Loading...
HomeMy WebLinkAboutResolution - 4998 - Contracts-First Health_Alta Rx, WNLI Company, Et Al-Managed Health Benefits Prgm - 10_19_1995Resolution No. 4998 October 19, 1995 Item #15 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock the Contracts and all related documents by and between the City of Lubbock and First Health/Alta Rx, Washington National Life Insurance Company, Advance ParadigM Mail Service, Inc., St. Mary of the Plains Hospital and University Medical Center, Canada Life Assurance Company, Protective Life Insurance Company, and UNUM Life Insurance Company of America to implement a managed health benefits program for the City of Lubbock, which contracts are attached hereto, which shall be spread upon the minutes of the Council and as spread upon the minutes of this Council shall constitute and be a part of this Resolution as if fully copiyAt—ere-1n-i-n-Z1qail. Passed by the City Council this _ ATTEST: Betty M. Johnson, City Secretary APPROVED AS TO CONTENT: Mary An4yews, Managing Director of Human Resources APPROVED AS TO FORM: DWald G. Vandiver, First Assistant City Attorney :dp\ccdocs\bette&t.res October 10, 1995 10 CANADA LIFE Now OUR STRENGTH SECURES YOUR Furum City of Lubbock, Texas (Legal name of policy holder) requests that The Canada Life Assurance Company issue a plan of group insurance benefits specified as follows: Group Insurance benefits(s) being requested and percentage of premium the employer pays: d Basic Term Life % a AD&D 90 ❑ Optional Term Life % ❑ Weekly Indemnity a Spousal Optional Term Life % a Long Term Disability 100 % ❑ Dependent Term Life % ❑ Dental The insurance will become effective on the Effective Date shown in this Request for Insurour subject to the following: 1) Approval of the Request for Insurance in writing by Head Office of The Canada Life Assurance Co. 2) Adequate enrollment. 3) Payment in full of the first month's premium. ��� / Effective Date -1201 a.m. local time on 19 95 . Renewal Date -1201 a.m. local time on _ 19 97 1,011unx1- 31j-'� A payment of $ has been made on account of the premium for the new policy. It is agreed t when xact premi ermined the balance, if any, will be paid by us or any overpayment will be�djt by da as the gse-rm ► be - 7 •/:!wlO/��lrr MaYor ,.. •r•• Lam•Title: City SecretarV Ira Dated at Lubbock, Texas _ this 19th day of October 19-9_rl__ L'SAMM APPROVED AS TO CONTENT: Mary Andrews, Managing Director THE CANADA L[FE ASSliRA:' iPAVY _ - "-of'Resources /�. APPROVED AS TO FORM: �`�,_ 1d G. Vandiver, Assistant TYPE OF ADMINISTRATION: [ ] Canada Life 44 Self Administered BILLING OPTIONS: ADMINISTRATIVE DETAILS Payment of Premiums will be: [ ] monthly in advance [ ] other NN - regular billing not produced, renewal bill not produced. ND -A - regular .billing not produced, detailed renewal bill in alpha order. ND-N - regular billing not produced, detailed renewal bill in numeric order. NL-A - regular billing not produced, list renewal bill in alpha order. NL-N - regular billing not produced, list renewal bill in numeric order. NS-A - regular billing not produced, summary renewal bill in alpha order. NS-N - regular billing not produced, summary renewal bill in numeric order. DD-A - detailed regular billing, detailed renewal bill in alpha order. DD-N - detailed regular billing, detailed renewal bill in numeric order. LD-A - list regular billing, detailed renewal bill in alpha order. LD-N - list regular billing, detailed renewal bill in numeric order. LL-A - list regular billing, list renewal bill in alpha order. LL-N - list regular billing, list renewal bill in numeric order. SD -A - summary regular billing, detailed renewal bill in alpha order. SD-N - summary regular billing, detailed renewal bill in numeric order. SL-A - summary regular billing, list renewal bill in alpha order. SL-N - summary regular billing, list renewal bill in numeric order. SS -A - summary regular billing, summary renewal bill in alpha order. SS-N - summary regular billing, summary renewal bill in numeric order. Is the Policyholder: [ ] Corporation [X] Municipality [ ] Other: (Describe) Nature of business: Are any employees covered by this policy subject to a Collective Bargaining Agreement? [ ] Yes M No The Canada Life Assurance Co. Page No. 2 ADNUMSTRATTVE DETAILS (Continued) Participation and Contnbution Information: Number Number eligible Participating Basic Life Optional Life Spousal Opt. Life Dependent Life AD&D wi LTD Dental Employee Contributions If Yes, Indicate amount or % [ ] No [ ] Yes % [ ] No [ J Yes % [ l No [ J Yes % [jNo [jYes % No []Yes % [ ] No [ ] Yes % [ ] No [ ] Yes % Employee [ ] No [ ] Yes % Dependent [ ] No [ ] Yes % Policyholder Address: City of Lubbock 1625 13th St. Lubbock, TX 79401 Contact person: Lou Lyn Moore Title: BENEFITS COORDINATOR Phone Number. 806-767-2317 Your Employer Identification Number: 75-6000590 Fax Number. 806-763-1461 Your ERLSA plan number. . Plan Year. Name, Address and Phone number of the Plan Administrator. MARY ANDREWS P.O. BOX 2000 LUBBOCK, TX 79457 (806) 767-2315 Agent of service of Legal Process for the Policyholder. The Canada Life Assurance Co. Page No. 3 ADNUN STRATIVE DETAILS (Continued) Prior Coverage: a) Is the insurance coverage applied for to replace any similar form of coverage now or previously in force with another Insurer? [ ] Yes if No b) Is it intended that the insurance coverage applied for be in addition to or supplemented by or supplemental to any other coverage now in force or to be in force with this or any other Insurer? [ ] Yes 11 No If yes, please provide details: Affiliated Associated or Subsidiary Companies: Are there any Affiliated or Subsidiary Companies being covered under this policy? [ ] Yes ki No If Yes, please list the Affiliated or Subsidiary companies names: Reinstatement (All benefits except LTD): Employees whose insurance is canceled due to termination of employment may become insured