 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIR tTION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL an DAYS WRIT FEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SI. \LL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS O/ t REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001108)1 of 3 #S360337/M360336 1KM © ACORD CORPORATIOI^ 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25 -S (2001/08) 2 of 3 #S360337/M360336 Computer Claims Administration, Inc. EBMS Retirement Plan Other Named Insured: Mountain States Administration Inc.DBA MSA/EBMS Frederick & Nicki Larson FHL, LLC Notice of cancellation for non - payment of premium will always be 10 days. Certificate holder is additional insured regarding general liability. ,5%.'.s .+3,',�.°�, �.� .�. �, ,,,,.�:. �.. ��� .�,� <,� +. .d, em .. <.. ..r- ,.� <..iare .ws ar „� �9c.,,.� .,, F�� �ed�a�, .ami,�ek✓'. �., w.. 3,.te ,�, .�.,, :�.,`, +� �& �•: AMS 25.3 (2001/08) 3 of 3 #S360337/M360336 EXHIBIT 2 DESCHUTES COUNTY SERVICES CONTRACT Contract No. 2008 - INSURANCE REQUIREMENTS Contractor shall at all times maintain in force at Contractor's Insurance coverage must ap•ly on a primary or except Professional Liability, - hall be written on this contract. Policies writte on a ma•'`r•asis -c n occ rrence expe -•, each insurance noted below. ry asis. All insurance policies, sis : nd be in effect for the term of m -t be approved ansLaatharized by J lL Deschutes County. Contractor Name >-3 w%5 Workers Compensation insurance in compliance with ORS 656.017, requiring Contractor and all subcontractors to provide workers' compensation coverage for all subject workers, or provide certification of exempt status. Employer's Liability Insurance with coverage limits of not less than $500,000 must be included. Professional Liability insurance with an occurrence combined single limit of not less than: Per Occurrence limit Annual Aggregate limit ❑ $500,000 ❑ $500,000 ❑ $1,000,000 ❑ $1,000,000 ❑ $2,000,000 ❑ $2,000,000 Professional Liability insurance covers damages caused by error, omission, or negligent acts related to professional services provided under this Contract. The policy must pro '•e extended reporting period coverage, sometimes referred to as "tail coverage" for claims am - • e wi n two years after this contract is completed. ❑ Required by County red by County (bne box must be checked) Commercial General Liability - ce with a combined single limit of not less than: Per Occurrence limit L$500, 000 ❑ $1,000,000 ❑ $2,000,000 Annual Aggregate limit ❑ $500,000 V.31,000,000 ❑ $2,000,000 Commercial General Liability insurance includes coverage for personal injury, bodily injury, advertising injury, property damage, premises, operations, products, completed operations and contractual damages. By separate endorsement, the policy shall name Deschutes County, its officers, agents, employees and volunteers as an additional insured. The additional insured endorsement shall not include declarations that reduce any per occurrence or aggregate insurance limit. The contractor shall provide additional coverage based on any outstanding claim(s) made against policy limits to ensure that minimum /ls ance limits required by the County are maintained. Construction contracts may include aggregate it that apply on a "per location" or "per project" basis. R quired by County ❑ Not required by County (One box must be checked) Page 1 of 2 - Exhibit 2 - Personal Service Contract No. 2008- Automobile Liability insurance with a combined single limit of not less than: Per Occurrence ❑ $500,000 ❑ $1,000,000 ❑ $2,000,000 Automobile Liability insurance includes coverage for bodily injury and property damage resulting frcm operation of a motor vehicle. Commercial Automobile Liability Insurance shall provide coverage for any motor vehicle (symbol 1 on some insurance certificates) driven by or on behalf of Contractor during the course of providing services under this contract. Commercial Automobile Liability is required for contractcrs that own business vehicles construction contractors. A sole proprietor that does no ❑ Required by County stered to the business. Examples include: plumbers, electricians or le of an acceptable personal automobile policy is a contractor who is a hicles registered to the business. t required by County (one box must be checked) Additional Requirements Co ractor shall pay all deductibles and retentions. A cross - liability clause or separation of in - - • s condition must be included in all commercial general liability policies required by this Contract. Contractor's coverage will be primary in the event of loss. Certificate of Insurance Required. Contractor shall furnish a current Certificate of Insurance to the County with the signed Contract. The Certificate shall provide that there shall be no cancellation, termination, material change, or reduction of limits of the insurance coverage without at least 30 days written notice from the Contractor's insurer to the County. The Certificate shall also state the deductible or, if applicable, the self - insured retention level. For commercial general liability coverage, the Certificate shall also provide, by policy endorsement, that Deschutes County, its agents, officers, employees and volunteers are additional insureds with respect to Contractor's services provided under this Contract. The endorsement must be in a format acceptable to Deschutes County. If requested, complete copies of insurance policies shall be provided to the County. Risk M -na• - ent revi Date /2 ?/ / /v6 Page 2 of 2 - Exhibit 2 - Personal Service Contract No. 2008- . "°V LE•ari! CC UNWLL EMPLOYEE BENEFIT MANAGEMENT SERVICES, INC. ADMINISTRATIVE SERVICES AGREEMENT for DESCHUTES COUNTY E'CE9� »QED EMPLOYEE BENEFIT MANAGEMENT SERVICES, INC. ADMINISTRATIVE SERVICES AGREEMENT THIS Agreement is dated the 1st day of January, 2006, by and between Deschutes County, 1300 NW Wall Street, Suite 200, Bend, OR 97701, hereinafter referred to as the "Plan Sponsor," and Employee Benefit Management Services, Inc., of 2075 Overland Avenue, Billings, Montana 59102, hereinafter referred to as the "Contract Administrator." WHEREAS, The Plan Sponsor has established an employee benefit plan, hereinafter called the "Plan ", which provides for payment of certain welfare benefits to and for certain eligible individuals as defined by the Plan's master plan document (the "Plan Document "), such individuals being hereinafter referred to as "Plan Members"; and, WHEREAS, The Plan Sponsor desires to engage the services of the Contract Administrator to provide certain services with respect to the Plan as enumerated below; NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the parties hereto agree as follows: SEC. I DUTIES AND RESPONSIBILITIES OF PLAN SPONSOR 1.01 The Plan Sponsor is the Plan Administrator and retains ultimate discretionary authority and all final authority and responsibility for the Plan and its operation. The Contract Administrator is empowered to act only as expressly stated in this Agreement or as mutually agreed to in writing. 1.02 The Plan Sponsor retains all final authority and responsibility in developing, and determining in accordance with applicable law, benefit provisions, and Plan language describing such benefit provisions, as outlined in the Plan Document, Summary Plan Description and, where necessary, trust document. Plan Sponsor will secure legal review of such documents from Plan Sponsor's legal counsel. 1.03 The Plan Sponsor shall have final authority in determining issues of eligibility, and coverage under the Plan and claims to be paid by the Plan, with the express exception of the amount of any claim eligible for reimbursement, pursuant to the applicable stop -loss policy. 1.04 The Plan Sponsor shall have final authority as to the investment and use of any Plan assets. 