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HomeMy WebLinkAbout2003-06-23 City Council (12)TO:HONORABLE CITY COUNCIL FROM:CITY MANAGER DEPARTMENT: HUMAN RESOURCES DATE:JUNE 23, 2003 CMR: 325:03 SUBJECT:APPROVAL OF CONTRACT WITH SELECT BENEFIT ADMINISTRATORS, INC. IN THE AMOUNT OF $70,000 FOR ONE YEAR FOR CLAIMS ADMINISTRATION SERVICES FOR THE CITY OF PALO ALTO’S SELF-FUNDED DENTAL PLAN RECOMMENDATION Staff recommends that Council: Approve and authorize the Mayor to execute the attached contract with Select Benefits Administrators, Inc. in the amount of $70,000 for one year to provide third-party claims administration services for the City of Palo Alto’s dental plan. Authorize the City Manager or designee to exercise the option to renew the contract for up to two additional one-year terms, in an amount not to exceed $70,000 per year plus a Consumer Price Index adjustment, provided Select Benefits Administrators is responsive to the City’s needs, and the quality of its work is acceptable during the term of the contract. BACKGROUND On June 21, 1999, the City entered into a three year contract with Select Benefit Administrators. As permitted under Sections 5 and 6 of the contract, the parties agreed to extend the contract’s terms, based on the same terms and conditions, until the City could complete its RFP process and put a new contract in place. A change order for $59,000 was executed to fund the extension of the Select Benefits Adrninistrators contract, at the third- year contract rate. On April 15, 2003, the City issued a Request For Proposal (RFP) to seek competitive bids to determine if the rates being paid for this service remain competitive and to ensure that the services received are optimal. CMR: 325:03 Page 1 of 3 DISCUSSION The work to be performed under the contract is for third-party claims payment administration services for the City’s self-funded dental plan, currently provided by Select Benefits Administrators. Staff sent a Request For Proposals (RFP) to 20 companies. The proposal period was 30 days. Four companies submitted proposals: Delta Dental, Harrington, MetLife and Select Benefit Administrators. The proposals ranged from $62,040 to $103,884. The bids ranged as follows: Delta Dental Harrington Metlife Select Benefit Administrators $109,134 $78,175 + Run outclNmprocessingfee. $74,3O4 $62,040 Human Resources staff carefully reviewed each ftrm’s qualifications relative to the following criteria: Claims paying system and ability to administer the current "incentive model" plan design (see Attachment B); Usual, Customary & Reasonable (UC&R) database (see Attachment B); Eligibility administration; Customer service capability; Select Benefit Administrators was selected because it has demonstrated over the past three years the ability to provide the high level of claims administration services required by the City at a competitive rate. Select Benefits Administrator’s proposal came in with the lowest rate. Approval of a contract for up to $70,000 is requested to cover increased cost due to changes in the City employee census, and any optional services utilized. RESOURCE IMPACT There will be an increase in the administration cost of this contract from $4.45 per employee per month to $4.70 per employee per month. Funds for dental plan administration costs are available in the 2003-2005 Proposed Budget in the General Benefits and Insurance Internal Service Fund. POLICY IMPLICATIONS This request does not represent a change in existing policies. CMR: 325:03 Page 2 of 3 ENVIRONMENTAL REVIEW This is not a project under the California Environmental Quality Act ATTACHMENTS Attachment A: Attachment B: Contract with Select Benefit Administrators, Inc. Explanation of the Incentive Model and Usual, Customary & Reasonable database PREPARED BY: Sandra T.R. Blanch, Risk and Benefits Manager DEPARTMENT HEAD: Leslie A. Loomis Director of Human Resources CITY MANAGER APPROVAL! ;ON Assistant City Manager CMR: 325:03 Page 3 of 3 Attachment A A G R E E M E N T BETWEEN TIE C!TY OF PALO ALTO AND SELECT BENEFIT ADMINISTRATORS, !NC. FOR DENTAL CLAIMS ADMINISTRATION SERVICES TH!S AGRE~__~\~T is made and entered into this day of ~ 2003, by and between the CITY OF PALO ~TO, a municipal corporation of California ("CITY") and SELECT BENEFIT ADHiNIST~ATORS, iNC. (Taxpayer identification Number 93-1234430), an Oregon corporation, with offices at 7460 SW Hunziker Street, Suite H, Tigard, Oregon 97223 ("CONTRACTOR"). W I T N E S S E T H: ~rTi~RmAS, CITY desires ce_ualn services adminisurat~on and payment of denta! claims; and including %rHEREAS, CITY desires to engage CONTRACTOR to provide these services by reason of its qualifications and experience for performing such services, ~nd CONTRACTOR has offered to provide the re_quired services on the te_rms and in the manner set forth herein; : ’ ~ r ’ ’of theirNOW, THEREFORE, in cons&Gezazzon covenants, the parties hereto agree as follows: mutua! SECTION i - DEFINITIONS i.i CITY The te_rm "CITY" and "Plan Sponsor" shall mean the City of Palo Alto, California. i. 2 C!TY ~_<hhNAGER The term "City Hanager" shall mean the duly appointed City Manager of the City of Palo Alto, California, or his or her designated representative. 