if they are reemployed. [ l within six months (I Other: The Canada Life Assurance Co. Page No. 4 ADMINISTRATIVE DETAILS (Continued) Issue Mailing Instructions: Group Office Client (CC i3roker Initial billing: X Policy: X Booklet Certificates: X Plan Outline: X Administrative Mailing Instructions: Same A� ddress al Claims: Billing: 7— Correspondence: —� Special Duplicate Statements produced: [ J Yes jj No 2 sets at renewal only: [ J Yes No Extra copies sent to: Register cards to employer: [ J one [ J two JA None Name of the Initial Underwriter: Group Representatives Signature: Dated V �Z� The Canada Life Assurance Co. Page No. 5 LONG TERM DISABILITY SALES SPECIFICATIONS Eligible Employees: )M All frill time employees working: XX 30 hours [ j hours/week. [ ] other: Waiting Period: Employees employed on the effective date: [ ] No waiting period [ ] Same as for those employed after the effective date Employees employed after the effective date: [ ] Completion of days/ months of continuous employment [ ] First of the month following days/months of continuous employment. (] other: Changes in Amount of Insurance: A change in class or rate of earnings shall take place: [ ] on the date of change [ ] Ist of the policy month following date of change [ ] other: Annual Reconciliation Termination of Insurance: Termination of insurance will take effect on P(] date of termination or [ ] at the end of the policy month. Salary Related Benefits - Definition of earnings: [ ] Gross excluding bonus, commissions, overtime, Dividends and profit sharing. If an Income is based on commissions: V] (i) If employed two calendar years or more, the average gross annual earnings during the preceding calendar years as set out on his W2 Taxation form. If employed less than two calendar years, the amount estimated by us based on reasonable expectation of earned income. or [ 1 (ii) If employed two calendar years or more, the average gross annual earnings during the preceding three calendar years as set out on his W2 Taxation form. [) (iii) Other: The Canada Life Assurance Co. Page No. 15 LONG TERM DISABILITY (Continued) The amount of monthly benefit for each employee shall be 60 % of each employee's monthly rate of earnings to a maximum of $5 , 010 per month rounded to the next higher $1.00. Elimination Period: [] 90 days jj 180 days [ ] other days Maximum Benefit Period: 41 Age Graded ADEA i.e. (Standard) Age at Date Disability Commences Under 60 60 61 62 63 64 65 66 67 68 69 or over [ 1 ADEA 5 year extension (6515/70 Benefit Duration): Age at Date Disability Commences Less than 60 60 - 64 65-69 70 and older [] To age 70: Employee Buy -Down to 90 days Elimination Period Maximum Benefit Period to age 65 (a minimum of 60 monthly benefit payments will be made). 60 benefit payments 48 benefit payments 42 benefit payments 36 benefit payments 30 benefit payments 24 benefit payments 21 benefit payments 18 benefit payments 15 benefit payments 12 benefit payments Maximum Benefit Period To age 65, but not less than 5 years 5 years To age 70, but not less than 1 year I year This option provides a benefit to age 70 regardless of age at disability; if disabled at age 70 or greater, the claimant will be entitled to a benefit duration of up to 12 months. [ 15 year: This option provides that benefits will be paid for 5 years or to age 70, which ever comes first. If disability occurs at age 69 or older, benefits will be payable for up to 12 months. [ ] Other The Canada Life Assurance Co. Page No. 16 LONG TERM DISABILITY (Continued) Survivor Benefit: 3 months (standard) [ ] other: months Offsets: [ ] Standard - Direct offset with [ ] Primary or *1 Full Family [ ] Back door -. Direct on primary and 70 % on other benefits [ ] All sources - 70% on all benefits FICA TAXES: Are employees subject to FICA tax? [ ] Yes [ ] No If No, explain: Own Occ: ] 24 months [ ] Partial [ Residual [ ] 36 months [ ] Partial [ ] Residual [ ] Own Occ to 65 [ ] Partial [ ] Residual [ ] other: Minimum Benefit: [ ] $50 (standard) [ ] $100 [ ] $50 or 10% [ ] $100 or 10% [ ] other Indexing of Pre -Disability Earnings: [ ] lesser of 3 % or CPI (Standard) )M Option 3_% (Tied to CPI) Increases to take effect on [ ] January 1st [ ] Anniversary date Mental & Nervous Limitation: Drug & Alcohol Limitation: �( 24 month limitation (standard) [ ] As any other illness Cola Type: [ ] Not applicable [ ] Indexing after 5 years % [ l Indexing after 1 year % [ ] Indexing for 5 years % Increases to take effect on [ ] January 1st [ ] Anniversary date [ ] 24 month limitation (standard) )W As any other illness Prc e s Condition Exclusion: - IX 3/12 (standard) [ ] 5/30 [ ] 6/12/24 [ ] waived [ ] 5 day actively at work The Canada Life Assurance Co. Page No. 17 LONG TERM DISABILITY (Continued) Options: N/A [ ] Rehire Provision: [ ] 6 months [ ] 12 months [ ] Retirement Contribution N/A % Maximum [ ] Medical Premium Supplement Coverage option S N/A The Canada Life Assurance Co. Page No. 18 CITY OF LUBBOCK Check No. - 51132 Check Date - 10/30/95 Stub 1 of 1 p� r :•:{L'L:•i'r '-}: -v:� :Y: .} . � \.......:..... ..... r.....5 }:.- ...- .T Msi...... r....:S:'-Y .... .. ... y:. : ♦ .... ..... ..:.:.....:...... Y ..M .rJ: ... .:: i:l Y'.S':: -.Y; •:::::.Sii;•::+:: -•:.:.:i:F n... {.. :...... r.:.. .:. ,. ..: H.:}{ sn::•r -:: r....:•/f.:.i:}?•:v:4:h. n........ ... ..v. .. ....%.n......a........ ..... r. r. ..._..n....ft.:...1'.... r.......... h.3............. k{..}... •:.v ........?$....................................... ...{., t. }.{:.......................... �:.:::.::... .. .. ..:.:{.Y v:s::::y:::+i}:�: r.iv :!:.: .. .....?}5::.YY}i.Y.({.. ...........:.. .:..................... ..5.. ...............-....... :.. ::::• .: q....... }�{� !r. ::,SFii:•}:-ii1S<::i::i::: _:::;:{: _S}:' }: {??'+.{-: �:SM1f:::vY::: -.v ::S%.:.....: :?v :?:r... ��•�.y�� v:..: r. r. .. :.:�}.. :•.:ry.•:11MIDIOIk'4k-:: r.