1.05 The Plan Sponsor shall procure stop -loss coverage at levels sufficient to ensure the viability of the Plan, and shall determine and maintain the funding level required for prompt payment of all expenses incurred by the Plan. Such expenses shall include but shall not be limited to: (a) specific and aggregate stop -loss insurance premiums; (b) other insurance premiums; (c) appropriate reserves for both reported and unreported claims; and (d) payment of benefits pursuant to the Plan. 1.06 The Plan Sponsor shall be responsible for collecting all appropriate contributions to the Plan from all Plan Members. Failure to collect any such contributions shall not relieve the Plan Sponsor from its funding obligation to the Plan. C:lV Bt BWLLiNGS Page 1 1.07 The Plan Sponsor shall be responsible for taking the following actions to facilitate the proper performance of the Contract Administrator's responsibilities: (a) provide the Contract Administrator with a complete and accurate list of all individuals eligible for benefits under the Plan, and who are enrolled in the Plan, as well as completed enrollment forms prior to the requested effective date; (b) notify the Contract Administrator, on a monthly basis, of any changes in eligibility and participation. [notice of Plan Member termination must be given within thirty (30) days of the termination. Under no circumstances shall credits for administrative fees be retroactive beyond two (2) months, or to the beginning of the current Administrative Services Agreement, whichever time period is shorter; (c) review, approve and distribute to all eligible Plan Members (and return to Contract Administrator when necessary) all appropriate and necessary materials and documents, including but not limited to, Summary Plan Descriptions, Summaries of Material Modification, identification cards, enrollment forms, applications and notice forms as may be necessary for the operation of the Plan or to satisfy the requirements of State or Federal laws or regulations; (d) provide the Contract Administrator with copies of any and all revisions or changes to the Plan Document within fifteen (15) working days of the effective date of the changes; (e) satisfy any and all required reporting, required response and disclosure requirements imposed by law and /or solicited from any and all governmental agencies; and (f) provide the Contract Administrator with any additional information incidental to the Plan, as may be requested by the Contract Administrator, from time to time. SEC. II DUTIES AND RESPONSIBILITIES OF THE CONTRACT ADMINISTRATOR 2.01 The Contract Administrator agrees to perform the following administrative services for the Plan Sponsor: (a) assist in the preparation and printing of a Plan Document, Summary Plan Description, identification cards, and other material necessary to the operation of the Plan; (b) process and adjudicate all claims presented for payment, including but not limited to reasonable investigatory work in determining claim eligibility, and preparing and distributing benefit checks, and Explanation of Benefits to Plan Members and /or service providers, as applicable; (c) corresponding with Plan Members and their representatives regarding possible third -party liability for expenses paid by the Plan on Plan Member's behalf. Contract Administrator shall have no responsibility or liability for the refusal of Plan Members or their representatives to reimburse the Plan for such expenses. Contract Administrator shall have no obligation to take any legal action to enforce the Plan's subrogation rights; (d) respond to inquiries from the Plan Sponsor, Plan Members and service providers concerning requirements, procedures or benefits of the Plan, though such information shall not constitute a determination of benefits that will be paid under the Plan or a guarantee or certification to anyone that any amount will be paid. Benefit determinations can only be made after a complete claim is submitted and fully processed by the Contract Administrator, and are subject to all eligibility requirements, limitations, exclusions and other provisions in effect when a claim is processed; (e) maintain all claim files for the Plan; RECEIVED e.1L1— B BILLIN Page 2 (f) in addition to utilization reports, prepare and provide monthly reports of contributions received from the Plan Sponsor and all disbursements made from the Plan. Any report that can be produced by the automated claims system, in use by the Contract Administrator, will be available to the Plan Sponsor. These reports will be made available only to authorized individuals who will protect the privacy of such information. Unless required by law, under no conditions will the Plan Sponsor use the information provided in any manner that could jeopardize an individual's privacy; (g) once a year, provide the Plan Sponsor with an annual summary report of the operation of its Plan; (h) provide information necessary for, and assist the Plan Sponsor in, preparing reports required by any local, state or federal government pertaining to the operation of the Plan. Additional compensation shall be negotiated between the parties for any unusual reporting or disclosure obligations that would require the Contract Administrator to incur additional expense to collect necessary information; (i) assist the Plan Sponsor with the establishment of rates and provide the Plan Sponsor with information on rate structures for comparable benefit programs; and (j) obtain quotations, as requested by Plan Sponsor, for policies of insurance, if available, including stop -loss or excess risk coverage and/or ancillary coverages such as life and AD &D. The decision to purchase any such insurance shall be made solely by Plan Sponsor. Contract Administrator makes no representations or warranties regarding the adequacy of any particular coverage or carrier. Contract Administrator may receive commissions or other compensation in connection with Plan Sponsor's purchase of such insurance as described in the accompanying ERISA disclosure schedule, which shall be completed by Contract Administrator and acknowledged by Plan Sponsor or other named fiduciary. 2.02 The Plan Sponsor may contract with Contract Administrator to provide claim payment services (run -in) for those claims which were incurred prior to the effective date of this Agreement. A fee may be charged on a per transaction basis. A transaction is considered any and all activities that generate an Explanation of Benefits. 2.03 The Contract Administrator shall inform the Plan Sponsor of matters, which come to the Contract Administrator's attention, regarding potential legal action involving the Plan. The defense of any legal action involving the Plan shall not be the obligation of the Contract Administrator, but the Contract Administrator shall cooperate with the Plan Sponsor in the defense of action arising out of matters related to this Agreement. 2.04 For reporting requirements pertaining to information returns, Contract Administrator will perform the function of filing the information reporting returns (1099) with the IRS under the Tax Identification Number of Contact Administrator. By performing said function both the Contract Administrator and the Plan Sponsor agree that the responsibility for said reporting is that of the Plan Sponsor; however, Contact Administrator is willing to perform said function purely as a ministerial function on behalf of the Plan Sponsor. 2.05 Contract Administrator and Plan Sponsor agree that any and all functions performed by Contract Administrator on behalf of the Plan Sponsor do not give rise to Contract Administrator acting as a "fiduciary" of the Plan. Both parties agree that the Contract Administrator is not a fiduciary of or for the Plan; that Contract Administrator does not have discretionary authority or discretionary control respecting to management of the Plan; that Contract Administrator does not exercise any authority or control respecting to management or disposition of the assets of the Plan; that Contract Administrator does not render investment advice with respect to any money or other property; and with respect to the foregoing, the Contract Administrator has no authority or responsibility to do so. SEC. III FEES OF THE CONTRACT ADMINISTRATOR Page 3 3.01 The Contract Administrator shall receive consideration in accordance with Schedule A herein incorporated by reference or as otherwise specifically denoted on a specific Schedule. 