1.3 CiTY CLERK The term "City Clerk" shall mean the duly appointed City Clerk of the City of Palo Alto, California, or his or her designated representative. 1.4 R!SK AND BENEFITS Y~%NAGER The term "Risk and Benefits Manager" shall mean the duly appointed Risk Manager of the City of Pa!o Alto, California, or his or her designa%ed representative. 030619 c] 8120348 1.5 PROJECT The term "Project" shal! mean the services described in Exhibit "A" en~_cled Scope of Services , attached hereto ~nd made a part hereof by this reference. SECT!ON 2 -PROJECT COORDINATION 2 . ! CITY The City Manager shal! be representative of CITY for all purposes under this Agreement. LESLIE LOOMIS, Director of Human Resources or her designee is designated as the Project Manager for the City Manager, and he or she shal! supervise the progress and execution of this Agreement, and shal! be assisted by S~TDKh BL~INCH, Risk and Benefits Manager. 2.2 C0NT~hCTOR CONTRACTOR shall assign a single Project Director to have overall respons:ibility for the progress and execution of this Agreement for CONTKhCTOR. CONTRACTOR shall assign staff perso.n_ne! from its Tigard, Oregon or its Roy, Utah offices or both, in the performance of ~ ~._~s obligations hereunder N~_NCY A. LOURIS is designated as the Project Director for CONTP~hCTOR. Shou_@ circumstances or conditions subsequent to the execution of this Agreement require a substitute Project D~rec~o_ for any reason, the Project Director designee shall be subject to the prior written approva! of the Project Manager. SECTION 3 - DUTIES OF CONTRACTOR 3.1 SERVICES TO BE FU~N!SHED CONT~hCTOR shal! provide al! specified services as set forth in Exhibit "i". 3.2 LAWS TO BE OBSERVED CONTRACTOR shall: 3.2.1 Procure all permits and licenses, pay all charges and fees, and give all notices which may be necessary and incident to the due and lawfu! prosecution of the services to be performed by CONTRACTOR under this Agreement; 3.2.2 Ensure confidentiality of al! emp!oyee records and follow applicable HiPPA requirements; 3.2.3 Keep itself fully informed of all existing and future federal, state, and local laws, ordinances, regulations, orders, and decrees which may affect those engaged or emp!oyed under this Agreement, any materials used in CONTRACTOR’s performance under this Agreement, or the performance of the services under this Agreement; 030619 cl 8120348 3.2.4 At all times observe and comp_ly with, ~d cause all of its subcontractors and employees, if any, to observe and co~m!y with, the laws, ordinances, regulations, orders and decrees mentioned above; and 3.2.5 immediately report to the Project Manager in writing any discrepancy or inconsistency it discovers in the laws, ordinances, regulations, orders, and decrees mentioned above in relation to any p!~ns, drawings, specifications or provisions of this Agreement. 3.3 RELEASE OF REPORTS AND !_NFO_~_~LhT!ON ~y reports, information, data or other materia! given to, or prepared or assembled by, CONTKhCTOR or its subcontractors, if any, under this Agreement shall be the property of CITY and shal! not be made available to any individua! or organization by C0NTKhCTOR or its subcontractors, if any, without the prior written approva! of the City Hanager. 3.4 COPIES OF REPORTS ~ND INF0_R}~hTION if C!TY requests additional copies of reports, drawings, specifications or any other materia! which CONTRACTOR is required to furnish in limited quantities as part of the services um_der this Agreement, CONT~hCTOR shal! provide such additional copies as are requested and CITY shal! compensate CONTRACTOR for the costs of duplicating of such copies at CONTRACTOR’s actua! cost. 3.5 FINAL REPORT Except as hereinafter provided, CONTRACTOR shall provide CITY with three (3) copies of any final report required under this Agreement, as set forth in Exhibit "A~, upon com_m!etion and acceptance of the report by CITY. 3.6 QUALIFICATIONS OF CONT~hCTOR CONT~hCTOR represents and warrants that it has the expertise and professional qualifications to furnish the dental claims administration services described in this Agreement. 