{s::{{. ..y������yy :.... .r.:. :•. �.YItiA.:...: DPR22100 For: 27.15 10 27 BINDER LONG TERM DISABILITY A LIFE 10,000.00 10,000.00 CITY OF LUBBOCK LUBBOCK, TX 79401 AMMzana STM BM, LMMOac, TEMS 79409 0051132 ;:<i5>::'.:<r;:::!G`: t?;9,.?`i{ C:£%J :?;2:'t`J.:R}� 3.'daa^'.Y•{: 3iv i2;;{'}g;�•': {{:kr:$CG:%-: y ::...::......... ........... RA(��?:........ . ...•.l.�i..:::'vi.AY.iY[MN;i:'•Y.?r.•. ....:....:. P717 27416 1 10 30 95 $****10,000.00 TEN THOUSAND AND 00/100 TO 'M ORMEa of CANADA LIFE 13355 NOEL RD, STE 645 ONE GALLERIA TOWER/LB 70 DALLAS, TX 75240 SS 11200511320 1:1 113 2 2 58 31:008 7 79 3n• INSURANCE PAKTNERS SOMWEST. INC. SAW SASS Mr,C ADAMS August 17, 1995 Ms. Lou Moore City of Lubbock P.O. Box 2000 Lubbock, TX 79457 RE: Canada Life Long Term Disability Policy Dear Lou: Enclosed is a draft copy of the contract which shows City of Lubbock. This contract is the same as the first contract I sent to you, but will allow you to integrate your language on a personalized copy. Secondly, we have enclosed a sample communication piece that can be transferred to City letterhead to discuss implementation of the long term disability contract and the opportunity to buy -down the elimination period from 180 days to 90 days. Lastly, enclosed is an application to be signed where indicated. Please remit a bi &r check in the amount of $10,000 and make it payablcm �2fta-n binder check om be issued on or about the c t of thecoverage. Wp 'cations as soon as possible. lotle, f 1>5 ro►-4:ae4- Lou, I appreciate your reviewing this material. Should you have any questiens or need assistance on any of the above, please call me. I look forward to visiting wirh you soon. Sincerely, Randall R. Martell, iEA Vice President of Corporate Benefits and Consulting kaLeav)y V - 715240 1 33 SS A/C)C/ Pi, -V" lv4S Of IL -� &VILA� 9�, AVP4 / ZA - wM%rrmvub10817.a0c 9 iiuen XLLK iico xSexi���onu�s.trxwsylf :���isa s.Rroeii�ilssoi i —._. _ -•--------- -}r}5v.•r:-i:::v;.:{•:{•x:.;+.•r •:: v:: x::.:,v:::::: ;•.v:::::: v: •: i•:aY •.v :-: •. • •: :: v-Yv::: •: r::+.v..,;:x:•rv.}r}x+:x{,x:•. h;{.:.-v,.}::.; .,w:`Yvi}t: T::ar;{:::ti :a:•y};ta:.i: .... .....:.......x.::!..a•.....••. } .i.:.r}.:.... ..�..:... .. ......... .,•. ..,.:...:...:.. r... n•:::::::::::::::::: ;~•::::: ,•: ::..., t;•:5.•:r. .::on.:t{•}::,}:{•»:•;`;;:::. .+•:<.x•r:ttt.:a::,.:{•r: ., k....ka: r........:... r...s r..... r.. . f.. .. x;..:: S.k:r.. .:.£;.:• .:.C{r: "::SF::FrfF:.u-:::: }: n.•.�;•:;4{n.:;n. •; ...,v •::: ,x.Y: ••:..., �.a' r.,.;:r.v:;..fl':.nri:{w:•:.r+:}:}.v.w:::..v....�nxx.j:f.}::r.v...nv.:f:::.:x::::rn•::::.-I ....S.....:.�.nt.r.•}::).. .. ... ..: n.::::::.v::::.:::::::: }:::•5:•ri:i is r., ...,.::..v...�., r.vn.n..., .:n., h� .r r. r.,..:j.d.arrFr..n..:...:Nr.vxnavvn•):i:{.);•}i�i'is)5}}}:i.:vi•)rv}})::•}a)%a:.::. A CANADA LIFE ra•• ss•rrxor::ao}}::�:.rs~•};y"rr.•}}T:vn:.:r>T>rT•T:o•rT:•,yx•x•T:;•:v:wwx.r.~.yn}Y•rc:,•; .n:ca:•,,}:m.c:r.�•.: r: ....rx.};: ,.�.r.•,,:.. �. . Trxan;:Fp%•Tx`rr:ax,'•r.^:hxf):K4:~i:8s•:?;•. w?:'??tt'tTr'{r,.::.7`. rj 3.: .Jf.>.. j.S�:i• .C.. ., s....,rr.. .<. :. r.?rrrrxrrTs�r:a aT::•r:C ': " er •r . .xc•:. .:y.. ; •r:{::r>:•>:•xk•>z:.,:rF.>. ,r,::;{.: +:.>::.Y...,. ..:.,.r: •. .,..j...:r ;:`.. ...:... :.:>::s::::s:r:?:::r:?x•>: ..::.a•j:Yf:•):-} , .r r. r..... .:.. .:: �•.. .... :.. .. ...:: ..: :r.. .... }.:-:: •::. .::.:•: :..,.:.::,: •::::•s,rr.::r.::...::::::.r:::::::,:::r.:•,•r {:•:.t•:: •: r:::::........... r..:.�n. ,:;:.::-i••a:..:-}Yf>:.x.•r.=±{S:'r:ffS�•f:•rh• ra,n;•i: h. •x:; a::: ,t,...,er..j.. •} r:.;k.: i:,::..3...-, ...f• r . >~.. • . �.. ..'r.'�::.}#k::?.?..ak::G :.:t..n. .. �.rr n, k,�.TY. :..$ 9r...::. 8} •... .. F..: .:}rr}: • ..{. f;^::T:t} ' S.. {}.�,. , •. �.5::Tv:. r :,..:.>:..rr.. .:tfa5 a':..: . .r}r}. :: ;>:: {•;:.}.: :{. ...i•:: F•. .: #::.r: r}f$.: T..{ ... :... .f. rx+..r. 5./. .:... Us., :. .):'.5•••.r' •?<:Fr:•.t.{•ah.•,.LG.{:•.a<:>.xi::a::•rTxafanrc..2r,Z.,{a•�3nR'vf%r:zl<)9.kc�ar',u<J.xS:{:�?•:-S. iiF.._..�iv..,.<.<.3. f:L'.!ai ':£Y�rinY.u... a.a,. S. ,.o: r.Gx.:kjk&6ver�2�•r.:#>,:.}af,w.-:.+...,b,,...w..:...)!i✓.:e:<:Y.ancx6.•#:',d:`::x.afie.r.F No. H. DRAFT We, The Canada Life Assurance Company, agree to pay the benefits that become payable under this policy to the person or persons entitled. This agreement is subject to the provisions on the attached pages which, together with this page, make up the policy. This policy will take effect on August 1st, 1995. Policy Holder - CITY OF LUBBOCK Issued at our Head Office at Atlanta, Georgia, as of August 1st, 1995. NOT VALID - DRAFT ONLY Assistant Registrar GROUP LONG TERM DISABILITY INCOME POLICY Not eligible for dividends WARNING This is a legal contract betwedn the Policy Holder and The Canada Life Assurance Company READ YOUR POLICY CAREFULLY THE CANADA LIFE ASSURANCE COMPANY U.S. HEAD OFFICE: 6201 POWERS FERRY RD., NW, ATLANTA, GA 30339 ti:r.4r,.: vf:'<•FFs; ; ..;r,.S: 4✓":; . ,r.:.^•.r, 7.' ;x}:•4:.h+ra:;:snY.=�tor `: /ifJ`l/.<) ' gf:C3:3?:F}SSY.:?ti . :rk : �sS^:F>~.~a:r::,m,'.<r'r :.;X9: tY.ai: ..r9u 3:T<,K "u.cu. qrx~i:s•:ti•.: .:4r •i . f:.. ...{✓.K..... ..�f:.... ♦.<§. j. ...<... •. '>: :3: <'�:f#$:<. :!?}: .:t47::ra: :R?c:: .�Y,,7;w3cc. R:S::F:.. :S:x::F:!p):.. ::.::: n. .. f,,.:S s:r:::•::.Y: r..f....�... ..'fir. .:#:...}. .:R: :.r r..r.;.rv:k{.,,.T.:}}}> •::{.}:.:.::r.:. .::: ::.:... ::..... :.{:::.. .....;; r,,.:a<F:..:-r<• .: ...5 :�':.:•:> <^$:Sr#:.. a";9F3:::;->r:.:.?.:.4.:s:.la : <.. .F.:,..: :.. ;;... r..'�r ..... r. ?..Fr. f• ..:.. >..:r :;'S2r... . •}:'kk:;ik:3R < }.::• t:'••i . :.):arrjr{.v:::: r. r. }:r.. •:�:.::.•!FE:•:::.<-`-•rxrh,•f:::r::�,r,,<.;.p;.#;{. n ):r.:<;�#.cF:•:::{;.},:•}r.:Fr• •?F.:..:•:.or.,..::.S$..f•::. ....r�.. r :a.�.¢¢....r:..-:r:`:..ro.....Y:.S..: :•:.hi:}x:'•. ...<.,....... .'3:,. .5.�::: :a::...:. r: Z;., ,:.)iS:sr.,•:.\•::;fjl...r F. r. :.x;: :: F.y:. k.r :ha':`v:i:33:'•:ir:Yr.:,...:..<,.... r. •.rr:•5;• •Y.:: :.v.G �. •. ��•r' t• iw; ••: •.a: •F+n •. .• •:: r;•x:.r... <'{;lrr.