3.02 The expenses, including but not limited to the fees and premiums specified in 1.05, are payable in advance and must be received by the Contract Administrator on or before the 10th day of the month for which they are due. 3.03 If the Plan Sponsor, for any reason whatsoever, fails to make a required fee payment or necessary contribution for claim payment, as requested by the Contract Administrator, on a timely basis, the Contract Administrator may: (a) suspend the performance of its services to the Plan until such time as the Plan Sponsor makes the proper remittance; (b) charge interest to the Plan Sponsor on all past fees due to Contract Administrator at the rate of one and one -half percent (11/2%) per month or the maximum rate allowed by law, whichever is less; (c) cease retroactively to the end of the month for which full payment was last received, all administrative services; and (d) commence termination of this Agreement in accordance with Section VII, Termination. 3.04 The Contract Administrator shall not be responsible for any late filings, penalties, fines, taxes, etc., that may result from suspension or cessation of performance described in 3.03. 3.05 In addition to the remedies stated in Section 3.03, if Plan Sponsor for any reason fails to provide funding for claims within twenty (20) days of the required funding date, Contract Administrator will charge an additional $10.00 per claim for those claims not funded but for which a benefit determination must, by law, be mailed. 3.06 If the number of participants enrolled in the Plan decreases by twenty -five percent (25 %) or more when compared to the number of participants enrolled on the effective date of this Administrative Services Agreement, Contract Administrator shall have the right to adjust its administrative fee immediately. The adjustment may be made regardless of any rate guarantee that may be in place for that period of time. If Plan Sponsor fails to agree to the adjustment in fees, Contract Administrator may immediately terminate this Agreement. 3.07 The Contract Administrator shall not provide or be responsible for the expenses and cost of legal counsel, actuaries, certified public accountants, consulting physicians, consulting dentists, medical and other review charges for special claims investigations, or similar services performed for the Plan Sponsor. Contract Administrator shall not be authorized to engage such services or incur expense or cost therefore without the consent of the Plan Sponsor. In the event that such services are engaged by the Contract Administrator at the request of the Plan Sponsor, or the Plan Sponsor requests any changes in the Plan, including those required by changes in the law, which require additional programming, reports, or services, the Plan Sponsor shall be responsible for such services and the cost and expense thereof. SEC. IV LIMITS OF THE CONTRACT ADMINISTRATOR'S RESPONSIBILITY 4.01 If a claim adjudication error should be discovered, the Contract Administrator shall use diligent efforts toward the recovery of any loss therefrom. Contract Administrator shall not be required to initiate legal proceedings for any such recovery and shall have no liability for such errors, provided they are reasonable, made in good faith, and within acceptable industry standards. 4.02 It is understood and agreed that the Contract Administrator is and shall remain, an independent contractor l ECE V� E Page 4 B S - "BILLINGS with respect to the services being performed and shall, for no purpose, be deemed an employee or fiduciary of the Plan Sponsor. 4.03 It is understood and agreed that the Contract Administrator is not a "Plan Sponsor ", "Plan Administrator" or "Fiduciary" of or for the Plan within the meaning of the Employee Retirement Income Security Act of 1974 ( "ERISA "). Notwithstanding anything in the Agreement to the contrary, any delegation of authority or duties pursuant to this Agreement construed by a court of law or governmental agency to make the Contract Administrator such a Plan Administrator or fiduciary shall be null and void, and such duties are hereby retained by the Plan Sponsor. Accordingly, the services to be performed by Contract Administrator shall be limited to the ministerial services set forth in this Agreement and the performance by Contract Administrator of such services shall be subject to review by the Plan Sponsor. 4.04 The Contract Administrator shall have no responsibility, risk, liability or obligation for the funding of the Plan. The responsibility and obligation for funding the Plan shall be solely and totally the responsibility of the Plan Sponsor. Contract Administrator shall have no final discretionary authority or control over the management or disposition of Plan assets, and no authority over, or responsibility for, Plan administration. Contract Administrator is neither the Plan Sponsor or Plan Administrator, nor a provider of health care services. Contract Administrator shall have no responsibility for any insurance coverage relating to the Plan, Plan Members, or Plan Sponsor; or the nature or quality of professional health services rendered to Plan Members. 4.05 Contract Administrator and Plan Sponsor shall each be solely responsible for compliance with all laws, rules and regulations that are now or hereafter applicable to each of them and their own performance under this Agreement. Contract Administrator shall not be responsible for establishing or maintaining the Plan or the Plan Sponsor in compliance with applicable State or Federal legal requirements, nor shall Contract Administrator be an entity that is responsible for payment under the Plan, as referenced in Federal Medicare Secondary Payer laws and regulations. 4.06 It is understood by the Plan Sponsor that the Contract Administrator is not an insurance company, investment advisor, plan administrator, fiduciary, custodian, law firm or actuarial firm. 4,07 Contract Administrator shall, when requested by Plan Sponsor, assist Plan Sponsor with the application for stop -loss insurance including completion of required disclosure documents. If Contract Administrator has provided administrative services under this or a prior Agreement in the twelve (12) months prior to the application for stop -loss insurance then Contract Administrator will complete the disclosure documents based on claims it has adjudicated and information it has received through utilization review. If the Contract Administrator has not provided administrative services during the prior twelve (12) month period, then it has no responsibility for the completeness of information submitted on the disclosure document. 4.08 In the event Contract Administrator does not procure stop -loss insurance for Plan Sponsor or assist Plan Sponsor in such procurement, Plan Sponsor shall indemnify and hold harmless Contract Administrator and its respective officers, partners, employees and agents from and against any and all claims, losses, including the payment of attorney's fees and expenses, obligations, actions or causes of action whatsoever, for or in connection with any damage whatsoever suffered to the extent that such damage results from or in any way is connected with any of the stop -loss carrier's acts, failure to act, or the performance of or failure to perform its obligations. SEC. V RECORDS 5.01 The Contract Administrator shall maintain for seven (7) years following receipt or until they are provided to Plan sponsor as provided in Section 7.03 below, in either electronic or paper form, all records and files in conjunction with the administrative services to be performed hereunder. The term "records and files" shall include, but shall not be limited to, the claim files, unissued and canceled checks, bank statements, copies of stop -Ioss applications and contracts, and copies of the account ledger sheets of the applicable bank accounts. ECEJVED:__,: DEC ' a: 2005 EBM •' BILLINGS Page 5 5.02 Individual claim files shall be available for inspection and copying, during normal business hours, by the Plan Sponsor and at the Plan Sponsor's expense, if appropriate releases and authorizations from all applicable claimants are executed and presented to the Contract Administrator. 