3.7 COMPLIANCE WITH ADA CONTRACTOR states that it is aware of the requirements of the federa! Americans with Disabilities Act of 1990, and the Government Code and the Health and Safety Code of the State of California, relating to access to public buildings and accommodations for disabled persons, and relating to facilities for disabled persons. C0NTKhCTOR shal! comply with or ensure by its advice that compliance with such provisions will be effected pursuant to the te_rms of this Agreement. 030619 cl 8120348 SECTION 4 -COMPENSATION For the ful! performance of the claims administration services ~escr_bed in Exhibit "A" by CONTRACTOR, CITY shaT] pay CONTRACTOR the ~mo~t-of four doi!ars~and seventy cents ($4.70) per emp!oyee met mo_.oh. Prior to perzorming any of the optional services set forth in Exhibit "B’, the parties shall agree in writing upon an estimated maximum cost for such work. CONSULTANT will not be paid for extra work or changes, including, without !imi~_ . ~_<ot~o~_, any design work or change order premaration, which is made necessary on account of CONSULTANT’s errors, omissions, or oversights. Total compensation for both claims administration and optional services shal! not exceed Seventy Thousand Dollars ($70,000 per year. City shall be solely responsible for determining the number of employees, and shall make that determination monthly so that each month’s com_mensation wil! reflect the then-current e~mloyee census. !n the event this Agreement is renewed for any additional one year te_rm, CITY shal! pay CONTKhCTOR an amount to be negotiated by the parties, and not to exceed the change in the Consumer Price Index for al! Urban Consumers (San Francisco-Oakland-San Jose, CA) over the previous one year term. The annual com_mensation rate may be adjusted upwards for the second and third year terms of this contract provided the parties mutually agree to the terms and conditions of renewa!. If the parties fai! to reach agreement on the subsequent contract year’s terms on or before June 30~ of the current year, this Agreement maybe terminated at City’s option notwithstanding the re_qmirements of Section 8. SECT!ON 5 -DUTIES OF CITY CITY shal! provide any and all reasonable and necessary services in connection with the administration and payment of dental claims under its dental health plan (~P!an~) as the Plan Sponsor. SECTION 6 - TERM The services to be performed hereunder shall commence on July !, 2003, or as soon as practicable thereafter, and shal! continue to June 30, 2004, unless the contract is earlier te_rminated, or is extended by CITY as provided in Section 7 herein. SECTION 7 -RENEWAL OF TERM This contract may be extended for up to two additiona! one (!) year terms, in accordance with Section 4 compensation provisions, subject to budge< appropriations being approved by the City Counci!. 030619 c] 8120348 4 SEOTi0N 8 - TEP!~iNAT!ON OR SUSPENS!ON OF AGP~EEMENT 8.1 RIGHT TO SUSPEND OR TERMINATE The City Hanager may suspend this Agreement, in whole or in part, or terminate this Agreement, with or without cause, by giving thirty (30) days’ prior written notice thereof to CONTRACTOR. Upon receipt of such notice, CONTRACTOR shal! immediately discontinue its performance under this Agreement. CONTRACTOR may terminate this Agreement or suspend work on the Project, with or without cause, by giving thirty (30) days’ prior written notice thereof to CITY. CONT~.CTOR shal! discontinue its perfo_rmance under this Agreement after the exp_iration of the notice period. 8.2PAY%4ENT Upon such suspension or termination by CITY, within thirty (30) days after the effective date of suspension or termination, CONT~hCTOR shall be paid for all services actually rendered to CITY to the date of such suspension or termination; provided, however, if this Agreement is suspended or terminated for fault of CONT~hCTOR, CITY shal! be obligated to compensate CONTP~.CTOR only for that portion of CONTRACTOR’s services which are of benefit to CITY, as such determination may be made by the City Manager in the reasonable exercise of his or her discretion. 8.3 RETU~ OF N_hTERIALS Upon such suspension or termination, CONTRACTOR shall turn over to the City Manager immediately any and all copies of studies, sketches, drawings, computations, and other data, whether or not completed, prepared by CONTRACTOR or its subcontractors, if any, or given to CONTRACTOR or its subcontractors, if any, in connection with this Agreement.Such materials shal! become the pe_rmanent property of CITY. 8.4 OTHER PROVISIONS 8.4.1 CITY shall promptly cease to represent that CONTRACTOR is a Service provider with respect to the Plan, and CITY shall promptly notify the Plan participants and beneficiaries of this fact upon the termination or. expiration of this Agreement. 