•. fv: : r ..• ..x >x efn{..+.• L{as.. ).s }-,ytky,::•.?.. F+Nr.<. Fa �. i.ns ......t. a.c.t3�.,•.:+.r,. �.. ao,•"+e^,•.r.•x•i.,.+..e..:N,..�,.:::i<•.,k:F.ra�••,.....:.....<..,,: n.,..:,,:.:....... The Canada Life Assurance Company Page 1 Dated August 1st, 1995 TABLE OF CONTENTS Name of Provision Page Number IMPORTANT NOTICE .............................................. 4 AVISOIMPORTANTE.............................................. 4 DEFINITIONS................................................... 5 WHO MAY BECOME INSURED ....................................... 10 HOW AND WHEN INSURANCE TAKES EFFECT ............................ 11 AMOUNT OF INSURANCE ........................................... 12 DISABILITY INCOME BENEFIT ....................................... 14 WHEN DISABILITY INCOME BENEFITS CEASE ............................ 15 WAIVER OF PREMIUM ............................................. 16 RETURN TO WORK ............................................... 17 SURVIVOR BENEFIT .............................................. 18 REDUCTIONS ................................................... 19 FREEZE ON REDUCTIONS .......................................... 21 RIGHT OF RECOVERY ............................................. 22 LIMITATIONS................................................... 23 LIIVIITATION ON BENEFITS FOR MENTAL DISORDER ....................... 24 LIMITATION ON BENEFITS FOR ALCOHOLISM AND/OR DRUG ADDICTION ....... 25 EXCLUSIONS .................................................... 26 PRE-EXISTING CONDITION EXCLUSION ................................ 27 CONTINUITY OF COVERAGE UPON CHANGE OF INSURERS .................. 28 WHEN A PERSON'S INSURANCE TERMINATES ............................ 30 PREMIUMS..................................................... 31 The Canada Life Assurance Company Page 2 Dated August 1st, 1995. TABLE OF CONTENTS Name of Provision Page Number PERIOD OF GRACE ............................................... 33 CURRENCY..................................................... 33 PLACE OF PAYMENT .............................................. 33 NOT ELIGIBLE FOR DIVIDENDS ...................................... 33 WORKERS' COMPENSATION NOT AFFECTED ............................. 33 CLERICAL ERROR ................................................ 33 BOOKLET -CERTIFICATE ............................................ 34 STANDARD PROVISIONS ......................................... 35 AMENDMENTS TO THE POLICY ...................................... 37 TERMINATION OF POLICY .......................................... 38 SELF -ADMINISTRATION ............................................ 39 GD600-201 The Canada Ufe Assurance Company Page 3 Dated August 1st, 1995. IMPORTANT NOTICE To obtain information or make a complaint: 1. You may call The Canada Life Assurance Company's toll -free telephone number for information or to make a complaint at 1-800-554-4026 2. You may contact the Texas Department of Insurance to obtain information on companies, coverages, rights or complaints at: 1-800-252-3439 3. You may write the Texas Department of Insurance P.O. Box 149104 Austin, TX 78714-9104 FAX # (512) 475-1771 4. PREMIUM OR CLAIM DISPUTES: Should you have a dispute concerning your premium or about a claim you should contact the company The Canada Life Assurance Company first. If the dispute is not resolved, you may contact the Texas Department of Insurance. 5. ATTACH THIS NOTICE TO YOUR AVISO IMPORTANTE Para obtener informacion o para someter una queja: 1. Usted puede llamar al numero de telefono gratis de Canada Life Assurance Company's para information o para someter una queja al 1-800-554-4026 2. Puede comunicarse con el Departamento de Seguros de Texas para obtener informacion acerca de companies, coberturas, derechos o quejas al 1-800-252-3439 3. Puede escribir al Departamento de Seguros de Texas P.O. Box 149104 Austin, TX 78714-9104 FAX # (512) 475-1771 4. DISPUTAS SOBRE PRIMAS O RECLAMOS: Si tiene una disputa concerniente a su prima o a un reclamo, debe comunicarse con la compania. The Canada Life Assurance Company primero. Si no se resuelve la disputa puede entonces comunicarse con el departamento (TDI). POLICY: 5. UNA ESTE AVISO A SU POLIZA: This notice is for information only and Este aviso es solo para proposito de does not become a part or condition of informacion y no se convierte en parte o the attached document. condicion del documento adjunto. The Canada I.1fe Assurance Company Page 4 Dated August 1st, 1995; DEFINITIONS All male terms will include the female term, unless stated otherwise. "You" and "your" mean the Policy Holder. "We", "our" and "us" mean The Canada Life Assurance Company. "Person" means an employee. "Actively at work" means that a person is either: 1. actually performing his normal duties, if it is a scheduled work day; or 2. capable of performing his normal duties, if he is not at work due to a non-scheduled work day, holiday or vacation day; at his normal place of employment or at some other location where your business requires him to be. "Effective Date" means August 1st, 1995. "Policy month" means a period of one month commencing on the Effective Date or on the first day of each month thereafter. "Policy year" means a period of one year commencing on the Effective Date or on any anniversary thereof. "Employee" means anyone who is employed by you. GD600-203 "Elimination period" is the period that the person must have actually been disabled during a continuous period of disability before he may receive payments under this policy. It will not include any period that is described in the Limitations provision. The elimination period under this policy is 180 days. The Canada Life Assurance Company Page 5 Dated August 1st, 1995. "Continuous period of disability" includes all periods of disability that meet all of the following conditions. 1. They commence while the person is insured under this policy. 