5.03 The Contract Administrator shall, within thirty (30) days following written notice from the Plan Sponsor, allow the Plan Sponsor, or an authorized agent, to inspect or audit relevant records and files maintained by the Contract Administrator, at the administrative office of the Contract Administrator, during normal business hours. The Plan Sponsor shall be liable for any and all fees charged by the auditor. Any such agent or auditor that has access to the records and files maintained by the Contract Administrator shall, prior to beginning such inspection or audit, sign a written Business Associate Agreement and an agreement regarding the use of proprietary and confidential information and the right of the Contract Administrator to review and respond to the agent's or auditor's final report. Plan Sponsor agrees it will not contract with any entity to perform what can be categorized as a "contingency audit" (in which an auditing firm will retain a dollar percentage fee from claims they believe have paid in error) or "database audit" (in which claims are screened against a database) of records and files maintained by Contract Administrator. SEC. VI TERM OF AGREEMENT 6.01 This agreement shall become effective at 12:01 a.m. on the l5L day of January, 2006, and shall remain in effect through the 31s` day of December, 2008. Thereafter, this agreement shall automatically renew for successive one year terms unless otherwise terminated pursuant to Section VII of this Agreement. SEC. VII TERMINATION 7.01 This Agreement may be terminated: (a) by either party giving the other not less than ninety (90) days advance written notice of termination; (b) immediately by the non - breaching party in the event the breaching party fails to correct a material breach within fifteen (15) days of receiving written notification of breach from non - breaching party; (c) upon written agreement of the parties; or (d) upon the termination of the Plan. 7.02 Application of this agreement to any state or jurisdiction may be discontinued by either party as of the date such party determines that it will be penalized, by such state or jurisdiction, for performance of its responsibilities under this agreement. 7.03 Upon termination by either party, the Contract Administrator shall, within sixty (60) days from the effective day of the termination, deliver to the Plan Sponsor a paid claims analysis, abbreviated case management summaries, complete eligibility listings as well as a complete and final accounting of the financial status of the Plan if applicable. The cost of producing additional reports shall be the responsibility of the Plan Sponsor. The Contract Administrator shall retain, for seven (7) years after termination of this Agreement, all records and files, in either paper or electronic form, in accordance with standards of insurance record keeping. If the Plan Sponsor desires copies of all records and files, Plan Sponsor shall allow Contract Administrator reasonable time in which to duplicate this material and will reimburse Contract Administrator for reasonable costs incurred in its retrieval and duplication. If the Plan Sponsor desires possession of the records and files, the Contract Administrator shall, upon the request and at the expense of the Plan Sponsor, arrange for the delivery of this material to the Plan Sponsor or its authorized agent. Upon receipt of all records and files, the Plan Sponsor agrees to defend, indemnify and hold harmless the Contract Administrator, its directors, officers, representatives and employees against any RECEIVED DEC 2()tl' BIAS - BILL IN Page 6 and all claims, lawsuits, settlements, judgments, costs, penalties, damages and liabilities, including attorneys' fees, resulting from, or arising out of or in connection with, any function of the Contract Administrator under this agreement or with a claim for benefits under the Plan. The Plan Sponsor further understands and agrees that, upon receipt of the records and files, the Contract Administrator is forever released from all liability, loss or damage arising from any subsequent audit. 7.04 Upon termination of this Agreement, the Plan Sponsor may contract with Contract Administrator to continue to provide claim payment services (run -out) for those claims, which were incurred prior to the termination of this Agreement. The Contract Administrator may require payment in advance. If advance payment is required, services will be provided only to the extent that Plan Sponsor provides sufficient funding. 7.05 Following termination, when requested by the Plan Sponsor, Contract Administrator shall deliver to the Plan Sponsor, data related to assist the Plan Sponsor's completion of Form 5500. SEC. VIII MISCELLANEOUS 8.01 This Agreement shall be governed by the laws of the State of Oregon or, where applicable, Federal law. 8.02 The Contract Administrator shall indemnify and hold harmless the Plan Sponsor against any expense, loss, lawsuit, settlement costs, penalty, damage, liability, claim or judgment, including reasonable attorneys' fees, resulting from the negligent acts or omissions or willful or wanton misconduct of the Contract Administrator. The Plan Sponsor agrees to indemnify and hold harmless the Contract Administrator against any expense, loss, lawsuit, settlement costs, penalty, damage, liability, claim or judgment, including reasonable attorneys' fees, arising out of, or resulting from the Contract Administrator's performance of its services hereunder where the Contract Administrator has adhered to the framework of policies, interpretations, rules, practices and procedures made or established by the Plan Sponsor, or has otherwise performed its services without negligence or willful or wanton misconduct and, in accordance with industry practices, or is being considered an entity responsible for payment under the Plan, as referenced in Federal Medicare Secondary Payer laws and regulations. The provisions of this section shall apply to arbitration and all forms of alternative dispute resolution as well as litigation. These indemnifications shall survive the termination of this Agreement. 8.03 Contract Administrator shall not be responsible or obligated for the investment of any assets or funds of the Plan. 8.04 Payments to the Plan, and other Plan obligations, may pass through Contract Administrator's non - interest bearing disbursement account as a matter of convenience and for efficiency. Contract Administrator will incorporate sound business practices and be responsible for reasonable internal audits. Banking charges incurred in the ordinary course of business will be the responsibility of the Contract Administrator. 8.05 This Agreement, together with the Schedule(s) and any Amendments, constitutes the entire Agreement between Contract Administrator and Plan Sponsor with respect to the subject matter hereof, and supersedes all prior proposals, discussions, negotiations, and writings between the parties relating to such subject matter. This Agreement may only be modified in writing and executed by authorized representatives of both Contract Administrator and Plan Sponsor. 8.06 If any provision of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in effect and the illegal or unenforceable provision shall be modified so as to conform to the original intent of this Agreement to the greatest extent legally permissible. 8.07 The obligations of either Contract Administrator or Plan Sponsor under this Agreement, shall be suspended during the continuance of any force majeure applicable to the party. The term "force majeure" shall mean any cause not reasonably within the control of the party claiming suspension, including, without limitation, an act of God, industrial disturbance, war, terrorism, riot, weather - related disasters, Phge 7 DEL 1 u 005 EBMS - BILLINGS earthquake, governmental action, and unavailability or break down of equipment. The party claiming suspension under this provision shall take reasonable steps to resume performance as soon as possible without incurring unreasonably excessive costs. 