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Item C18
BOARD OF COUNTY COMMISSIONERS County of Monroe A(I Mayor George Neugent, District 2 The Florida Keys 4� f� Mayor Pro Tem David Rice, District 4 l Danny L. Kolhage, District I „ Y „; ° W Heather Carruthers, District 3 Sylvia J. Murphy, District 5 County Commission Meeting February 15, 2017 Agenda Item Number: C.18 Agenda Item Summary #2642 BULK ITEM: Yes DEPARTMENT: Employee Services TIME APPROXIMATE: STAFF CONTACT: Maria Fernandez -Gonzalez (305) 292-4448 N/A AGENDA ITEM WORDING: Approval of Amendment to Employee Benefit Consulting Services Agreement with Gallagher Benefit Services (GBS) extending the contract through December 30, 2018 and approving a one-time fee of $25,000 for additional services of Health Care Analytics to evaluate expected pharmacy benefits management (PBM) proposals the County receives during 2017 after issuance of a Request for Proposal (RFP) and acceptance of the Client Coverage Acknowledgment & Compensation Disclosure Statement ITEM BACKGROUND: The County Commission requested staff issue a total of four (4) Requests for Proposals (RFPs) during 2017 and 2018 including: 1. Pharmacy Benefits Management (PBM) program; 2. Fully insured health insurance program; 3. Self -insured health insurance program; and 4. Stop loss policy for the self -insured health insurance program The timing of these RFPs must be coordinated with the existing contract term with our current Pharmacy vendor, Envision (contract expires 12/31/2017) and our current Self Insured TPA, Florida Blue (contract expires 12/31/2020) with a $150,000 early termination fee. Attached is a recommended timeline for issuance of these RFPs. Given these dates, County staff is recommending an extension of our agreement with Gallagher Benefits Services (GBS) through December 30, 2018 in order to ensure proper evaluation of the RFPs and proper implementation with the new vendors. Further, GBS has developed a new process for evaluating pharmacy benefits proposals to assure a comprehensive, proprietary PBM pricing model that quantitatively evaluates and adjust all proposals for pharmacy benefits by collecting current PBM usage from the County's existing PBM plan; preparing a financial and non -financial analysis of the proposals. Health Care Analytics (HCA) fee for evaluating the pharmacy benefits management (PBM) proposals cost a one-time fee of $25,000. The additional HCA service will provide real value in evaluating the PBM proposals for the PBM program. Also included is a Client Coverage Acknowledgment and Compensation Disclosure Statement for acceptance by the BOCC. PREVIOUS RELEVANT BOCC ACTION: September 15, 2010 MCBOCC entered into an agreement with Gallagher Benefits Services (GBS) to provide consulting services in the area of Group Health Insurance; April 17, 2013 agreement with GBS to renew for one (1) year and subsequently renewed at the County's option for two (2) additional consecutive one year terms; October 1, 2016 agreement extended for one (1) additional year through September 20, 2017 CONTRACT/AGREEMENT CHANGES: Renew agreement until Dec. 30, 2018 with no increase in their service fee STAFF RECOMMENDATION: Approval of amendment and approval to utilize the services of Health Care Analytics to evaluate the PMB proposals received in the 2017 RFP. Acceptance of Client Coverage Acknowledgment and Compensation Disclosure Statement. DOCUMENTATION: GBS 2017 AMENDMENT GBS 2017 CLIENT COVERAGE ACKNOWLEDGEMENT AND COMPENSATION DISCLOSURE STATEMENT GBS 2010 CONTRACT GBS RENEWAL 2013 GBS RENEWAL 2016 MCBCC PBM Procurement summary 2017.2018 RFP Timelines Group Health Plan FINANCIAL IMPACT: Effective Date: February 15, 2017 Expiration Date: December 31, 2018 Total Dollar Value of Contract: $150,000/year plus a one time additional $25,000 for additional services being added (Pharmacy Benefit Manager Proposals) Total Cost to County: $325,000 Current Year Portion: $125,000 Budgeted: YES Source of Funds: Health Insurance Fund CPI: Indirect Costs: Estimated Ongoing Costs Not Included in above dollar amounts: Revenue Producing: If yes, amount: Grant: County Match: Insurance Required: Additional Details: 02/15/17 502-08001 - GROUP INS ADMIN increase to cover HCA service for PBM RFP analysis hIWTA1N11." $25,000.00 Christine Hurley Completed 01/31/2017 4:58 PM Budget and Finance Completed 02/01/2017 8:23 AM Christine Limbert Completed 02/01/2017 12:53 PM Maria Slavik Completed 02/01/2017 12:55 PM Kathy Peters Completed 02/01/2017 12:59 PM Board of County Commissioners Pending 02/15/2017 9:00 AM AMENDMENT TO EMPLOYEE BENEFIT CONSULTING SERVICES AGREEMENT BETWEEN MONROE COUNTY, FLORIDA AND GALLAGHER BENEFIT SERVICES This Amendment ("Amendment") is entered into by and between the Board of County Commissioners of Monroe County, Florida; i 100 Simonton Street, Room 2-268; Key West, Florida 33040 ("County" or "Employer') and Gallagher Benefit Services ("GBS"), Inc., 2255 Glades Road, Suite 400E, Boca Raton, Fl. 33431 ("Contractor") and is to be effective as of February ,. 2017. WHEREAS, on September 15, 2010, the Employer and GBS entered into an agreement (hereinafter "Agreement") to provide consulting services on an as needed basis in the areas of Group Health insurance; and WHEREAS, on April 17, 2013, the agreement was renewed for one (1) year and subsequently renewed at the County's option for two (2) additional consecutive one year terms at no change in compensation; and WHEREAS, on October 1, 2016, the Agreement was extended for one (1) additional year, through September 30, 2017; and WHEREAS, the employer intends to issue a total of four (4) Requests for Proposals (RFPs) during 2017 and 2018, for a pharmacy benefits management (PBM) program, fully insured health insurance program, self -insured health insurance program, and a stop loss program for the self -insured health insurance program; and WHEREAS, if new vendors are chosen in response to the RFPs, the vendors would be implemented during the fourth quarter of 2017 for the PBM, fully insured health insurance, and stop loss programs, and during the fourth quarter of calendar year 2018 for the self -insured health insurance program; and WHEREAS, the County therefore desires to extend the Agreement with the Contractor through December 30, 2018 in order to ensure that the Contractor is available to wort: on the RFPs and implementation; and WHEREAS, in addition to the Scope of Services listed in Exhibit A to the original Agreement, the Contractor has offered to make available an additional Health Care Analytics ("HCA") service available to the County for use in evaluating proposals for the ABM proposal; and WHEREAS, the MCA service consists of comprehensive, proprietary PB1V1 pricing model that quantitatively evaluates and adjusts all proposals for pharmacy benefits, by (1) collecting current PBM usage from the County's existing PBM plan; (2) preparing a financial analysis of the proposals; (3) preparing an analysis of the non -financial (i.e., qualitative) responses to the proposals; (4) translating the unit costs of drugs in the proposals into projected plan costs by multiplying proposed drug unit prices by actual County volume; and (5) evaluating the proposer's proposed use of generic drugs, both in terms of plan savings but also to determine acceptable substitutions; mid WHEREAS, the Contractor has proposed to use this additional HCA service available at an additional cost of twenty-five thousand dollars ($25,000.00) for any proposals received in response to the PBM RFP; and WHEREAS, the County believes that the additional MCA service provides real value in evaluating the PBM proposals for the PBM program (where claims run approximately $3.7 million per year) and wishes to purchase the service. NOW Therefore, in consideration of mutual covenants and condition set forth below, the parties agree as follows: 1. The Agreement is extended through December 31, 2018. 