2. They are due to the same cause or causes. 3. The elimination period must be satisfied during a period of 198 consecutive days. 4. After the elimination period has been satisfied, they are separated by a period of six consecutive months or less during which the person was not disabled. However, if we cease to make payments to a person because he is no longer disabled and he becomes disabled again due to the same cause or causes within six months and after this, policy has terminated, such disability will be considered by us to be part of the same continuous period of disability and we will pay benefits to him unless both of the following have occurred: 1. Replacement coverage has been obtained with another insurer. 2. There is legislation or regulation which stipulates that the new insurer should assume liability for such disability. "Retirement program" means a program which provides retirement benefits to employees and which is not funded wholly by employee contributions. The term will not include a profit-sharing plan, a thrift plan, an individual retirement account (IRA), a tax sheltered annuity (TSA), a stock ownership plan or a non -qualified plan of deferred compensation. GD600-204 "Mental disorder" means any psychiatric or emotional illness or disease. It includes each of the following. 1. Neurotic disorders such as but not limited to anxiety, dissociative disorders, phobias, depressions and obsessive compulsive disorders. 2. Psychotic disorders such as but not limited to schizophrenia, paranoid psychosis and affective disorders. 3. Personality disorders such as but not limited to sociopathic personality. "Pregnancy" includes childbirth or miscarriage and any disease or infirmity resulting from or aggravated by the pregnancy. It also includes therapeutic abortions or complications arising from any abortion. ?he Canada Life Assurance Company Page 6 Dated August 1st, 1995. "Physician" means an individual who is operating within the scope of his license and is either: 1. licensed to practice medicine and prescribe and administer drugs or to perform surgery; or 2. legally qualified as a medical practitioner and required to be recognized, under this policy for insurance purposes, according to the insurance statutes or the insurance regulations of the governing jurisdiction. It will not include an employee or his spouse, daughter, son, father, mother, sister or brother. "Hospital" or "medical facility" means a facility licensed to provide full-time medical care and treatment under the direction of a full-time staff of licensed physicians. GD600-205 "Annual earnings" as used to determine the benefits of a person under this policy will be calculated as his annual gross base earnings as an employee. They exclude any income he receives such as but not limited to commissions, bonuses, dividends, overtime and profit sharing. UD8-2 "Monthly earnings" will be the annual earnings of the person divided by 12. UD8-3 "Indexed pre -disability monthly earnings" means the person's monthly earnings immediately prior to the date he became disabled, increased by a cost of living adjustment. The adjustment will be made starting on the 13th benefit payment and on each anniversary of that date. The amount of each adjustment will be the lesser of 3 % or the percentage increase in the Consumer Price Index. UDX-2 The Canada Life Assurance Company Page 7 Dated August 1st, 1995. Standard Definition of Disability - excluding aircraft crew "Disabled" and "disability" mean that, due to injury, disease, illness, pregnancy or mental disorder, the person is either totally disabled or partially disabled. The loss of a professional or occupational license does not, in itself, constitute disability. "Totally disabled" means that the person is unable to work and fulfills either of the two conditions below: Condition 1 - During the elimination period and for the next 24 months after the elimination period in a continuous period of disability, the person is unable to perform the substantial and material duties of his own occupation, or Condition 2 - After the elimination period plus the next 24 months in a continuous period of disability, the person is unable to perform the substantial and material duties of any occupation for which he is qualified in view of his age, education, experience, and physical and mental capacity. "Partially disabled" means that the person fulfills all of the three conditions below: Condition 1 - The person was totally disabled for the entire elimination period, and Condition 2 - The person is unable to perform with reasonable continuity the substantial and material duties of. a. his own occupation, for the first 24 months after the elimination period in a continuous period of disability, or b. any occupation for which he is qualified in view of his age, education, experience, and physical and mental capacity, after the elimination period plus the next 24 months in a continuous period disability, and Condition 3 - The person becomes employed and is unable to earn more than 80% of his indexed pre -disability monthly earnings. UD9-5 The Canada Life Assurance Company Page 8 Dated August 1st, 1995. Definition of Disability - aircraft crew only For any person employed as a pilot, co-pilot or crew member of any aircraft, the following definitions of disabled, disability, totally disabled, and partially disabled apply: "Disabled" and "disability" mean that, due to injury, disease, illness, pregnancy or mental disorder, the person is either totally disabled or partially disabled. The loss of a pilot's license or any other professional or occupational license does not, in itself, constitute disability. "Totally disabled" means that the person is unable to work and is unable to perform the substantial and material duties of any occupation for which he is qualified in view of his age, education, experience, and physical and mental capacity. "Partially