8.08 Neither party may assign its rights or duties under this Agreement without the prior written consent of the other, except that either party may assign this Agreement to a different subsidiary or affiliate of Contract Administrator, and may subcontract certain duties to non - affiliated third parties, provided that such assignments and subcontracts shall not relieve such party of any obligations or liability under this Agreement. This Agreement shall be binding upon and inure to the benefit of the parties' respective successors and permitted assigns. 8.09 In the event Plan Sponsor does not sufficiently fund claims or does not fund claims in a timely manner or Contract Administrator has reasonable concerns regarding Plan Sponsor's ability to sufficiently fund claims or Plan Sponsor's ability to fund claims in a timely manner, Contract Administrator, in its discretion, may immediately, without prior notice to Plan Sponsor, suspend or terminate the prescription drug card, if applicable, and, upon five (5) days notice, suspend all claims paying activities or take other necessary legal action until sufficient or timely claims funding is established or reestablished or Contract Administrator has been adequately assured that claims will be funded in a timely manner. "Timely," for purposes of this provision shall mean ten (10) calendar days. 8.10 If Plan Sponsor fails to pay any undisputed fee, expense, tax or any other sum due under this Agreement, Plan Sponsor shall pay all reasonable expenses incurred by Contract Administrator in collecting those sums, including reasonable attorneys fees and costs. 8.11 Any failure by a party to enforce or require performance by the other party of any of the terms or conditions of this Agreement shall not constitute a waiver or a breach of any such term or condition thereafter occurring. SEC. IX PROVISIONS REQUIRED BY STATE STATUTES 9.01 ORS 744.720 requires that the following provisions be included in this agreement. These provisions shall be disregarded and inapplicable unless they relate to functions performed by the Contract Administrator for this particular Plan. (a) All insurance charges or premiums collected by the Contract Administrator, on behalf of the Plan Sponsor, and retum premiums received from the Plan Sponsor, shall be held by the Contract Administrator in a fiduciary capacity. Such funds shall be immediately remitted to the person entitled to them or deposited promptly in a fiduciary bank account established and maintained by the Contract Administrator. The Contract Administrator shall cause the bank, in which the fiduciary account is maintained, to keep records clearly recording the deposits in and withdrawals from such account on behalf of the Plan Sponsor. The Contract Administrator shall promptly obtain and keep copies of all such records and, upon request of the Plan Sponsor, shall furnish copies of such records pertaining to deposits and withdrawals on behalf of the Plan Sponsor. The Contract Administrator shall not pay any claim by withdrawals from such fiduciary account. Withdrawals from such account shall be made, as provided in this agreement, for: (1) remittance to the Plan Sponsor; (2) deposit in an account maintained in the name of the Plan Sponsor; (3) transfer to and deposit in a claims paying account; (4) payment of commissions, fees, or charges; or (5) remittance of return premiums to the person entitled to the premium. (b) Any policies, certificates, booklets, termination notices, or other written communications delivered by the Plan Sponsor to the Contract Administrator for delivery to Plan Members shall be delivered promptly after receipt of instructions to do so. Page 8 DEL: 1 2005 EBMS °s BILLi1VGS (c) Compensation to the Contract Administrator where the Contract Administrator adjusts or settles claims, shall in no way be contingent on claim experience. This shall not prevent the compensation of the Contract Administrator from being based on premiums or charges collected or number of claims paid or processed. (d) The Contract Administrator shall make available for inspection to the Director of the Department of Consumer and Business Services copies of all contracts, and amendments thereto, with insurers or other persons using its services. SEC. X DISPUTE RESOLUTION 10.01 The parties shall, in good faith, use their best efforts to resolve disputes quickly and in an informal, professional and business -like manner. If the parties are unable to resolve the dispute, the parties shall comply with the following procedures: (a) Meet and Confer. The parties agree to meet and confer on any issue that is the subject of a dispute under a specific term of this Agreement ( "Meet and Confer "), as a condition precedent to the arbitration provisions of subsection (b) of this Section X. Any ambiguity or uncertainty as to whether a dispute is subject to the procedures set forth in this Section X shall be resolved in favor of the application of these provisions. (1) The party seeking to initiate the Meet and Confer procedures ( "Initiating Party ") shall give written notice to the other party, describing in general terms the nature of the dispute, the Initiating Party's position and a summary of the evidence and arguments supporting its position and identifying one or more individuals with authority to settle the dispute on such party's behalf. (The individuals so designated by a party shall be known as the "Authorized Individuals. ") (2) The party receiving such notice (the "Responding Party ") shall have ten (10) business days within which to respond. The response shall be in writing, shall include the Responding Party's position, a summary of the evidence and arguments supporting its position and shall also identify one or more Authorized Individuals with authority to settle the dispute on such party's behalf. The Authorized Individuals for the parties shall meet at a mutually acceptable time and place within thirty (30) days of the Initiating Party's notice and thereafter as often as they deem reasonably necessary to exchange relevant information and to attempt to resolve the dispute. (3) If the matter has not been resolved within sixty (60) days of the Initiating Party's notice, or if the Responding Party fails to timely provide its written response or will not meet within thirty (30) days, the parties shall submit the dispute to arbitration in accordance with subsection (b) and shall give the other party written notice that the matter is being submitted to arbitration. All deadlines specified in this Meet and Confer provision may be extended by mutual agreement. (b) Arbitration. If the parties cannot resolve a dispute after exhaustion of the Meet and Confer procedures as set forth above, they shall submit it to binding arbitration in accordance with the then prevailing rules of the American Arbitration Association and judgment upon the award rendered may be entered and enforced in any court of competent jurisdiction in the State of Oregon. The arbitrator shall be knowledgeable in and familiar with third party administration of health care, shall have jurisdiction to resolve disputes only in accordance with the provisions and limitations of this Agreement, shall follow Oregon and federal substantive rules of law to the extent applicable and not inconsistent with this Agreement, shall require the testimony be transcribed at the request of any party, and shall render a decision in writing accompanied by finding of facts and a statement of reasons for the decision. The decision of the arbitrator shall be final, binding and non - appealable. The place of Arbitration shall be in the State of Oregon. . EGFoi-ED7_10Page9 `' 2005 LMa: !LLlNGS I SEC. XI SCHEDULES TO THE AGREEMENT 11.01 The following list of Schedules attached hereto, become part of the body of this Agreement, and are herein incorporated by reference when selected by the Plan Sponsor. Schedules or Amendments subsequently executed by