8.4.2 CITY shall promptly return to CONTRACTOR any information and materials, excluding Plan records, bearing CONTRACTOR’s names and marks upon the termination or expiration of this Agreement. Alternatively, such information or materials may be destroyed by CITY. SECTION 9 -INDEPENDENT JUDG_~NT Failure of CITY to agree with CONTRACTOR’s independent findings, conclusions, or recommendations, if the same are called 030619 cl 8120348 for under this Agreement, on. the basis of differences in matters of judgment, shall not be construed as a failure on the part of CONTRACTOR to meet the requirements of this Agreement. SECT!ON !0 - SUBCONTRACTORS kIND EMPLOYEES ASSIGNMENT;PERSONAL SERVICES; !0 . !ASSIG_kU_~NT Both parties shal! give their persona! attention to the faithful merformance of this r_Ag_eemenc and sha!! not assign transfer, convey, or otherwise dispose oF this Agreement or any right, title, obligation, or interest in or to the same or any part thereof without the prior written consent of the other party, and then only subject to such terms and conditions as the other party may require. A consent to one assigrament shall not be deemed to be a consent to any subsequent assigm~ents. Any assignment without such approva! shall be void and, at the option of the other party, shal! terminate this Agreement and any license or privilege granted herein. This Agreement and any interest herein shall not be assignable by operation of law without the prior written consent of the other party. ~. assignment by CONTKhCTOR to a subsidiary or affiliate corporation of CONTRACTOR shall not be deemed an assignment or a transfer, conveyance, or disposition under this provision. I0.2 PERSON~_L SERVICES It is agreed that this Agreement is for the personal services of CONTRACTOR and cannot be performed by any other person or organization. 10.3 SUBC0NTKhCTORS; EMPLOYEES CONTRACTOR shal! be responsible for em_mloying or engaging all persons necessary to perform the services of CONTRACTOR hereunder. No subcontractor of CONTRACTOR wil! be recognized by CITY as such; rather, all subcontractors are deemed to be emp!oyees of CONTKhCTOR, and it .agrees to be responsible for their performance. CONTRACTOR shall give its persona! attention to the fulfillment of the provisions of this Agreement by al! of its e~!oyees and subcontractors, if any, and shal! keep the work under its contro!, if any emp!oyee or subcontractor of CONTRACTOR fails or refuses to carry, out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, the emp!oyee or subcontractor shal! be discharged immediately from the work under this Agreement on demand of the Project Hanager. SECTION ii -NOTICES All notices hereunder shall be given in writing and mailed, postage prepaid, by certified mai!, addressed as follows: 030619 cl 8120348 To CITY:Office of the City Clerk Post Office Box 10250 Palo Alto, CA 94303 To CONT~hCTOR: Select Benefit A~ministrators, Inc. 7460 SW Hunziker Street, #H Tigard, OR 97223 ATTN: Nancy A. Louris SECTION 12 -INTEREST OF CONT_R_hCTOR in accepting this Agreement, CONT_RACTOR covenants that it presently has no interest, and shal! not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services hereunder. CONTRACTOR further covenants that, in the perfo_~mance of this Agreement, no subcontractor or person having such an interest shal! be employed. CONT~hCTOR certifies that no one who has or wi!l have any financial interest under this Agreement is an officer or emp!oyee of CITY. It is expressly agreed that in the oerfo~mance of the professiona! services required under this Agreement, CONTRACTOR, and any of its subcontractors or emp!oyees, shall at al! times be considered independent contractors and not agents or emp!oyees of CITY. SECT!ON 13 -!NDEI~N!TY CITY has the final discretionary authority to determine what benefits will be paid by the Plan, accordingly, CITY shal! indemnify and defend CONTRACTOR against any third-party (emp!oyee/ claimant and their representatives only) claims relating to the Plan and any expense or liability (including reasonable attorneys’ fees) arising from such claims; provided, however, CITY shall not be required to inden~nify and defend CONT~hCTOR hereunder if and to the extent that such claim, expense, or liability is due, in whole or in part, to CONTRACTOR’s negligent performance of or failure to perform its obligations under this Agreement. Except as provided in the preceding sentence, each party shall be