disabled" means that the person fulfills all of the three conditions below: Condition 1 - The person was totally disabled for the entire elimination period, and Condition 2 - The person is unable to perform with reasonable continuity the substantial and material duties of any occupation for which he is qualified in view of his age, education, experience, and mental and physical capacity, and Condition 3 - The person becomes employed and is unable to earn more than 80% of his indexed pre -disability monthly earnings. UD9-10 The Canada Life Assurance Company Page 9 Dated August 1st, 1995. WHO MAY BECOME INSURED The class or classes of persons who may be insured under this policy are all of the full-time employees who work at least XX hours per week on a regular basis as employees provided they are legal residents of the U.S. or Canada. Each person who is a member of such a class on the Effective Date or who becomes a member of such a class after the Effective Date may become insured on the earliest date on which he is a member of such a class. GD600-207 the Canada life Assurance Company Page 10 Dated August 1st, 1995. HOW AND WHEN INSURANCE TAKES EFFECT A person will automatically become insured under this policy on the earliest date on which he may become insured provided that he is then actively at work. If he is not actively at work on the date on which he would otherwise become insured he will become insured only when he is again actively at work. An application to become insured must be completed on a form approved for that purpose by us. It must be promptly deposited with us at our Head Office. The Canada Life Assurance Company Page 11 Dated August 1st, 1995. AMOUNT OF INSURANCE The amount of insurance with respect to each person who is insured will be based on the Schedule shown below. You must deposit written notice with us at our Head Office of any change in the class or earnings of a person which would affect the amount of his insurance. A decrease in the amount of his insurance will take effect on the date stated in the notice. An increase in the amount of his insurance will take effect on the date stated in the notice provided that he is then actively at work. If he is not actively at work on the date on which the amount of his insurance would otherwise increase, the increase will take effect only when he is again actively at work. When we are calculating the amount of a benefit based on earnings that has become payable with respect to a person under this policy, we will use whichever of the following amounts was the smallest at the time the continuous period of disability began. 1. The person's actual earnings as defined in the Definitions provision. 2. The level of earnings on which the premium for the person's benefit was being paid. No change will be made in the amount of insurance of a person during any one continuous period of disability. The amount of insurance shown in this provision will be subject to reductions as outlined in the Reductions provision. GD600-210 Me Canada Life Assurance Company Page 12 Dated August 1st, 1995. SCHEDULE CLASS MONTHLY BENEFIT 1. All eligible employees XX% of monthly earnings (rounded to the next higher $1.00 of benefit) to a maximum benefit of $X,XXX. GD600-211 The Canada Life Assurance Company Page 13 Dated August 1st, 1995. DISABELITY INCOME BENEFIT We will pay to a person who begins a continuous period of disability, the amount of insurance which applies to him under this policy at the date the period began. Our payment will be subject to all of the following conditions. 1. He is insured under this policy when the continuous period of disability begins. 2. Payments will be made for that part of a continuous period of disability that commences on the later of the following dates. a. The date on which he has completed the elimination period.. b. The date on which initial proof that the person is disabled is given to us at our Head Office. The proof must be given to us within 90 days after he has completed the elimination period. The proof must be satisfactory to us. 3. The payments will be made to him at the end of each month. 4. The amount of insurance which applies to him under this policy will be subject to reductions. These are outlined in the Reductions provision. 5. If the period during which a person is entitled to receive benefits under this policy is not a complete number of months, we will make a partial payment for that period that is not a complete month. The partial payment will be calculated as one -thirtieth of his monthly benefit for each day of the period that is not a complete month. The monthly payment with respect to a person under this policy will not be less than $0, except as described in the Return to Work provision. UB27-1 GD600-333 The Canada Life Assurance Company Page 14 Dated August 1st, 1995. WREN DISABILITY INCOME BENEFITS CEASE The payments to a person will continue during the continuous period of disability until the earliest time shown below. 1. The date on which he ceases to be disabled as defined in this policy. The person will cease to be insured under this policy at that time if he does not then return to active work for you. 2. The date of his death. 3. The end of the maximum benefit payment period that is shown in the following Table. TABLE Age at Date isabilitv Commences Maximum Benefit Period Under 60 to age 65 (a minimum of 60 monthly benefit payments will be made). 60 60 benefit payments 61 48 benefit payments 62 42 benefit payments 63 36 benefit payments 64 30 benefit payments 65 24 benefit payments 66 21 benefit payments 67 18 benefit payments 68 15 benefit payments 69 or over 12 benefit payments GD600-213 The Canada Life Assurance Company Page 15 Dated August 1st, 1995. WAIVER OF PREMIUM We will waive the payment of each premium falling due under this policy with respect to a person while he is actually disabled during a continuous period of disability, subject to both of the following conditions: 1. He has completed the elimination period. 