both parties and attached hereto, shall become part of the body of this Agreement and incorporated herein. TITLE OF SCHEDULE PLAN SPONSORS ASSENT FEE SCHEDULE - Schedule A Yes X No COBRA SCHEDULE - Schedule B Yes X No ERISA DISCLOSURE - Schedule C Yes X No CARE LINK ADDENDUM - Schedule D Yes X No HIPAA CER I U1CATION - Schedule E Yes X No EBMS ONLINE SERVICES - Schedule H Yes X No IN WITNESS THEREOF the Parties hereto sign their names as duly authorized officers and have executed this Agreement. PLAN SPONSOR: Deschutes County --21/144 By: A 71/14)-N. N. Print Name: Michael A. Maier Its: County Administrator CONTRACT ADMINISTRATOR: Employee Benefit Manageme ervices, Inc. By: _. Print Name: Frederick H. Larson Its: President _..RECER'E 'Page 10 )f_L ,EBMS BI.LLINGS � SCHEDULE A FEES A. Pursuant to the Administrative Services Agreement, the Plan Sponsor shall submit to the Contract Administrator: Administrative Fees Medical $13.50 per employee per month Dental $2.50 per employee per month Vision $.50 per employee per month COBRA $1.00 per employee per month HIPAA $1.00 per employee per month Plan Document Cost + 5% Coordinated Care $2.00 per employee per month Case Management $1.25 per employee per month Priority Maternity $185.00 per screened case The above Administrative fees are guaranteed through December 31, 2007. For the plan year January 1, 2008 — December 31, 2008, Contract Administrator will guarantee that the rates will not increase more than 5 %. (Additional Administrative Fees may be reflected on the pertinent Schedule.) B. The Contract Administrator shall receive from the Plan Sponsor (for remittance to the appropriate entity) the following: Stop -loss Premiums PPO Fees Specific - Composite $27.14 per employee per month Aggregate $3.76 per employee per month Providence Preferred $3.00 per employee per month in network The MultiPlan Network (Multiplan) may provide fee negotiating services for claims from providers who are not already participating in discount arrangements with Plan Sponsor. Multiplan will retain nineteen percent (19 %) and EBMS will retain three percent (3 %) of whatever savings is created by MultiPlan's fee negotiating services, for a total of a twenty -one percent (21 %) retention of savings. C. The Contract Administrator shall be authorized to deduct the administrative fees for each month from the Plan's claims paying account. D. A binder fee of $ N/A representing the first month's estimated fees shall be payable on or before the effective date of this Agreement. E. An initial one -time set -up fee of $ 6,000.00 for eligibility loading, plan building and other services, shall be payable prior to commencement of services under this agreement. F. The Plan Sponsor shall pay to the individual responsible for service and support $ N/A per employee per month, which amount shall be submitted to Contract Administrator, for delivery to the service /support representative. G. The fee structure shall be renewed annually and revised to be mutually acceptable to both parties. Effective Date: January 1, 2006 PLAN SPONSOR: Deschutes County By: .. Print Name: Michael A. Maier Its: County Administrator RECEIVED C BILL.iNGS 1 CONTRACT ADMINISTRATOR: Employee Benefit Managem Services, Inc. By: Its: President RECEIVED DEC -111illir1aa SCHEDULE B COBRA The Plan Sponsor requests that the Contract Administrator provide certain services in compliance with the requirements of the Consolidated Budget Reconciliation Act (COBRA) as amended, and all related regulations with respect to the Plan Sponsor's COBRA responsibilities in consideration of the following: DUTIES AND RESPONSIBILITIES OF PLAN SPONSOR A. Notify the Contract Administrator in writing, of all Plan Participants and Plan Beneficiaries eligible under the Plan. B. Notify the Contract Administrator of certain qualifying events, in writing, within thirty (30) days of the occurrence of a qualifying event, including but not limited to a covered employee' s end of employment, a covered employee's reduction of hours of employment, death of a covered employee, commencement of a proceeding in bankruptcy with respect to the employer, or the covered employee becoming entitled to Medicare benefits (under Part A, Part B, or both). Said Notice shall contain sufficient information to satisfy the requirements as set forth in the Act. C. Forward any necessary information and/or documentation on to Contract Administrator applicable to a Plan Participant and /or a Plan Beneficiary and a Qualifying Event. D. Assist Contract Administrator in obtaining any necessary information and /or documentation applicable to a Plan Participant and /or Plan Beneficiary. E. Notify Contract Administrator of any Plan Participant and /or Plan Beneficiary address change. F. If applicable, forward the necessary COBRA premium on to the Contract Administrator. DUTIES AND RESPONSIBILITIES OF CONTRACT ADMINISTRATOR A. Upon receipt of complete eligibility documentation, Contract Administrator shall provide each Plan Participant and all applicable Plan Beneficiaries with written initial notice of his or her continuation coverage rights under the Plan. B. Following notice of a qualifying event, Contract Administrator will notify all qualified beneficiaries of continuation coverage rights and premium amounts. C. Contract Administrator shall receive elections and premiums from qualified beneficiaries, track all premium payments received, and provide telephonic assistance for inquiries on COBRA benefits. D. Contract Administrator shall notify qualified beneficiaries of rate changes, the unavailability of COBRA, and COBRA termination. COMPENSATION A. In addition to 2% of the applicable premium of those who elect and pay COBRA, Contract Administrator shall be compensated for COBRA services $1.00 per employee per month as reflected on Schedule A. B. To be completed by sales representative: N/A C. Contract Administrator shall be authorized to deduct the administration fees for each month from the Plan's claim paying account. D. A binder fee of $ N/A representing the first month's estimated fees shall be payable on or before the effective date of this Agreement. E. The fee structure shall be renewed annually and revised to be mutually acceptable to both parties. RECE F DEC a [}s�ppyy r Effective Date: January 1, 2006 PLAN SPONSOR: Deschutes County By: ) n( Print Name: Michael A. Maier Its: County Administrator CONTRACT ADMINISTRATOR: Employee Benefit Manage >i Services, Inc. By: Its: President FE.CEIVED EBMS E3ILL.INC S 1 SCHEDULE D CARE LINK ADDENDUM The Plan Sponsor requests that the Contract Administrator provide certain cost management services. A. COORDINATED CARE Coordinated Care is a program designed to assist Covered Persons in understanding and becoming involved with their diagnosis and medical plan of care, and advocates patient involvement in choosing a medical plan of care. This program is not designed to be the practice of medicine or to be a substitute for the medical judgment of the attending Physician or other health care providers. The final decision regarding health care always remains with the Covered Person and his or her Physician. The services provided through this program include the coordination of care for scheduled and emergent hospital admissions. • The program requires notifying CARE LINK for the following inpatient admissions: acute hospitalizations, free- standing chemical dependency facilities, free - standing mental health facilities, and free - standing rehabilitation facilities. A CARE LINK nurse may contact the Covered Person and /or the provider to provide health education, pre - surgical counseling, inpatient care coordination, facilitation of discharge plan, and post - discharge follow -up. • Prior to entering a medical care facility on a non - emergency basis, CARE LINK should be notified at least seven (7) days before services are scheduled to be rendered, at which time CARE LINK should be provided adequate information as set forth in the Plan Document and Summary Plan Description. A CARE LINK nurse will be available at this time to help coordinate the plan of