responsible for its own acts and omissions and those of its respective agents, and shall each indemnify the other against any claims, expense, or liability (including reasonable attorneys’ fees) arising out of its own act or omissions. Rights of indemnification hereunder shall survive the te_rmination of this Agreement. SECTION 14 -WORKERS’ COMPENSAT!ON CONTRACTOR, by executing this Agreement, certifies that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against ~!iability for workers’ com_oensation or to undertake self-insurance in accordance with the provisions of that Code, and certifies that it wil! comply with such provisions before commencing the performance of the work of this Agreement. 030619 el 8120348 7 SECTION 15 -INSURANCE ! 5 . ! !NSUR~INCE CONT~hCTOR, at its sole cost and expense, shall obtain and maintain, in ful! force and effect throughout the entire term of this Agre.ement, the insurance coverage described in Exhibit attached hereto and made a part hereof by this reference, insuring not only CONTRACTOR and~its subcontractors, if ~y, but also, with the exception of workers’ compensation, emp!oyer’s liability, and professiona! liability insurance, naming as additional insureds CITY, its Counci! members, officers, agents and em_m!oyees, and each of them, concerning this Agreement and the Project. Al! insurance coverage required hereunder shal! be provided through carriers with an Best’s Key rating of A:VII or higher that are admitted to do business in the State of California. ~_ny and al! subcontractors of CONTRACTOR under this Agreement shal! obtain and maintain, in full force and effect throughout the term of this Agreement, identica! insurance coverage, with CITY named as additional insured under such policies as required above. 15.2 EVIDENCE OF COVERAGE Certificates of such insurance, preferably on the fo_rms provided by CITY, shal! be filed with CITY concurrently with the execution of this Agreement. The certificates shall be subject to the approval of the Risk Manager and sha!l contain an endorsement stating that the insurance is primary coverage and wil! not be canceled or altered by the insurer except after filing with the City Clerk thirty (30) days’ prior written notice of such cancellation or alteration, and that the City of Pa!o Alto is named as an additional insured except in policies of workers’ com_mensation, emp!oyer’s liability, and professiona! liability insurance. Current certificates of such insurance shal! be kept on file at al! times during the te_rm of this Agreement with the City Clerk. 15.3 NO LIMIT OF LIABILITY The procuring of such required policy or policies of insurance shal! not be construed to limit CONTRACTOR’s liability hereunder nor to fulfill the indemnification provision and requirements of this Agreement under Section 13 hereof. Notwithstanding the policy or policies of insurance, CONT~hCTOR shal! be obligated for the ful! and tota! amount of any damage, injury, or loss caused by the services performed or not performed under this Agreement, including such arising after the Agreement has terminated or expired. SECTION 16 - AUDITS CONTRACTOR agrees to permit C!TY to audit, at any reasonable time during the te_rm of this Agreement and for three (3) years thereafter, CONT~hCTOR’s records pertaining to matters 8 030619 cl 8120348 covered by this Agreement. CONT~hCTOR further agrees to maintain such records for at least three (3) years after the expiration of the term of this Agreement. SECTION 17 - AGREE~NT BINDING The terms, covenants, and conditions of this Agreement shall ap~!y to, and shall bind, the heirs, successors, executors, a6ministfAtors, assigns, and subcontractors of both parties. SECTION 18 -WAIVERS The waiver by either party of any breach or violation of any term, covenant, or condition of this Agr.eement, or of the provisions of any ordinance or law, sha!l not be deemed to be a waiver of any other term, covenant, condition, ordinance, or law or of any subsequent breach or violation of the same or of any other term, covenant, condition, .ordinance, or law. The subsequent acceptance by either party of any fee or other money which may become due hereunder shal! not be deemed to be a waiver of any preceding breach or violation by the other party of any term, covenant, or condition of this Agreement or of any applicable law or ordinance. SECTION 19 -COSTS ~_ND ATTORNEYS’ FEES The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with such an action from the other party. SECTION 20 - NO IMPLIED WAIVER No payment, partial payment, acceptance, or partial acceptance by CITY shal! operate as a waiver on the part of