2. His claim has been admitted by us. GD600-216 The Camada Life Assurance Company Page 16 Dated August 1st, 1995. RETURN TO WORK If a disabled person returns to work, we will pay benefits under this policy provided he remains disabled under the terms of this policy and has satisfied the elimination period. The amount of the benefit otherwise payable under this policy will be reduced as described in the Reductions provision of this policy. Income from employment will be treated as follows for the purposes of the Reductions provision: 1. During the first 12 months of a return to work, income he is receiving from any employment will not be included as a source of income under the Reductions provision. 2. During the next 12 months, 25 % of the gross monthly income he is receiving from any employment will be included as a source of income under the Reductions provision. 3. For any additional period, 50% of the gross monthly income he is receiving from any employment will be included as a source of income under the Reductions provision. However, if at any time, the total of: 1. the monthly benefit he is receiving from this policy, 2. the sources described in the Reductions provision of this policy, other than income from employment, and 3. any earnings from employment, exceeds 100% of his indexed pre -disability monthly earnings, then the benefit under this policy will be further reduced. We will reduce his monthly benefit so that his total monthly income from all such sources does not exceed 100% of his indexed pre -disability monthly earnings. We will stop making benefit payments to him on the earlier of the following dates: The date on which he would otherwise cease to be disabled as defined in this policy. 2. The date on which he would otherwise cease to receive benefits under this policy. GD600-329 Me Canada Life Assurance Company Page 17 Dated August 1st, 1995. SURVIVOR BENEFIT Definition As used in this provision: "eligible survivor" means: The spouse of a person, if living at the date of his death. 2. If the spouse has died prior to the date of death of the person, the children of the person provided they are under age 25. Benefit If a person who is disabled in accordance with the terms of this policy dies, we will make one lump sum payment to his eligible survivor. The payment will be made provided that both of the following conditions have been met: 1. The person had completed a continuous period of disability of 180 days or the elimination period, whichever is greater. 2. The person had been receiving or was entitled to receive payments under this policy immediately prior to his death. The payment to be made to the eligible survivor will be 3 times the full monthly benefit the person received prior to his death or would have been entitled to receive if his death had not occurred. This will not include any reduction made to the monthly benefit in accordance with the other terms of policy. If the payment becomes due to the children of a person, we will make the payment to the children or to an individual legally entitled to receive payment on behalf of the children. ;�1�:�ac3di7 Tire Canada Life Assurance Company Page 18 Dated August 1st, 1995. REDUCTIONS Benefits Due to Disability From Other Sources If a person is entitled to receive payments under this policy, the amount of the payments will automatically be reduced by the amount of any income the person earns or is entitled to apply for and receive with respect to his disability under any one or more of: Any retirement program that is funded in whole or in part by you. 2. Your life insurance plan. 3. The Social Security Act, the Canada Pension Plan, the Quebec Pension Plan or any similar plan or act. This includes dependents benefits by reason of such disability. 4. The Railroad Retirement Act. This includes dependents benefits by reason of such disability. 5. Any Workers' Compensation Law. 6. Any No -Fault Motor Vehicle Coverage. This will not apply if either: a. State law or regulation does not allow any reduction of group disability benefits by benefits received under No -Fault Motor Vehicle Coverage. b. The No -Fault Motor Vehicle Coverage, according to its rules or according to an election of a person who is insured, determines its benefits after the benefits paid or due under this policy have been paid. 7. Any employee benefit, union or labor-management trustee plans that are funded in whole or in part by you. 8. Any program or coverage required or provided by law or any government agency. 9. Income from employment, as described in the Return to Work provision of this policy. Benefits Due to Retirement If a person is receiving payments under this policy, such payments will be further reduced by either one or both of- 1. Any income the person is entitled to apply for and receive with respect to his retirement under the Social Security Act, the Railroad Retirement Act, the Canada Pension Plan or the Quebec Pension Plan. 2. Any income the person receives with respect to his retirement under any retirement program that is funded in whole or in part by you. GD600-309 The Canada Life Assurance Company Page 19 Dated August 1st, 1995. n iti ns If a person receives a lump sum settlement for any of the benefits shown above, our payments under this policy will be reduced by the amount that he would normally receive if the payments were being made on a monthly basis. If, at the time of calculating the amount of any payments to be made under this policy, the benefit which a person is entitled to apply for and receive under any other source described in this provision has not been awarded nor denied, we will estimate the amount of such benefit. The estimate will be used to reduce the amount of the payments under this policy until such time as the benefit under such source has been awarded or denied. However, such estimate will not be used if, within six months of becoming disabled, the person meets both the following conditions. 