2. The compensation to the Contractor throughout the term of this Agreement will include a one- time payment of twenty-five thousand dollars ($25,000.00) to cover the cost of the HCA service for the PBM RFP, in addition to base compensation in the amount of one hundred fifty thousand dollars ($150,000.00) per year. 3. In all other respects the terms and conditions of the original Agreement remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Renewal Agreement this _._ day of February 2017. (SEAL) Attest: KEV IN MADOK, Clerk - Deputy Clerk Corporate Seal: Attest: By: Name and Title 59 Board of County Commissioners of Monroe County Mayor/Chairman Gallagher Benefit Services, Inc. By:. Signature Print Name:. Jeffrey-P. Angello Title: Area President CLIENT COVERAGE ACKNOWLEDGMENT AND COMPENSATION DISCLOSURE STATEMENT FOR Monroe County Board: of County Commissioners This form documents that Gallagher Benefit Services, Inc. (Gallagher) will apply its professional judgment to access those insurance companies it believes are best suited to insure the Client's risks. The final decision to choose any insurance company has been made by the Client in its sole and absolute discretion. The Client understands and agrees that Gallagher does not take risk, and that Gallagher does not guarantee the financial solvency or security of any insurance company. The Client is responsible for immediate payment of premiums for all insurance placed by Gallagher on Client's behalf. If any premium amounts are not paid in full when due, the applicable insurance company for the Client's risks may cancel any applicable policies in accordance with the terms of such policies. The following is the disclosure of fees and/or commissions to be paid to Gallagher as a result of its Broker of Record relationship to Client's Group Health and Welfare Plan and any relationships, or agreements Gallagher has with any insurance companies selected by Client as noted above. Gallagher, as Broker of Record, will receive the following initial and renewal sale commissions expressed as percentage of gross premium payments, or fees as agreed upon by Client: Monroe County Board of County Commissioners Commission' I Line of Coverage Insurance Company Effective Supplemental Direct Fees' pate Coin ensation= Medical Florida Blue 10/0112017 NA/NA $150,000 Consulting fees per contract amendment Dental Delta Dental 10'01/2017 NANA See Above Vision VSP 10U1/2017 NA/NA See Above Life & ADD Minnesota Life 10/01/2017 NAINA See Above Rx Carveout Envision Rx 10101R017 NAINA See Above PBM - RFP Project— Multiple Vendors 10/01P-017 NA/NA $25,000 It should also be noted that: 0 Gallagher is not an affiliate of the insurer whose contract is recommended. This means the insurer whose contract is recommended does not directly or indirectly have the power to exercise a controlling influence over the management or policies of Gallagher. Gallagher's ability to recommend other insurance contracts is not limited by an agreement with the insurance company. • Gallagher is effecting the transaction for the Plan(s) in the ordinary course of Gallagher business. The transaction set forth is at least as favorable to the Plan(s) as an arm's length transaction with an unrelated party. ' Commissions include all commissionsifees paid to Gallagher that arc attributable to a contract or policy between a plan and an insurance company, or insurance service. This includes indirect fees that are paid to Gallagher paid by a third party, and includes, among other things, the payment of "finders' fees" or other fees to Gallagher for a transaction or service involving the plan, 2 Gallagher companies may receive supplemental compensation referred to in a variety of temu and definitions, such as contingent commissions, additional commissions and supplemental commission.. r Dircci Fees include compensation to Gallagher paid for directly by the plan sponsor/Client. Gallagher CBentCoverage AcknoWedgment 05302014 0 2017 GALLAGHER BENEFIT SERVICES, INC. ARTHUR J. GALLAGHER 6 CO. I AJG.COM • Gallagher is not a trustee of the Plan(s) and is neither the Plan Administrator of the Plan(s), a fiduciary of the Plan(s), nor an employer which has employees in the Plan(s). Gallagher shall not exercise discretionary authority or control with respect to plan management, the disposition of plan assets or plan administration. For Employers and Plan Sponsors Subject to ERISA: This Disclosure Statement is being given to the Client (1) to make sure Client knows about Gallagher's and Gallagher affiliates' income before purchasing the insurance product and (2) for plans subject to ERISA, to comply with the disclosure, acknowledgment and approval requirement of Prohibited Transaction Class Exemption No. 84-244, which protects both Client and Gallagher. Disclosure must be made to an independent plan fiduciary for the ERISA Plan(s), and Client acknowledges and confirms that this is a reasonable transaction in the best interest of articiants in its ERISA Plan(s). For more information on Gallagher's compensation arrangements, please visit www.ajg.comBcompensation. In the event a Client wishes to register a formal complaint regarding compensation Gallagher receives, please send an email to Compensation Complaints@ajg.com or send a letter to: AVC Compliance Officer, c/o Internal Audit Department, Arthur J. Gallagher & Co., Two Pierce Place, Itasca, IL 60143. Thank you for your business and continued confidence in the services Gallagher provides to you and your employees. We sincerely appreciate the opportunity to serve Monroe County Board of County Commissioners. Please let us know if you have any questions regarding this information or would like more detail. GALLAGHER BENEFIT SERVICES, INC 13 _. y. L � Name: Jeffrey P. Angello Title: Area President Date: / ./ Accepted by: Monroe County Board of County Commissioners 0 Name: ' Which allows an exemption from a prohibited transaction under Section 408(a) of the Employee Retirement Income Security Act or 1974 (ERISA). ° In making these disclosures, an position is taken, nor is one to be inferred, regarding the use orassets of a plan subject to ERISA to purchase such insurance. Gallagher Client Coverage Acknowledgment n5"2®r! 02017 GAt.IAGHCR BENEFIT SERVICES. INC ARTHUR J. GALLAGHER d CO AJG'"OM MONROE COUNTY CONTRACT FOR Employee Benefit Consulting Services THIS AGREEMENT ("Agreement`) Is made and entered Into this 15th day of September, 201iI. by and between MONROE COUNTY ("COUNTY"), a political subdivision of the State of Florida, whose address is 1100 Simonton Street, Key West, Florida 33040 and GALLAGHER BENEFIT SERVICES ("GBS"), INC. ("CONTRACTOR"), whose address is 2255 GLADES ROAD, SUITE 400E, BOCA RATON, FL. 33431 (collectively, the "Parties"). CONTRACTOR shall do, perform and carry out in a professional and proper manner certain duties as described In the Scope of Services — Exhibit A — which is attached hereto and made a part of this agreement. CONTRACTOR shall provide the scope of services in Exhibit A for COUNTY. CONTRACTOR warrants that it Is authorized by law to engage in the performance of the activities herein described, subject to the terms and conditions set forth in these Agreement documents. The CONTRACTOR shall at all times exercise independent, professional judgment and shall assume professional responsibility for the services to be provided. Contractor shall provide services using the following standards, as a minimum requirement: A. The CONTRACTOR shall maintain adequate staffing levels to provide the services required under the Agreement resulting from this RFP process. B. The personnel shall not be employees of or have any contractual relationship with the County. To the extent that Contractor uses subcontractors or independent contractors, this Agreement specifically requires that subcontractors and independent contractors shall not be an employee of or have any contractual relationship with County. C. All personnel engaged in performing services under this Agreement shall be fully qualified, and, if required, to be authorized or permitted under State and local law to perform such services. Section 2. QUALIFICATIONS NECESSARY OF CONTRACTOR The CONTRACTOR must certify at least annually that all staff members, Independent contractors, subcontracted work, if any, and all service providers it uses, engages or manages, comply with Health Insurance Portability and Accountability Act (HIPAA) privacy and security rules. The CONTRACTOR must provide a list annually, listing any contractual relationship between the CONTRACTOR and any persons or business entities that provide the fallowing services for the County: third party administration for health insurance or employee benefits, utilization review, large claims management, health Insurance carrier. The CONTRACTOR must provide an adequate staff of experienced personnel, capable of and devoted to the successful accomplishment of work to be performed under any contract with the County, The CONTRACTOR must assign specific individuals to the key positions. Once assigned to work under any contract with the County, key personnel shall not be moved or replaced without prior written notification to the County. Such notification shall be provided within three (3) business days of the change. The CONTRACTOR must warrant that it has not employed or retained a company or person, other than a bona fide employee, contractor or subcontractor, working in its employ, to solicit or secure a contract with the County and that it has not paid or agreed to pay any person, company, corporation, individual or firm other than a bona fide employee, contractor or subcontractor, working in its employ any fee, commission, percentage, gift or other consideration contingent upon or resulting from the award or making of a contract with the County. The following persons will provide the services under this Agreement: Richard Capizzi, Area Assistant Vice President. Will serve as the lead benefits consultant. Will be responsible for the overall client relationship and responsible for all items outlined in the Scope of Services. Glen Volk, Consulting Actuary. Will serve as lead Actuary for the County where actuarial services are required. Paul Hebert, Lead Compliance Consultant. Will serve as regulatory resources and be