CITY of any of its rights under this Agreement. SECT!ON 21 -NONDISCRIMINATION; PENALTY 21.1 DUTY OF CONTRACTOR As set forth in the Pa!o Alto Hunicipal Code, no discrimination wil! be made in the em_mloyment of any person under this Agreement because of the age, race, co!or, nationa! origin, ancestry, religion, disability, sexua! preference or gender of that person, if the value of this Agreement is, or may be, five thousand dollars ($5,000) or more, CONTRACTOR agrees to meet al! requirements of the Pa!o Alto Municipa! Code pertaining to nondiscrimination in em_oloyment, including completing the requisite form furnished by CITY and set forth in Exhibit "C~. CONTKhCTOR agrees that each contract for services with an independent provider wil! contain a provision substantially as follows: 030619 c] g12034g ~[Name of Provider] will provide CONTRACTOR with a certificate stating that [Name of Provider] is currently in compliance with al! Federa! and State of California laws covering nondiscrimination in employment; and that [Name of Provider] will not discriminate in the em_m!oyment of any person under this Agreement because of the age, race, color, national origin, ancestry, religion, disability, sexua! preference or gender of such person. " 21.2 PENALTY FOR DISCRIMINATION If CONTRACTOR is found in violation of the nondiscrimination provisions of the State of California Fair Employment Practices Act or similar provisions of Federa! law or executive order in the performance of this Agreement, it will be in default of this Agreement. Thereupon, CITY wil! have the power to cance! or suspend this Agreement, in whole or in part, or.to deduct the sum of twenty-five dollars ($25) for each person for eamh calendar day during which such person was subjected to acts of discrimination, as damages for breach of contract, or both. 0nly a finding of the State of California Fair Emp!oyment Practices Commission or the equivalent federal agency or officer wil! constitute evidence of a breach of this Agreement. SECTION 22 -AGREEMENT CONTAINS ALL LrN-DERST~!qDiNGS; .~ENDI~IqT This document represents the entire and integrated agreement between CITY and CONTRACTOR and supersedes al! prior negotiations, representations, and agreements, either written or ora!. This document may be ~mended only by written instrument, signed by both CITY and CONTRACTOR. CITY’s City Manager is authorized to execute any amendments on behalf of the CITY. SECTION 23 -GOVERNING LAW This Agreement will be governed by the laws of the State of California, excluding its conflicts of law. in the event that an action is brought, the parties agree that trial of such action wil! be vested exclusively in the state courts of California or in the United States District Court for the Northern District of California in the County of Santa Clara, State of California. All provisions of this Agreement, whether covenants or conditions, wil! be deemed to be both covenants and conditions. If a court of competent jurisdiction finds or rules that any mrovision of this Ag_eemenu or any amendment thereto is void or !0 030619 cl 8120348 unenforceable, the unaffected provisions of this Agreement and any amendments thereto wil! remain in full force and effect. All exhibits referred to in this Agreement and any addenda, appendices, attac.hments, and schedules which, from time to time, may be referred to in any duly executed amendment hereto are by such reference incorporated in this Agreement and wil! be deemed to be a part of this Agreement. This Agreement may be executed in any number of counterparts., each of which will be an original, but all of which together will constitute one and the same instrument. This Agreement is subject to the fiscal provisions of the Charter of the City of Balo Alto and the Pa!o Alto Hunicipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the fol!owing fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available. This Section shal! take precedence in the event of a conflict with any other covenant,term,condition,or provision of this Agreement. // // // // // // // // // // // // // // 030619 cl 8120348 !! IN WiTk~SS WHEREOF, the parties hereto have executed this Agreement the day and year first abovew_~en-~’~ . ATTEST:CITY OF PA.LO ALTO City Clerk APPROVED AS TO FORM: City Attorney APPROVED: Assistant City Manager Director of Administrative Services Director of Human Resources Attacb_ments: EX/£!B iT "A" : E2Zq!B i T "B" : E?L~!BiT "C" : Mayor SELECT BENEFIT ADI~INISTRATORS, iI~C. By: Name : Title: By: Title: (Compliance with Corp. Code § 313 is required if the entity on whose behalf this contract is signed is a