care, answer questions, and assist with any discharge needs. If it appears that a Covered Person has a continued stay, CARE LINK will contact the facility to confirm an anticipated day of release, and if continued hospitalization is required, the CARE LINK nurse will coordinate with the provider and facility to identify the member's current and continued plan of care. • If there is an emergency admission to a medical care facility, the patient, patient's family member, medical care facility or attending physician should notify CARE LINK within two (2) business days after the admission. Hospital Observation Room stays in excess of 23 hours are considered an admission for purposes of this program. CARE LINK's toll -free number and office hours are listed on the back of the member's card and are also provided in the Plan Document and Summary Plan Description. B. CASE MANAGEMENT Upon the occurrence of a catastrophic condition, including but not limited to, a spinal cord injury, cancer, AIDS or a premature birth, where a person may require long -term, perhaps lifetime care, a Case Manager will monitor these certain patients and explore, discuss and coordinate alternate types of appropriate medically necessary care. The Case Manager will consult with the patient, the family and the attending Physician in order to coordinate a plan of care approved by the patient's attending Physician and the patient. This plan of care may include some or all of the following: 1. Individualized support to the patient; 2. Contacting the family to offer assistance for coordination of medical care needs; 3. Monitoring response to treatment; 4. Determining alternative care options; and 5. Assisting in obtaining any necessary equipment and services. Note: Case Management is a voluntary service. There are no reductions of benefits or penalties if the patient and family choose not to participate. Each treatment plan is individually tailored to a specific patient and should not be seen as appropriate or recommended for any other patient, even one with the same diagnosis. WE GE _ DEC ! i 1ry — `- ..._ VED LEBMS JJLLIN �s r i r r r r 1 1 1 1 1 1 1 1 1 1 1 1 1 C. TELEPHONE CONSULTATION CARE LINK nurses are available by a toll -free line during CARE LINK normal working hours to answer Covered Person's health - related questions. Assistance ranges from providing a better understanding of specific medical procedures, to translations of medical terminology and help in locating community support services. D. MISCELLANEOUS EBMS shall have no responsibility or liability to anyone for the results of professional services rendered by health care providers. EBMS shall have no right or obligation under this Schedule or the Administrative Services Agreement to intervene in the determination of what such services shall be or how they shall be rendered. Decisions to obtain or deliver any health care service shall always be made only by the patient and /or the patient's treating professionals. EBMS may rely on the recommendations of licensed health care professionals retained by EBMS to assist EBMS in rendering the health care management services provided for under this Schedule. EBMS' health care management services do not include a guarantee or certification to anyone that particular professional services are covered under the Plan or that benefits will be paid for those services. Final eligibility and coverage decisions can be made only after a complete claim is submitted and fully processed for payment. Effective Date: January 1, 2006 PLAN SPONSOR: By: Print Name: Its: Deschutes County Michael A. Maier County Administrator CONTRACT ADMINISTRATOR: By: Employee Benefit Management Services, Inc. Its: President E EVE[ DEC .j t: 2O(J _EBMS BII..LIN'as l SCHEDULE E HIPAA CERTIFICATION The Contract Administrator will provide certification of creditable coverage with respect to the Plan Sponsor's responsibilities in compliance with the requirements of the Health Insurance Portability and Accountability Act of 1996 (HIPAA), as amended, and all related regulations in consideration of the following: DUTIES AND RESPONSIBILITIES OF PLAN SPONSOR In a timely manner, Plan Sponsor shall submit, in writing, complete and accurate employment, health and coverage data to Contract Administrator. DUTIES AND RESPONSIBILITIES OF CONTRACT ADMINISTRATOR A. Issue certificates of coverage to those who, based upon data provided by Plan Sponsor, lose coverage under the Plan. B. Issue certificates of coverage to those who elect COBRA, then cease to be covered by the COBRA continuation coverage provided by the Plan. C. Issue certificates of coverage to those who request such certificate, but no later than twenty -four (24) months after cessation of coverage as set forth in the preceding two paragraphs. COMPENSATION A. Contract Administrator shall be compensated for HIPAA Certification services at the rate of $1.00 per employee per month. B. The Contract Administrator shall be authorized to deduct the administration fees for each month from the Plan's claim paying account. C. The fee structure shall be renewed annually and revised to be mutually acceptable to both parties. Effective Date: January 1, 2006 PLAN SPONSOR: Deschutes County By: Print Name: Michael A. Maier Its: County Administrator CONTRACT ADMINISTRATOR: By: Employee Benefit Managem ervices, Inc. Its: President EIVED 1 0 ?CIOr, BM S iLLiNGS SCHEDULE H EBMS ONLINE SERVICES Plan Sponsor desires to access employee /plan participant claim and eligibility information through EBMS Online Services. Plan Sponsor agrees to hold all information that comes within its control strictly confidential, and provide all reasonable physical, electronic and procedural safeguards to prevent unauthorized disclosure of such information. Furthermore, Plan Sponsor agrees to comply with all applicable Federal and State laws and /or regulations regarding the security and confidentiality of such information including, but not limited to, any regulations, standards or rules propagated under the authority of the Gramm- Leach - Bliley Act and the Health Insurance Portability and Accountability Act of 1996 (HIPAA). The Plan Sponsor agrees to hold harmless and indemnify the Contract Administrator against any expense, loss, lawsuit, settlement costs, penalty, damage, liability, claim or judgment, including reasonable attorneys' fees, arising out of, or resulting from Plan Sponsor's access to, disclosure and use of such information and/or failure to comply with the provisions of this schedule. These indemnifications shall survive the termination of this Agreement. Contract Administrator is authorized to release a password enabling access, to: RoY d a riri O (name) tinet-it-5 Coo rdlnedar (title) OO NiA) t&Ja i ( cit. 2 (mailing address) C5e --'c , orz 91'10) -D r\ ,a Coflrior de& ku-kY (e -mail address) The following password configuration is Ming given: One password for all divisions /locations Effective Date: January 1, 2006 PLAN SPONSOR: Deschutes County By: 7W14,11044. Michael A. Maier CONTRACT ADMINISTRATOR: Employee Benefit Managem Services, Inc. By: f Its: County Administrator Its: President DEC "` zoo` EBMS - BILLING 3 ADDENDUM REQUIRED PUBLIC CONTRACT TERMS The following provisions shall be disregarded and inapplicable unless they relate to functions performed by the Contract Administrator (Contractor) for this particular plan. I. Independent Contractor. Contractor is engaged hereby as an independent contractor and will be so deemed for purposes of the following: A. Contractor will be solely responsible for payment of any federal or state taxes. B. This agreement is not intended to entitle Contractor to any benefits generally granted to County employees. Without limitation, but by way of illustration, the benefits which are not intended to be extended by this agreement to Contractor are vacation, holiday and sick leave, other leaves with pay, tenure, medical and dental coverage, life and disability insurance, overtime, Social Security, Workers' Compensation, unemployment compensation, or retirement benefits (except insofar as benefits are otherwise required by law if Contractor is presently a member of the Public Employees Retirement System). C. Contractor is an independent contractor for purposes of the Oregon Workers' Compensation law (ORS Chapter 656) and is solely liable for any Workers' Compensation coverage under this agreement. If Contractor has the assistance of other persons in the performance of this agreement, Contractor shall qualify and remain qualified for the term of this agreement as a direct responsibility employer under ORS 656.407, and furnish County with evidence of said insurance. If Contractor performs this agreement without the assistance of any other person, Contractor shall execute a Joint Declaration with County's Workers' Compensation carrier absolving County of any and all liability from Workers' Compensation provided in ORS 656.029(2). 