the primary resource on federal and state mandates. Will also provide support for the review of plan documents and general compliance issues. Will assist In negotiating contract changes; discussing federal and state legislation Impacting the County; monitor ongoing contracts; provide Information on employee benefit Issues and proposed or new legislation. Mary Kay Lantz, Senior Client Manager. Will be responsible for all aspects of client management Including product marketing and client services. Any change to the above -listed personnel requires notification to the County, in writing, within three () business days priorte im ion of the change. ROCI le The and Its employees who are respons bie and accountable for the county's account and subcontractors, If any, must have all necessary current licenses Issued by the Florida Department of Insurance for providing either consulting services or health benefits Insurance. Proper documentation shall be attached to the contract. The firms servicing office that would provide services to the County must have at least one (1) Marketing Account Executive and one (1) Customer Service Representative, each with a minimum of three (3) years of health insurance experience. Section 3. COUNTYS RESPONSIBILITIES .1 Provide all best available information as to the COUNTY'S requirements for Employee Benefits Consulting Services. 3.2 Designate in writing a person with authority to act on the COUNiY'S behalf on all matters concerning Employee Benefits Consulting Services. 3.3 Provide a schedule that Is mutually agreeable to the COUNTY and CONTRACTOR. Section 4. TERM OF AGREEMENT 41 The Initial ,Agreement term will be for one (1) year beginning the 1st day of October, 2010 and renewable at the County's option for two (2) additional consecutive one year terms. 4.2 The terms of this Agreement shall be from the effective date hereof and continue for a period of one year. This Agreement shall be automatically renewed for successive one- year periods until either party gives the other notice of cancellation in accordance with the terms set forth below. The Contractor must provide the Contractor with at least thirty (30) days notice of intent to terminate. If either party desires to modify this Agreement, it shall notify the other in writing at least thirty (30) days prior to the effective date of such modification, In the case of proposed modification the party receiving the notification of the proposed modification shall itself notify the other party within ten (10) days after receipt of notice of its agreement to the proposed modification. Failure to do so shall terminate this Agreement, Comansation to CONTRACTOR th[Mhout the term of • j: • t • • # s 1 • :.t� r • • • tj; • : • •-• :.iT�a •' • •• •- [i�i!�lY=�'.911�•'�I•liF i ��•j��t1l=;•:� 11 it •iil�i �_EiIl 1 • I• : • J • A review of the C nty's health insurance plan, likely Including the issuance and evaluation of an RFP for medical and pharmacy services, shall be completed by November 15, 2010. Following the review, GBS will Issue a Request for Proposals by January 15, 2011 and will make recommendations to the County by April 1, 2011 on what they believe Is the most efficient combination of medical and pharmacy administration vendors and networks for the County. If the COUNTY Implements the GBS recommendations, GBS guarantees annual savings of at least $3.2 million to COUNTY's 2 on health plan expenses over the 12 month period following the implementation of the changes. GBS will require another 3 months of run -out claims experience for tabulation. If the savings am not realized, GBS will forfeit $25,000 In consulting is". Should tha contract be terminated prior to July 1, 2012, the performance guarantee will not apply. Actual savings w111 be measured as follows: GBS will calculate the per capita Incurred plan expense for the 12 month period ending on the Implementation data of the changes (the "baseline plan cost"). Such cost will Include Incurred medical and pharmacy claims and all plan fees for administration, network &cooss, utilization management, and any other similar fees that should reasonably be Included. While GBS may provide estimates of the incurred claims in the baseline cost at any time, the final baseline cost will be calculated at the same time as the *experience plan cost" defined below. GOS will than measure the actual per capita plan expense for the first 12 month period following the Implementation of the recommended changes (the "experience plan cost"). The experience plan cost will be actuarially adjusted to remove the Impact of any benefit design differences between the baseline period and the experience period. in order to ensure that the Incurred claims included in the experience plan cost are as accurate as possible, the calculation will be done no sooner than 3 months after the end of the period for which the experience plan cost Is being calculated. The experience plan cost will Include Incurred claims and the administration and access fees that correspond to the fees Included in the baseline plan cost. In the event that GBS recommends that the County purchase reinsurance, the cost of the reinsurance net of any recoveries will also be Included In the experience plan cost e savings calculation will then be calculated as follows: The baseline plan cost will be adjusted for one year of medical Inflation to produce what the expected per capita cost would have been for the following 12 months had no changes been made. The Inflation adjustment will equal the lesser of 8% and the Projected Medical and Prescription drug trend for Open Access Preferred Provider Organizations for the applicable period as published In the "Segal Health Plan Cost Trend Survey". The result will be called the "Inflation adjusted baseline plan cost". The Inflation adjusted baseline plan cost will be multiplied by the average enrollment for the 12 month period following the Implementation of the changes. The result will be called the "annual Inflation adjusted baseline plan cost", and It will represent the estimated annual plan cost for the period had no changes been made to the plan. The experience plan cost will be multiplied by the average enrollment for the 12 month period following the Implementation of the changes. The result will be called the "actual annual plan t". Savings will be defined as the "annual Inflation adjusted baseline plan casts" minus the %#actual annual plan cast". 6.1 Payment vAll be made according to the Florida Local Government Prompt Payment Act. Any request for payment must be in a form satisfactory to the Clerk of Courts for iwonroe County (Clerk). The request must describe in detail the services performed and the payment amount requested. The CONTRACTOR must submit invoices to the appropriate offices marked Group Insurance. The respective office supervisor and the Director of Employee Services, who will review the request note his/her approval on the request and forward I to the Clerk for payment. Upon receipt of the contractor's invoice In the proper form as stipulated above and upon acceptance by the Clerk, Monroe County will make payment In accordance With the Florida Prompt Payment Act, Section 218,70, Florida Statutes. 62 Continuation of this Agreement is contingent upon annual appropriation by Monroe County Board of County Commissioners. 63 The annual compensation listed in Section 5 will be payable in monthly installments. The Contractor will submit such invoice monthly for services provided during the preceding month • Either party may terminate this Agreement because of the failure of the other party to perform Its obligations under the Agreement. COUNTY may terminate this Agreement with or without cause upon thirty (30) days notice to the CONTRACTOR. COUNTY shall pay CONTRACTOR for work performed through the date of termination. A. CONTRACTOR hereby agrees that he has carefully examined the RFP, his response, and this Agreement and has made a determination that he/she has the personnel, equipment, and other requirements suitable to perform this work and assumes full responsibility therefore, The provisions of the Agreement shall control any inconsistent provisions contained In the specifications. All specifications have been read and carefully oonsidered by CONTRACTOR, who understands the same and agrees to their sufficiency for the work to be done. Under no circumstances, conditions, or situations shall this Agreement be more strongly construed against COUNTY than against CONTRACTOR, B. Any ambiguity or uncertainty in the specifications shall be interpreted and construed by COUNTY, and its decision shall be final and binding upon all parties. C. The passing, approval, and/or acceptance by COUNTY Of any Of the services furnished by CONTRACTOR shall not operate as a Waiver by COUNTY of strict compliance with the terms of this Agreement, and specifications covering the services. D. CONTRACTOR agrees that County Administrator or his designated representatives may it CONTRACTORS facility (les) periodically to conduct random evaluations of services during CONTRACTOR'S normal business hours, E. CONTRACTOR