corporation. In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable) SCOPE OF SERVICES INSURANCE CERTIFICATION OF NONDISCRIMINATION 030619 c! 8120348 !2 CERTIFICATE OF ACKNOWLEDGMENT (Civil Code § i189) STATE OF COUNTY OF SS. On , 2003, before me,, a Notary Public in and for said County and State, personally appeared , , personally knows_ to me to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instru- ment, the entity upon behalf o9 which the person acted, executed the instrument. IN WITNESS Z~EREOF i have he_eunuo set mY hand and affixed my official seal the day and year in this certificate first above written. Notary Public in and for said County and State 030619 cl 8120348 13 CERTIFICATE OF ACKNOWLEDGPIENT (Civil Code § !189) STATE OF ) COU~TY OF ) On , 2003, before me ................ a Notary Public in and for said County and Statel Dersona!ly appeared , personally kno%~ to me to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instru- ment, the entity upon behilf of which the person acted, executed the instrument. IN WITNESS h~EREOF, ! have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. Notary Public in and for said County and State 030619 cl 8120348 14 SCOPE OF SERVICES CONTRACTOR shall perfo_rm the services described in this Ei@ibit "A" in accordance with the terms of City’s dental health plan (~P!an") and within the framework of directives, policies, interpretations, rules, practices and procedures made by City to the extent that such are consistent with all applicable laws and re~u!ations.Notwithstanding any other provision of this Agreement or the Einibit(s), CONTRACTOR’s services shall not include the services of legal counsel, investment advisors, or certified public accountants. After its receipt and processing of all necessary Plan data and other information, CONTRACTOR shal! provide the fol!owing administrative services in connection with the Plan: Provide information, based on records provided by the Plan, concerning Plan eligibility and benefits provisions to all claimants and their health care providers by telephone during no~-mal business hours, including toll-free access if separately agreed upon, and by mai! in response to written inquiries. Such information shal! not constitute a dete_rmination of benefits that wil! be paid under the Plan, or a guarantee or certification to anyone that any amount wil! be paid. Benefit determinations can only be made after a c0m_mlete claim is submitted and fully processed by CONTRACTOR, and are subject to al! eligibility requirements, limitations, exclusions and other provision of the Plan in effect when a claim is processed. B.Perform the fol!owing claims admi’nistration services: !.Receive and review claims and documents. claims-related Verify eligibility and calculate amounts payable under the Plan in light of Plan provisions concerning medica! necessity, reasonableness of charges and preferred provider or other service arrangements. o Correspond with claimants and/or their providers to obtain any required additiona! information ~nd to determine whether other coverage for the claim exists under other benefit plans, insurance 030619 cl 8120348a ~- C0 contracts, health maintenance organizations, government-sponsored benefit programs. or Prepare and mail explanations of benefits (or denials of benefits) and benefit payment checks dra~ on one or more demand deposit accounts. Such accounts shal! be designated by CITY, which shal! ensure that the accounts contain sufficient funds at al! times for the continuous and timely payment of benefits claims processed by CONTRACTOR hereunder. Provide any insurance carrier from which CITY or the Plan obtains stop-!oss or other coverage with information reasonably required by the carrier for payment of claims under such coverage. CONTRACTOR assumes no responsibility or liability for the non- payment of such claims by any insurance carrier. o Seek reimbursement of overpayments of Plan benefits and offset such erroneous payments against subse_ciuent claims in accordance- with Plan provisions and applicable law. CONTRACTOR shall have no obligations to take legal action against anyone to recover overpayments, or to otherwise enforce any provisions of the Plan. Conduct the claims review and appeals procedure in accordance with Plan provisions. CONTRACTOR shal! advise the Plan Sponsor of al! appeals of denied claims and the Plan Sponsor shal! make a!l final benefit determinations in such cases. Provide one copy of CONTRACTOR’s Current form of plan document and/or summary plan description and al! related standard administrative forms and assist with the design and printing of claims forms, ID cards,and other supplies designed specifically for the Plan. Provide al! reports included, from time to time, in CONTRACTOR’s standard reporting package. Provide the Plan Sponsor with any data maintained by CONTRACTOR that is required by the Plan in the preparation of required reports and filings. Attend meetings with the Plan Sponsor as reasonably requested and necessary for the provision of services ~nder this Exhibit. 