2. Constraints. Pursuant to the requirements of ORS 279B.220 through 279B.235 and Article XI, Section 10, of the Oregon Constitution, the following terms and conditions are made a part of this contract. a. Contractor shall: 1) Make payments promptly, as due, to all persons supplying to the Contractor labor or material for the performance of the work provided for in this contract. 2) Pay all contributions or amounts due the Industrial Accident Fund from the Contractor or subcontractor incurred in the performance of this contract. 3) Not permit any lien or claim to be filed or prosecuted against the County on account of any labor or material furnished. 4) Pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167. 5) Be responsible for all federal or state taxes applicable to compensation or payments paid to Contractor under this Contract and, unless Contractor is subject to backup withholding, County will not withhold from such compensation or payments any amount(s) to cover Contractor's federal or state tax obligations. Contractor is not eligible for any social security, unemployment insurance or workers' compensation benefits from compensation or payments paid to Contractor under this Contract, except as a self - employed individual. b. If Contractor fails, neglects or refuses to make prompt payment of any claim for labor or services furnished to Contractor or a subcontractor by any person in connection with this Contract as such claim becomes due, the proper officer or officers representing the County may pay such claim to the person furnishing the labor or services and charge the amount of the payment against funds due or to become due Contractor by reason of this Contract. c. Contractor shall promptly, as due, make payment to any person or co partnership, association or corporation furnishing medical, surgical and hospital care services or other needed care and attention, incident to sickness or injury, to the employees of such Contractor, of all sums which the Contractor agrees to pay for such services and all moneys and sums which the Contractor collected or deducted from the wages of employees under any law, contract or agreement for the purpose of providing or paying for the services. d. Contractor shall not employ any person for more than 10 hours in one day, or 40 hours in one week, except in cases of necessity, emergency or where public policy absolutely requires it, and in such cases, except in cases_ of personal services as deemed in ORS 279A.055, the laborer shall be paid at least time and a Ralf'- E g' / fl E MS.10110NGS_ 1) For all overtime pay in excess of eight hours a day or 40 hours a week when the work week is five consecutive days, Monday through Friday; and 2) For all overtime in excess of 10 hours a day or 40 hours in any week when the work week is five consecutive days, Monday through Friday; and 3) For work performed on Saturday and on any legal holiday specified in any applicable collective bargaining agreement or ORS 279C.540. This requirement to pay at least time and a half for all overtime worked in excess of 40 hours in any week, does not apply to individuals who are excluded under ORS 653.010 to 653.261 or under 29 U.S.C. Section 201 to 209 from receiving overtime. This section does not apply to a contract for services if the contractor is a party to a collective bargaining agreement in effect with any labor organization. e. Contractor agrees that if Contractor is a subject employer that is not exempt under ORS 656.126, that it shall comply with ORS 656.017. f. This agreement is expressly subject to the debt limitation of Oregon counties set forth in Article XI, Section 10, of the Oregon Constitution, and is contingent upon funds being appropriated therefor. Any provisions herein, which would conflict with law, are deemed inoperative to that extent. 3. Contractor Not An Agent of County. It is agreed by and between the parties that Contractor is not carrying out a function on behalf of County, and County does not have the right of direction or control of the manner in which Contractor delivers services under this agreement or exercise any control over the activities of Contractor. 4. Partnership. County is not, by virtue of this agreement, a partner or joint venturer with Contractor in connection with activities carried out under this agreement, and shall have no obligation with respect to Contractor's debts or any other liabilities of each and every nature. 5. Insurance. In conjunction with all services performed under this agreement, if applicable: A. Contractor shall maintain Commercial General Liability insurance with minimum limits of $500,000 per occurrence/ $1,000,000 aggregate and shall name Deschutes County, its officers, agents, employees and volunteers as an additional insured. B. Contractor shall maintain automobile liability insurance of not less than the limits set forth below. Insurance shall provide coverage for any motor vehicle driven during the course of providing services under this agreement. 1. $500,000, combined single limit, or 2. Split limits of $250,000 per person, $500,000 per occurrence and $100,000 property damage. C. All insurance policies shall be written on an occurrence basis and be in effect for the term of this agreement. Authorization from Deschutes County is required for any policy written on a "claims made" basis. D. Proof of Workers' Compensation from the contractor and all sub - contractors required prior to the commencement of labor. E. Upon reasonable request, Contractor shall provide County with Certificates of Insurance, or copies of insurance policies and declarations as evidence of insurance requirements under this paragraph. cn (-(-) Z F. Contractor shall immediately notify County if any insurance coverage required by this agreement will be C J canceled, not renewed, or modified in any way. Thirty -day cancellation notice required on all policies. G. County reserves the right to require complete, certified copies of all required insurance policies, at any time. w � 8. Non - Discrimination. Contractor agrees that no person shall, on the grounds of race, color, creed, national m origin, sex, marital status, or age, suffer discrimination in the performance of this agreement when employed by W Contractor. Contractor agrees to comply with Title VI of the Civil Rights Act of 1964, with Section V of the Rehabilitation Act of 1973, and with all applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. Additionally, each party shall comply with the Americans with Disabilities Act of 1990 (Pub. L. No. 101 -336), ORS 659.425, and all regulations and administrative rules established pursuant to those laws. 9. Non - Appropriation. In the event sufficient funds are not be appropriated for the payment of consideration required to be paid under this agreement, and if County has no funds legally available for consideration from other sources, then County must immediately notify EBMS and either party may immediately terminate this agreement. 10. Attorney Fees. In the event an action, lawsuit or proceeding, including appeal therefrom, is brought for failure to observe any of the terms of this agreement, each party shall be responsible for their own attorney fees, expenses, costs and disbursements for said action, lawsuit, proceeding or appeal.