has, and shall maintain throughout the term of this Agreement, appropriate licenses and approvals required to conduct its business, and that it will at all times conduct its business activities In a reputable manner. Proof of such licenses and approvals shall be submitted to COUNTY upon request. Any notice required or permitted under this agreement shall be in writing and hand delivered or mailed, Postage prepaid, to the other party by certified mail, returned receipt requested, to the following: To the COUNTY: Employee Services Director I 100 Simonton fteet, Suite 2-26,11, Key West, Florida 33040 CONTRACTOR shall maintain all books, records, and documents directly pertinent to performance under this Agreement in accordance with generally accepted accounting principles consistently applied. Each party to this Agreement or their authorized representatives shall have reasonable and timely access to such records of each other party to this Agreement for public records purposes during the term of the agreement and for four years following the termination of this Agreement. If an auditor employed by the COUNTY or Clerk determines that monies paid to CONTRACTOR pursuant to this Agreement were spent for purposes not authorized by this Agreement, the CONTRACTOR shall repay the monies together with interest calculated pursuant to Section 55.03 of the Florida Statutes, running from the date the monies were paid to CONTRACTOR. the agreement price,or otherwise recover• of commission, CONVICTEDpercentage, gift, or consideration paid to the fornner County officer or employee. Section 12. VENDOR A person or affiliate who has been placed on the convicted vendor list following a iiim NMI ft 11106 • date of Sectionbeing placed on the convicted vendor list. ry wo a period of 36 months INTERPRETATION, GOVERNING• AND This Agreement shall be e,,e*jvj,? - T Florida applicable to Agreements made and to be performed entirely In the State. FEES In the event that any cause of action or administrative proceeding is instituted for the enforcement or interpretation of this Agreement the COUNTY and CO venue shall fie in e appropriate court or before the appropriate administrative body in Monroe County, a.. • a '-!nir MIN E. WdAT14Z12_ i!1 If any'term, covenant, condition or provision of this Agreement (or the application thereof to any circumstance or n) shall be declared invalid or unenforceable to any extent by a court of competent jurisdiction, the remaining terms, covenants, conditions and provisions of this Agreement, shall not be affected thereby; and each remaining term, covenant, condition and provision of this Agreement shall be valid and shall be enforceable to the fullest extent permitted by law unless the enforcement of the remaining terms, covenants, conditions and provisions of this Agreement would prevent the accomplishment of the original intent of this Agreement. The COUNTY and CONTRACTOR agree to reform the Agreement to replace any stricken provision with a valid provision that cartes as close as possible to the intent of the stricken provision. The COUNTY and CONTRACTOR agree that in the event any cause of action or administrative proceeding Is initiated or defended by any party relative to the enforcement or interpretation of this Agreement, the prevailing party shall be entitled to reasonable attorneys fees, and court costs, as an award against the non -prevailing party. Mediation proceedings initiated and conducted pursuant to this Agreement shall be in accordance with the Florida Rules of Civil Procedure and usual and customary procedures required by the Circuit Court of Monroe County. The terms, covenants, conditions, and provisions of this Agreement shall bind and inure to the benefit of the COUNTY and CONTRACTOR and their respective legal representatives„ successors, and assigns. Section 17. AUTHORITY Each party represents and warrants to the other that the execution, delivery and performance of this Agreement have been duly authorized by all necessary County and corporate action, as required by law, Section 18. ADJUDICATION OF DISPUTES OR DISAGREEMENTS COUNTY and CONTRACTOR agree that all disputes and disagreements shall be attempted to be resolved by meet and confer sessions between representatives of each of the parties. If the Issue or issues are still not resolved to the satisfaction of the parties, then any party shall have the right to seek such relief or remedy as may be provided by this Agreement or by Florida law. This Agreement shall not be subject to arbitration. Section 19• COOPERATION In the event any administrative or legal proceeding is Instituted against either party relating to the formation, execution, performance, or breach of this Agreement, COUNTY and CONTRACTOR agree to participate, to the extent required by the other party, in all proceedings, hearings, processes, meetings, and other activities related to the substance of this Agreement or provision of the services under this Agreement. COUNTY and CONTRACTOR specifically agree that no party to this Agreement shall be required to enter Into any arbitration proceedings related to this Agreement. COUNTY and CONTRACTOR agree that there will be no discrimination against any person, and it Is expressly understood that upon a determination by a court of competent jurisdiction that discrimination has occurred, this Agreement automatically terminates without any further action on the part of any party, effective the date of the court order. The parties agree to comply with all Federal and Florida statutes, and all local ordinances, as applicable, relating to nondiscrimination, These include but are not limited to: 1) Title VII of the Civil Rights Act of 1964 (PL 62) which prohibits discrimination in employment on the basis of race, color, national origin; 2) Title IX of the Education Amendment of 1972, as amended (20 USC as. 1681- 1683, and 1686-1686), which prohibits discrimination on the basis of sex; 3) Section 504 of the Rehabilitation Act of 1973, as amended (20 USG s. 794), which prohibits discrimination on the basis of handicaps; 4) The Age Discrimination Act of 1975, as amended (42 USC as. 6101- 6107) which prohibits discrimination on the basis of age; 5) The Drug Abuse Office and Treatment Act of 1972 (PL 29-255), as amended, relating to nondiscrimination on the basis of drug abuse; 6) The Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970 (PL 91-616), as amended, relating to nondiscrimination on the basis of alcohol abuse or alcoholism; 7) The Public Health Service Act of 1912, ss. 523 and 527 (42 USC ss, 6 d-3 and 290ee-3) as amended, relating to confidentiality of alcohol and drug abuse patientrecords; 8) Title Vill of the Civil Rights Act of 1968 (42 USC as. 3601 at seq.), as amended, relating to nondiscrimination in the sale, rental or financing of housing; 9) The Americans with Disabilities Act of 1990 (42 USC s. 1201), as may be amended from time to time, relating to nondiscrimination on the basis of disability; 10) Monroe County Code Chapter 13, Article VI, which prohibits discrimination on the basis of race, color, sex, religion, national origin, ancestry, sexual orientation, gender identity or expression, familial status or age; and 11) any other nondiscrimination provisions in any Federal or state statutes which may apply to the parries to, or the subject matter of, this Agreement. Section 21. COVENANT OF NO INTEREST COUNTY and CONTRACTOR covenant that neither presently has any interest, and shall not acquire any Interest, which would conflict in any manner or degree with its performance under this Agreement, and that only Interest of each is to perform and receive benefits as recited in this Agreement. its discretion, to offset from monies owed, or otherwise recover, the full amount of such fee, commission, percentage, gift, or consideration. Section 24. PUBLIC ACCESS The COUNTY and CONTRACTOR shall allow and permit reasonable access to, and Inspection of, all documents, papers, letters or other materials in its possession or under its control subject to the provisions of Chapter 119, Florida Statutes, and made or received by the COUNTY and CONTRACTOR in conjunction with this Agreement; and the COUNTY shall have the right to unilaterally cancel this Agreement upon violation of this provision by CONTRACTOR. Section 25. NON -WAIVER OF iMMUNITY Notwithstanding the provisions of Sec. 768.28, Florida Statutes, the participation of the COUNTY and the CONTRACTOR in this Agreement and the acquisition of any commercial liability insurance coverage, self-insurance coverage, or local government liability insurance pool coverage shall not be deemed a waiver of Immunity to the extent of liability coverage, nor shall any Agreement entered into by the COUNTY be required to contain any provision for waiver, Section 26. PRIVILEGES AND IMMUNITIES All of the privileges and immunities from liability, exemptions from laws, ordinances, and rules and pensions and relief, disability, workers' compensation, and other benefits which apply to the activity of officers, agents, or employees of any public agents or employees of the COUNTY, when