030619 cl 8120348a 2 Correspond with claimam_ts and their representatives regarding possible third-party (emp!oyee/claimant and their representatives) liability for expenses paid by the Plan on claimants’ behalf; request repayment of those expenses in accordance with any subrogation provisions of the Plan. CONT~hCTOR shall have no responsibility or liability for the refusal of claimants or their representatives to reimburse the Plan for such expenses. C0NT~hCTOR shal! have no obligation to take any legal action to enforce the Plan’s subrogation rights. Assume the processing of denta! claims that remain outstanding at the time dental claims administration services are commenced hereunder and process explanation of benefit fo_rms at the rate set forth in Section 4 of the Agreement. 030619 c] 8120348s 3 Exhibit AcLmm~stran e Sera4ces Proposal for: Proposed Effective Date: 7uly I, 2003 Number of Employees: I,I00 The CiD~ ofPalo 2dto Claims Administration - Dent/ EE!MO 4.70 :anmual Cost $ 62,040 N!A N/A Ontional Services i. Run-In Claims Processing 2. Plan Document Preparation 3. Benefit BooMer Printing 4. Custom I. D. Cards N/A $1,000 Cost Cost 5. Custom Pro~amming Renewal Ratin~ Basis $125.00/hour A.Utilization B.CPI C.Unavoidable Cost Increases CERTIFICATION OF NONDISCRIMINATION EXHIBIT "C" Certification of Nondiscrimination: As suppliers of goods or services to the City of Palo Alto, the firm and individuals listed below certify that they do not discriminate in employment with regards to age, race, color, religion, sex, national origin, ancestry, disability, or sexual preference; that they are in compliance with all Federal, State, and local directives and executive orders regarding nondiscrimination in employment. THE INFORMATION HEREIN IS CERTIFIED CORRECT BY SIGNATURE(S) BELOW. Firm: Signature: Name: Signature: Name: Note: (PRINT OR TYPE NAME) (PRINT OR TYPE NAME) California Corporations Code Section 313 requires two corporate officers to execute contracts. *The signature of First Officer* must be one of the foflowing: Chairman of the Board; President; or Vice President. **The signature of the Second Officer** must be one of the following: Secretary; Assistant Secretary; Chief Financial Officer," or Assistant Treasurer. (In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable) CITY OF PALO ALTO PAGE 1 OF 1 Attachment B "Incentive Model" Plan Design The City’s dental plan has a unique incentive plan design that pays an increasing share of the treatment cost provided that the individual utilizes the plan once during each calendar year. The intent of this plan design is that preventative care will help to control future treatment costs. The percentage of payment is as follows: First calendar year of eligibility 70% Second calendar year of eligibility 80% Third calendar year of eligibility 90% Fourth calendar year of eligibility 100% Usual, Customary and Reasonable (UCR) The normal and necessary charge made by a physician, dentist or supplier of services, medicines or supplies, when it does not exceed the general level of charges made by others rendering or furnishing such services, medicines or supplies within the service area in which the charge is incurred for sicknesses or injuries comparable in severity and nature to the sickness or injury being treated. a)The "usual" and "customary" charge is a charge which is not more than what the Plan determines is the most common charge for that service or item within the same geographic area where it is provided. b)A charge is "reasonable" when it meets the usual and customary criterion or if, upon review, it merits special consideration based on the complexity of treatment of the particular case. The determination of whether a charge is Usual, Customary and Reasonable shall be made by the Claims Administrator, based upon nationally or locally obtained and recognized accumulated survey data. If the charge is greater than the usual, customary and reasonable charge, the covered member must pay the excess portion. If the covered member is required to make a payment under this Plan for a deductible, co-payment or coinsurance, the payment is applied against the usual, customary and reasonable charge.