performing their respective functions under this Agreement within the territorial limits of the COUNTY shall apply to the same degree and extent to the performance of such functions and duties of such officers, agents, volunteers, or employees outside the territorial limits of the COUNTY. Non -Delegation of Constitutional or Statutory Duties. This Agreement is not intended to, nor shall it be construed as, relieving any participating entity from any obligation or responsibility imposed upon the entity by law except to the extent of actual and timely performance thereof by any participating entity, in which case the performance may be offered in satisfaction of the obligation or responsibility. Further, this Agreement is not intended to, nor shall it be construed as, authorizing the delegation of the constitutional or statutory duties of the COUNTY, except to the extent permitted by the Florida constitution, state statute, and case law. No person or entity shall be entitled to rely upon the terms, or any of them, of this Agreement to enforce or attempt to enforce any third -party claim or entitlement to or benefit of any service or program contemplated hereunder, and the COUNTY and the CONTRACTOR agree that neither the COUNTY nor the CONTRACTOR or any agent, officer, or employee of either shall have the authority to Inform, counsel, or otherwise indicate that any particular individual or group of Individuals, entity or entities, have entitlements or benefits under this Agreement separate and apart, Inferior to, or superior to the community in general or for the purposes contemplated in this Agreement, • CONTRACTOR agrees to execute such documents as the COUNTY may reasonably require, Including, but not being limited to, a Public Entity Crime Statement, an Ethics Statement, and a Drug -Free Workplace Statement, Lobbying and Conflict of Interest Clause, and Non -Collusion Agreement. • _ 1IWO No covenant or agreement contained herein shall be deemed to be a covenant or agreement of any member, officer, agent or employee of Monroe County in his or her individual capacity, and no member, officer, agent or employee of Monroe County shall be liable personally on this Agreement or be subject to any personal liability or accountability by reason of the execution of this Agreement. Section 31. EXECUTION IN COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall be regarded as an original, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by signing any such counterpart. Section 32. SECTION HEADINGS Section headings have been inserted in this Agreement as a matter of convenience of reference only, and It Is agreed that such section headings are not a part of this Agreement and will not to used in the interpretation of any provision of this Agreement. Section 33. INSURANCE POLICIES 33.1 General Insurance Requirements for Other Contractors and Subcontractors. As a pre -requisite of the work governed, the CONTRACTOR shall obtain, at his/her own expense, insurance as specified In any attached schedules, which are made part of this contract. The CONTRACTOR will ensure that the insurance obtained will extend protection to all Subcontractors engaged by the CONTRACTOR. As an alternative, the CONTRACTOR may require all Subcontractors to obtain Insurance consistent with the attached schedules; however CONTRACTOR Is solely responsible to ensure that said Insurance is obtained and shall submit proof of Insurance to COUNTY. Failure to provide proof of insurance shall be grounds for termination of this Agreement. The CONTRACTOR will not be permitted to commence work governed by this contract until satisfactory evidence of the required insurance has been furnished to the COUNTY as specified below, Delays In the commencement of work, resulting from the failure of the CONTRACTOR to provide satisfactory evidence of the required Insurance, shall not extend deadlines specified in this contract and any penalties and failure to perform assessments shall be imposed as if the work commenced on the specified date and time, except for the CONTRACTOR's failure to provide satisfactory evidence. The CONTRACTOR shall maintain the required Insurance throughout the entire term of this contract and any extensions specified in the attached schedules. Failure to comply with this provision may result In the immediate suspension of all work until the required insurance has been reinstated or replaced and/or termination of this Agreement and for damages to the COUNTY. Delays in the completion of work resulting from the failure of the CONTRACTOR to maintain the required insurance shall not extend deadlines specified in this contract and any penalties and failure to perform assessments shall be imposed as if the work had not been suspended, except for the CONTRACTOR's failure to maintain the required insurance. The CONTRACTOR shall provide, to the COUNTY, as satisfactory evidence of the required insurance, either: * Certificate of Insurance or * A Certified copy of the actual insurance policy. The County, at its sole option, has the right to request a certified copy of any or all insurance policies required by this contract, All Insurance ides must specify that they are not subject to cancellation, non -renewal, material change, or reduction In coverage unless a minimum of thirty (30) days prior notification is given to the County by GBS. The ac4eptance and/or approval of the Contractor's insurance shall not be construed as relieving the Contractor from any liability or obligation assumed under this contract or imposed by law. The Monroe County Board of County Commissioners, its employees and officials will be included as "Additional Insured" on general liability and vehicle liability policies. 33.2 Insurance Requirements For Contract Between County And Contractor Prior to the commencement of work governed by this contract, the CONTRACTOR shall obtain � t General Liability Insurance. Coverage shall be maintained throughout the life of the contract and Include, as a minimum: • Premises Operations • Bodily Injury Liability • Expanded Property Damage An Occurrence Form policy is preferred. If coverage is provided on a Claims Made policy, its provisions should include coverage for claims filed on or after the effective date of this contract. In addition, the period for which claims may be reported should extend for a minimum of twelve (12) months following the acceptance of work by the County. 33.3 Vehicle Liability Insurance requirements The minimum limits acceptable shall be owner and nw-owned and hired vehicles: $100,000 Combined Single Limit (CSL) If • limits are provided, the minimum limit is: $50,000 •: ;• $100,000 •- Occurrence $25,000 Property Damage 33.4 Workers' •: Insurance Requirements Prior to • • work governed • this contract, the CONTRACTOR shall r• Workers' Compensation Insurance with limits sufficient to respond to the applicable state statutes than: $100,000 Bodily Injury by •= $500,000 Bodily Injury by Disease, policy limits $100,000 • Injury • Disease, each employee Coverage shall be maintained throughout the entire term of the contract. Coverage shall be provided by a company or companies authorized to transact business in the state of Florida. 33.5 Professional Liability Requirements Recognizing that the work governed by this contract Involves the furnishing of advise or services of a professional nature, the Contractor shall purchase and maintain, throughout the life of the contract, Professional Liability Insurance which will respond to damages resulting from any claim arising out of the performance of professional services or any error or omission of the Contractor arising out of work governed by this contract and covered under the terms of the (CBS} policy, The minimum limits of liability shall be: At all times and for all purposes hereunder, the CONTRACTOR is an independent contractor and not an employee of the Board of County Commissioners. No statement contained in this agreement shall be construed so as to find the CONTRACTOR or any of his/her employees, contractors, servants or agents to be employees of the Board of County Commissioners for Monroe County, As an independent contractor the CONTRACTOR shall provide independent, professional judgment and comply with all federal, state, and local statutes, ordinances, rules and regulations applicable to the services to be provided. The CONTRACTOR shall be responsible for the completeness and accuracy of its work, plan, supporting data, and other documents prepared or compiled under its obligation for this project, and shall correct at its expense all significant errors or omissions therein which may be disclosed, The cost of the work necessary to correct those errors attributable to the CONTRACTOR and any damage incurred by the COUNTY as a result of additional costs used by such errors shall be chargeable to the CONTRACTOR. This provision shall not apply to any maps, official records, contracts, or other data that may be provided by the COUNTY or other public or semipublic agencies, The CONTRACTOR agrees that no charges or claims for damages shall be made by it for any delays or hindrances attributable to the COUNTY during the progress of any portion of the services specified in this contract. Such delays or hindrances, if any, shall be compensated for by the COUNTY by an extension of time for a reasonable period for the CONTRACTOR to complete the work schedule. Such an agreement shall be made between the parties. IN W NE SS iN REOF, the parties hereto have caused these presents to be executed on the day of _. 20t0 EM Attest: DANNY L. KOLHAGE, CLERK OF • '• FLORIDA DeputyBY (CORPORATES L) ApTTEST; L J f7t: cup , LLZ 3 Mayor/Chairman CJYNTHIA L. HALL ASSISTAN CC) NT ORNEY Date '"' EXHIBIT A SCOPE OF SERVICES SPECIFICATIONS The CONTRACTOR shall provide consulting services on an as needed basis in the areas of Group Health Insurance. The key personnei identified in Section 2 are considered to be essential to the work performed. No personnel substitutions shall be made without the consent in writing of Monroe County. shall not be limited to, the following. Monroe County currently provides a seta -insured health plan to Its employees, the employees of other Constitutional officers, retirees, spouses and dependents. The County Is planning on Issuing a Request for Proposal no later than the and of 2010, which will seek (a) third party administrator, utilization review and large claim management If the county remains self -insured; (b) comparative quotes from fully Insured heap Insurance providers; and (c) excess or stop -loss insurance under either. Prior to Issuance of the RFP, the Consultant will work with County staff and advise the County on the following issues: * Should the County remain self -Insured or should the County consider the possibility of going with a fully Insured plan? * Contracts with existing networks and alternative networks. "Terms and conditions of the contracts with networks, including negotiated rates for physicians, hospitals, and other services. After the above discussions, Consultant will prepare RFP specifications, identify appropriate markets, analyze proposals submitted, prepare and submit recommendations and supporting documentation for recommendations, present results to management, and assist In negotiation of (preferably multi -year) contracts. Will assist In soticlting bids for any employee benefits necessary. GO$ will only recommend vendors that have an A- (Excellent) or better rating from A.M. Best, GBS will evaluate Monroe County's employee benefit plans Initially and on an annual basis for the following: * Optimal balance between pricing and benefits. a Optimal mix of benefits offered to provide a well-balanced plan for ensuring employee security. * Optimal mix of vendors. * Competitive value, Will provide benchmaddng Information. * Effective use of vendors to streamline administrative burdens. c Optimal funding mechanisms for benefits. * Employer and Employee contribution levels. * Sufficient coverage In networks to satisfy employees and If network discounts are sufficient to satisfy the County's needs. Assist with renewals, including negotiation of any change in contracts. Review Benefit Plan Documents and contracts. Assist in design and delivery of employee health benefits communication pieces. o Prepare open enrollment presentations to clearly communicate the value of employee benefits and the processes they will follow for open enrollment. The development will be done in collaboration with the County's vendors to ensure accuracy. a Prepare summary communication materials to consolidate benefit plan Information Into an easy to use, portable format. * Assist the County with communication campaigns to disseminate appropriate Information about benefits or employment policies. Facilitate open enrollment meetings to explain benefits during open enrollment, whether on -site at critical locations or online meetings to accommodate employees. * Create open enrollment forms, open enrollment brochures, posters, payroll stuffers, etc. as requested by the County. * Work with the County's staff to develop customized education programs. • Review coverage under present Provider contracts and overall benefit plan to establish goals and objectives. Review contracts and insurance policies for compliance with the terms ofcarriers' proposals to ensure accuracy, consistency, and applicability. Review contracts and Summary Plan Descriptions for compliance with regulatory guidelines. Develop components of the County's plan document to "wrap" benefit plans Into one document for simplification and reporting. • Analyze and evaluate Monroe County's performance with respect to its self -insured program and make recommendations based on performance and current industry practices. This may include funding alternatives, procedures, health-care cost containment, retention levels, stop -loss limits, and multiple -option plan designs. • WIll provide a recommended reporting frequency (quarterly at a minimum) and will prepare and review the reporting package with Monroe County's staff and, if needed, the Board of County Commissioners, to discuss key findings and identify potential opportunities. The reports will based on the County's needs and may Include: * Executive Summary * Plan costs by line of coverage (medical, dental, vision, life, etc.) Costs versus Budget Cost comparison to prior claim periods * Plan cost trends Large claims tracking * Renewal projections and alternatives * Incurred but not reported projections * Future plan cost projections (5 years) * Employer versus employee contributions Benefit modeling (cost Impacts of benefit changes) * Top diagnostic categories • Assist In on -site audits in regards to claim processing and payment accuracy. * DBS will assist with audits of payment accuracy for individual claims and for Issues that result from a specific type of claim. c Third Party, Administrator In-depth claims audits can be performed at a negotiatedfee. • Perform research and provide responses to technical questions posed by the County. • Provide annual Actuarial report for Self -Insured Program In accordance with Florida Statute 112.08. • Provide annual Imputed Income evaluation for Domestic Partners to determine the amount of the Imputed Income rates that employees and retirees who carry domestic partners or children of domestic partnsrs are taxed on. • Provide complete Actuarial Valuation of Postempioyment Benefit Plan every two years (next valuation due 2012) to determine the Plan's accrued liability and annual OPE8 expense and document actuarial assumptions and plan provisions. Provide roll forward report for years In which a full valuation Is not required providing disclosure amounts and assumptions. • Provide annual Medicare Part D Attestation report In conjunction with the application for the Medicare Part D subsidy. The consultant shall confirm that the total value of benefits provided to Medicare Part D eligible individuals under the County's plan Is at least as generous as what they could have received under the standard Medicare Part D co • Be available to meet with the Board of County Commissioners, County staff and the general employee population as reasonably necessary. • Be available to answer questions and assist in resolving issues that arise during the year In regards to employee benefits. o Identified urgent requests will be responded to as quickly as possible. Routinely, calls will be returned within 2 to 3 hours. • Provide actuarial services as may be necessary and provide written analysis with sufficient details to support conclusions and recommendations. GBS will most with the County after the first quarter's experience and will be available for monthly meetings thereafter until the reporting needs are fine tuned. Face to face meetings will be with the GBS in-house actuary who approves the reports. • Provide estimates of renewal rates and assist management in preparation of budget figures for health benefits. • Keep management Informed as to pending legislation that may have an Impact on existing or future benefits and any changes in State and Federal laws affecting benefit plans. Provide plan document revisions through the use of professional compliance staff. GBS will assist the County in keeping current on critical regulatory Issues through the following mechanisms: * Directions — Monthly newsletter sent to the County electronically. Technical Bulletins — Published as needed. c Wobinars • Assist with the initial tactical responses for compliance with any law changes and assist with long-term tegies as a result of the recently enacted Patient Protection Affordability and Accountability(Health Care Reform) Act. • Provide information on employee benefit Issues and trends. • Provide employee survey services through G88 Viewpoints. develop and Implement employee survey* from surrey design to analysis. Cross tabulate results by location or other varlables desired by the County, provide detailed and summary reports, and make appropriate recommendations basest on the results. • Deliver secure, personalized online access with GBS Insight: * My Desktop - personalized workspace that provides one -click access to compliance Internet resources and the County's GBS account team. * My Documents - personalized directory of documents that the administrative staff shares with the County's GBS account team and an entire archive of GBS compliance newsiettem and bulletins. * My Benefit Plan • electronic access to benefit plan information. a My Service Requests , secure message board that allows staff to submit, respond to, and track service requests to any member of the County's GBS account team. • G13S will provide full disclosure and transparency in their compensation. GB8 will provide the County with this information up front, at every contract renewal, and with every bid analysis. • During the term of the contract, GBS will have no relationships that In any way impact their ability to provide benefits consulting services to the County. • The Contractor shall record and maintain statistical data concerning the services, and such additional information as may be required by the County. The Contractor shall retain all records pertaining to this contract for a period of four (4) years after the termination of this contract. The County, the Clerk, the State Auditor General, and agents thereof shall have access to Contractor's books, records, and documents required by this contract for the purposes of inspection or audit during normal business hours, at the Contractor's place(s) of business. Gallagher Benefit Services, Inc. This GBS Insight User Agreement Addendum (the "Addendum") is attached to and made a part for all purposes of the Contract for Employee Benefit Consulting Services (the "Contract") dated September 15, 2010, by and between Gallagher Benefit Services, Inc. ("GBS") and Monroe County (the "Client"), The Contract is amended as set forth herein, including Attachment A which is incorporated by reference. All other terms of the Contract are affirmed. For purposes of the Addendum, the term "Web Site" (whether one or more) shall refer to any or all of the Web Sites hosted under the domain name wwwgallagherbenefits,com, Upon execution of the Addendum, GBS will set up two Web Site Users for Client, and the Web Site User will be able to access the Web Site with the user name and password that GBS will provide. A Web Site User is any employee or agent of Client who visits any area of the Web Site, or posts licensing and technology transfer opportunities, whether such User is registered or not, Client and all Web Site Users are governed by these terms and conditions. Any Web Site User who does not agree with any parts of these terms and conditions will not be permitted to access or otherwise use any part of the Web Site, Pricing Client agrees 0opay GBS an annual, non-refundable fee of $0.00 for the following GBS Insight Services: Such fee is due and payable upon receipt of invoice. The cost for each Web Site User in excess of two shall be$25QOOper User if the HReSouomservice imselected, which iapayable upon receipt ofinvoice. Client may cancel the CBS insight Services under this Addendum upon 30 days advance written notice to GBS. H|P4A Client understands and agrees that the Web Site contains protected health information ("PHI") as that term is defined under the Health Insurance Portability and Accountability Act of 1996 ("HIPAX), and the implementing regulations, Client will only allow Web Site Users to have access to PHI for Client's health pian for purposes of plan administration. Client will ensure that Web Site Users access, use and disclose PHI only for authorized purposes consistent with HIPAA and the implementing regulations and that Web Site Users shall do so in a manner consistent with HIPAA and the implementing regulations, Privacy uern acknowledges receipt of the GDS Privacy Po|icy, which is incorporated into and made a part of this Addendum, Copyright Gallagher Benefit Services, Inc. 2Og5.All rights reserved. GBB.a wholly owned subsidiary ofArthur J.Gallagher &Co,grants permiasionk/Clien koview, oopy print and distribute �ei�o/mation found on the VVebSite provided |he1the above oopyhght notice appears ' on � all� oopm.umeisi�ema/hoC|ientorho/penmna|noncommenja|informational purposes o modification' on is made (oany ma1e,|a|s� Client Amntsto GBG permission toview ^/y' and »o |nhrmnabomposted onthe VVebSite bUsers, Any other modi8�^n use,reproduction J�m'anribution of the dia�hb«�mny, Web Site or its contents must be first approved by GBS in writing. Trademarks G8S/nmight isatrademark ofCBS. Client will not suffer o/permit any unauthorized use ufany SBQ trademark, service mark or logo, No Warranties All products and services offered by GBS, including but not limited to the exchanges on the Web Site and any information presented unthe exchanges, are presented "as is" and CBS makes nowananUew expresspr|mpUregardinge�. ��rd|ng the CUentmorany User's involvement orpa�ioipahe participation. OB� does not represent or Gallagher Benefit Services, Inc. warrant that the information provided on the exchanges regarding invention descriptions msearch profiles has been validated nor does GBSrepresent wrwarrant that the information |aaccurate. Liability Client agrees that |nnoevent shall G8Sorits affiliates msuppliers beliable for any domages direct or indirect ormpeda|orcnnsequenha|(including but not |imi�dVoneg|igenm)lost profits ��zpPmu»htswr|o' � ihem neoukinQ�omornela�dk»the �rmaofuse ofthe YVebSite orthis Addend'-m TheClient agrees "'"u responsible for any daimoahoingout ofany breach o/the terms ofuse ofthe � 'Web Site orthis Addendum. G8SDISCLAIMS ALL LIABILITY FOR ANY DIRECT, /ND|RECT |NC|DENTALCDNSEOUENT!ALOR SPECIAL DA88A@ESARISING (]UTUFDR|NANY VVAYCONNECTED VV|TH'ACCESS TODRU`�EOF THE WEB SITE, Indemnification To the extent allowed by Section 76828. Florida Statutes, Client hereby agrees to indemnify, defend and hold GBSand haem�oyeem.officers, direc�m.ahzckho|dom.ad�mom successors and hamand mDmin��mNloosescosts, expenses,|iobi|�eamnddamu` * »�UhuutUnmi&mUon.Interest, ^enakimemonM*aUnmaym.�em��mo«e«e�»a�/*andkind.inu[uding. ou*mforinoonne�ionwith-heVe--' o[ume~«�fn�hin�hi�Add""mu/m^�«v"ano«�/mgmnonoo�nohaing Site. ` ....� = onoumor/nanywmym!ahngho�haVVeb Site Access Client understands and agrees that access to certain areas of the Web Site requires registration m membership. GBSoffers both unpaid registrations, amwell oopaid membmcship Unpaid membemmay have e�Mnhmnmwith oeapec tuaomaamingca�min|eve/aofoemioapumuenitoG8S''clioy. Access hzthe VVeb Qm teusin0mutom�teUuomputerpgnmmat000quimevuium|noundatash � mt�ci�prohibited and CUentagrees not bnengage insuch a��ivih/ G`^�umem S'=amora�ooende�dem.�o modify, add, orremove any podionof these terms and oondihonmwith 1 �/v��o`�n�n'�oa«or'u�enOe' Passwords and Security Upon execution of this Addendum, Client will beprovided one password for each Web Site User, Client agrees tomaintain the confidentiality ufthe paaeword(s)given toaccess the Web Sihs and iofuUy -- eU mponaibiehor�acoiv|Uamth��ocoorunderC|ien�mpamowmrd(m),C|ien1v�Upmvide—to GBGthe name and contact information for the peomn(s)|nClient's organization that iaeuthorizuse authorized immediately in form Client agrees tono8�GBSimmediately mopaasw»rd(a)and unauthorized use of Client's password(s). Membership The membership and rights conferred by this Addendum are not transferable to others. Usage of the Web Site, for any fraudulent or illegitimate purpose is not allowed. GBS may receive copies of communications between Web Site Users to monitor and control the proper use of our Web Site and business opportunity databases, but is not obligated to do so. The personal information provided by authorized Web Site Users shall be used in a manner consistent with the GBS privacy policy. Right to Modify CBS reserves the right, at any time, to modify, temporarily or permanently, the Web Site (or any part thereo�, without any notice and remove any of the information that Client may have posted at any time. GBS also reserves the right to discontinue, temporarily or permanently, any area of the Web Site, with 10 days notice. GBS will not be liable to Client or any third party for any modification, suspension, or discontinuance of the Web Site, This Addendum r-nay be modified only by written agreement between the parties. Links The Web Site may contain links to the websites of other parties. Client acknowledges and agrees that GBS does not control these other sites nor the policies applicable to such sites. Third party links to other web sites or resources are not endorsed by GBS and GBS is not responsible for any data, software or other content available from such web sites or resources. Client acknowledges and agrees that GBS shall not be iiable, directly or Indirectly, for any damage or loss relating to Client's reliance or use of such data, software or other content, GGS DnSightUser Agreement Addendum Page 2 of Gallagher Benefit Services, Inc, No Redistribution or Export Information supplied to the Client is intended for the sole use of the Client and Web Site Users, Redistribution or export of any information supplied by GBS is strictly prohibited. Termination of Access / Monitoring Client agrees that GBS may, in GBS' sole discretion, at any time terminate Client's access to the Web Site, Client also agrees that GBS may monitor the Web Site and may remove any information Client posts that GBS feels in GBS' sole discretion, is inappropriate to the Web Site. The Web Site may not be used in violation of any community standards, accepted Internet policy, laws or regulations of local, state, foreign or Federal governments or agencies thereof, or international treaty. Actions such as, but not limited to, misuse of copyrighted, patented or protected materials, use of the Web Site for defamatory, threatening or obscene Purposes, the mass distribution of any message on an intrusive basis to users of the internet, or denial -of - service or security related attacks is prohibited. Venue Client acknowledges that GBS has its headquarters and operates its Web Site at the direction of individuals in the State of Illinois, United States of America. GBS does not represent or warrant that the content of its Web Site is appropriate or available for use outside of the United States. Access to the Web Site from countries other than the United States is at the risk of Client. Client agrees that any use of the Web Site from a country outside of the United States will be on the express condition that United States law applies. Client agrees to comply with the laws of the United States when visiting the Web Site and to resolve any disputes with GBS that are in any manner connected to or arise out of Client's use of the Web Site in the State of Illinois. This Agreement and any claims relating to the information available on the Web Site shall be governed by and construed in accordance with the laws of the State of Illinois, excluding its conflict of law rules. Agreed tothis -21st day of March m*f4 1�z t IXP,�, -maser GBS fnsiqht User Agreement Addendurn Page 3 of 13 CLIENT By Name Dav* P. e Its Mayor GALLAGHER BENEFIT SF VICES INC. A Name: Jeffrey P. Andello Its: Area President EMPLOYEE BENEFIT CONSULTING SERVICES RENEWAL AGREEMENT BETWEEN MONROE COUNTY, FLORIDA AND GALLAGHER BENEFIT SERVICES ("GBS11) This renewal agreement ("Renewal Agreement") is entered into by and between the Board of County Commissioners of Monroe County, Florida; 1100 Simonton Street, Room 2-268; Key West, Florida 33040 ("Employer") and Gallagher Benefit Services ("GBS"), Inc., 2255 Glades Road, Suite 400E, Boca Raton, FL 3343 1 (-Contractor") and is to be effective as of October 1, 2013. Wil EREAS, on September 15, 2010, the Employer and GBS entered into an agreement (hereinafter "Agreement") to provide consulting services on an as needed basis in the areas of Group Health Insurance; and WHEREAS, the term of the Agreement was for one (1) year and renewable at the County's option for two (2) additional consecutive one year terms; and WHEREAS, the Employer desires to extend the original Agreement for one (1) year with the County's option to renew for two (2) additional one year terms; .7 NOW 'THEREFORE, in consideration of mutual covenants and condition set forth below, the parties agree as follows: 1. rhis one year renewal will commence on October 1, 2013 with the County's option to renew for two (2) additional one year terms, 2. The compensation to the Contractor throughout the term of this Renewal Agreement will be as follows: a, Year 1: $129,000 (one hundred twenty-nine thousand dollars and no cents); Year 2: $129,000; Year 3: $129,000. 3. In all other respects the terms and conditions of the original Agreement remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Renewal Agreement this day of 2011 Attest: AMY HEAVILIN, Clerk Deputy Clerk Gall er Benefit Set -vices, nc. By: By: 4Warne and ' Witness: Print t4-) Board of County Commissioners of Monroe County Mayor/Chairman Signature Signature 9 I 0 < 0 Ln U) < EMPLOYEE BENEFIT CONSULTING SERVICES RENEWAL AGREEMENT BETWEEN MONROE COUNTY, FLORIDA AND GALLAGHER BENEFIT SERVICES, INC. This renewal agreement ("Renewal Agreement") is entered into by and between the Board of County Commissioners of Monroe County, Florida, 1100 Simonton Street, Room 2-268, Key West, ' Florida 33040 ("County" or "Employer") and Gallagher Benefit Services, Inc., 2255 Glades Road, Suite 400E, Boca Raton, FL 33431 ("Contractor") and is to be effective as of October 1, 2016. WHEREAS, on September 15, 2010, the Employer and Contractor entered into an agreement (hereinafter "Agreement") to provide consulting services on an as needed basis in the areas of Group Health Insurance; and WHEREAS, the term of the Agreement was for one (1) year and was subsequently renewed at the County's option for two (2) additional consecutive one year terms; and WHEREAS, on April 17, 2013, the agreement was renewed for one (1) year and subsequently renewed at the County's option for two (2) additional consecutive one year terms at no change in compensation; and WHEREAS, the current contract is set to expire on October 1, 2016; and WHEREAS, the employer desires to extend the original Agreement for up to one (1) year in order to ensure that the Contractor is available to work on competitive solicitations that the Employer expects to issue in 2016; NOW Therefore, in consideration of mutual covenants and condition set forth below, the parties agree as follows: 1. This one year renewal will commence on October 1, 2016. 2. The compensation to the Contractor throughout the term of this Renewal Agreement will be $150,000 (one hundred fifty thousand dollars and no cents) per year. 3. In all other respects the terms and conditions of the original Agreement remain in full force and effect. IN WI E$S WHEREOF, the parties hereto have executed this Renewal Agreement this a d day of 2016. HEAVILIN, Clerk Gallagher Beneft rvices,, By: ,Name and Title Witness: k-1, �/w z-- .. h.n_ Print ame Board of County Commissioners of Mora^ oe C 'ty k M, or/{.. iai an Signature Signature MON OE COUNTY ATTORN Y A lfROV AS 0 YN A L. , ALL ASSIS NT (:OUNTY ATT Packet Date _��--�� `02-0 January 20, 2017 Christine Hurley Assistant County Administrator Monroe County Board of County Commissioners 1 100 Simonton St. Key West, FL 33040 Re: Pharmacy Benefit Manager ("PBM") Procurement Dear Christine: Here is a brief description of the process we use for PBM procurement, how it differs from what other firms do, and the value to the County. Traditionally, consulting firms have evaluated PBM proposals by applying proposed discounts and fees to a common sample of historical claims. After comparing actual results under winning bids to what we had expected, we found this approach was not working very well. This lead us to research the causes of the variation and we found that there are approximately 30 key definitions and contract terms that have a significant impact on the actual results. Our PBM team, led by our in house Pharm D., developed a new tool that we now use for these bids. We have found it to be much more accurate and it leads to more competitive proposals because we are forcing bidders to be clear on these items and penalizing them if they fail to agree to preferred definitions and terms. No other firm has developed a model that approaches the evaluation process this way. Our process is based on 5 "pillars". 1. A review and scoring of contract terms 2. A financial analysis that converts %s and contract terms to $. The financial analysis also includes dispensing fees, administration fees, and rebates. 3. The vendor's response to our questionnaire 4. A comparison of unit costs for your most highly utilized drugs 5. An analysis of the Maximum Allowable Cost ("MAC") list that determines pricing of generic drugs with more than one available drug Q We recently conducted a study of all of our 2016 bids conducted using this process and we estimate that the average cost avoidance that resulted from the bids was over 11 %. The County's current annual pharmacy spend is approximately $3.8 million, excluding the $500,000 paid by employees in the form of copays. With even moderate cost increases, over the course of a 3-year contract the County spend will exceed $12 million, so the potential financial impact exceeds $1 million over 3 years. While this is not a guarantee, it is what we expect and I am not aware on any case where we haven't obtained at least a 5% benefit. Arthm J. Gallagher & Co. I lecalt carp An alytia s .,_onsulting 2255 G1ad,es Rd., Ste 200'11:, I5o:;a Raton I L ' 1<> e. 7J1 998.J755 — Fax: 57 .998.77' © 2017 GALLAGHER BENEFIT SERVICES, INC www.AJG.COM Please let me know if you have any questions or would like more detail on this process. Sincerely Glen R. Volk, FSA, MAAA Consulting Actuary Arthm J. Gallagher & Co. I lecalt carp An alytia s .,_onsulting 2255 G1ad,es Rd., Ste 200'11:, I5o:;a Raton I L ' 1<> e. 7�1 998.�755 - Fax: 57 .998.77' © 2017 GALLAGHER BENEFIT SERVICES, INC www.AJG.COM Q E — y tw w; -0 O _ CO 1 N � +. O_ 00 00 R ON Q cu 0., O ~ .... Z ',, a_r_.a X w) O c > r, r, •0 +� m00 00 O •C O O \ LU \ E c mm E Q o 0000 .Oi 3 Q m Ln U (U v N fi aka +Z v 00 00 c C ° — m Ln ci N N VI C N - O 'a \ ^ r4 7 aa) O N C m N I, L\ N a-� � 00 00 Gl Ln Ol I4 r4 N i N O \ C.. 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