1. The person has applied for the benefit under the other source; and 2. The person completes and signs our Reimbursement Agreement. This agreement states that the person promises to repay to us any overpayment caused by an award of the benefit under the other source. If we have reduced payments under this policy by an estimate of the amount of the benefit under another source, we will adjust the amount of the payments under this policy when we receive written notice that the amount of the benefit received under such source differs from the estimate or that the benefit has been denied. If the amount of the benefit received under another source is less than was estimated or the benefit has been denied, we will make a lump sum refund of the amount by which we have underpaid the payments the person is entitled to under this policy. If the amount of the benefit received under another source is more than was estimated the person must make repayment to us of the amount of the overpayment. GD600-310 The Canada Life Assurance Company Page 20 Dated August 1st, 1995. FREEZE ON REDUCTIONS We will not reduce the amount of payments under this policy due to cost of living increases in the payments a person receives from any of the sources described in the Reductions provision. This will not apply to any increase in earnings from any employment. GD600-226 Tile Canada Life Assurance Company Page 21 Dated August 1st, 1995. RIGHT OF RECOVERY A person will be required to reimburse us for any benefits we pay him if both of the following conditions are met. 1. Benefits are paid or payable under this policy with respect to him. 2. He has a right to and does recover damages from any person, organization, or legal entity that is or may be liable for any injury, accident, illness or other event giving rise directly, or indirectly, to the disability for which benefits are payable. The term damages will include any lump sum or periodic payments with respect to past, present or future loss of income. A person will reimburse us in the amount of any benefits we have paid out of the damages recovered, which damages, when added to the benefits paid under this policy, are in excess of 100% of his lost income. If a person receives a lump sum payment or periodic payments under judgment or settlement for damages we will stop making payments under this policy. Payments will only resume when the payments which would otherwise be payable under this policy equal the amount we are entitled to be reimbursed. If a claim for damages is settled, a person will be required to reimburse us the amount that reasonably reflects the benefits that would otherwise be payable by us; notwithstanding the actual terms of the settlement. A person must: 1. Notify us of any action started against a third party. 2. Notify us of any judgment or settlement which results from such action. 3. Provide us with all documents pertaining to such action that we may reasonably request with respect to either: a. The issues of liability. b. The calculation or allocation of damages. A person's lawyer may represent our rights of recovery. However, we reserve the right to: l . Appoint another lawyer to act on our behalf. 2. Commence an action to pursue our rights of recovery directly against a third party. The person agrees to fully co-operate with us in pursuing our claim against the third party. GD600-332 The Canada Life Assurance Company Page 22 Dated August 1st, 1995. LIMITATIONS No amount of insurance will be payable under this policy with respect to the disability of a person during any of the following periods. 1. Any period while the person is not under the continuing care of a physician. 2. With respect to mental disorder, any period while the person is not under the continuing care of a specialist in psychiatric care. 3. With respect to alcoholism and/or drug addiction, any period while the person is not being actively supervised by and receiving continuing treatment from a rehabilitation center or a designated institution approved for such treatment by an appropriate body in the governing jurisdiction or, if none, by us. 4. Any period in which the person fails to submit to any medical examination requested by US. 5. Any period while the person is confined in a penal or correctional institution as a result of a conviction for a criminal or other public offense. GD600-340 The Canada Life Assurance Company Page 23 Dated August 1st, 1995. LBUTATION ON BENEFITS FOR MENTAL DISORDER Benefits for disability due to mental disorder will not exceed 24 months of monthly benefit payments unless the person is disabled as defined in this policy and meets one of the following situations. 1. The person is confined in a hospital or medical facility at the end of the 24 month period. The monthly benefit will be paid during the confinement. If the person is still disabled when he is discharged, the monthly benefit will be paid for a recovery period of up to 90 days. If the person becomes reconfined during the recovery period for at least 14 days in a row, benefits will be paid for the confinement and another recovery period of up to 90 more days. 2. The person continues to be disabled and becomes confined in a hospital or medical facility: a. after the 24 month period; and b. for at least 14 days in a row. The monthly benefit will be payable during the confinement. GD600-335 The Canada Life Assurance Company Page 24 Dated August 1st, 1995. LIMITATION ON BENEFITS FOR ALCOHOLISM AND/OR DRUG ADDICTION Benefits for disability due to alcoholism and/or drug addiction will not exceed 24 months of monthly benefit payments unless the person is disabled as defined in this policy and meets one of the following situations. The person is confined in a hospital or medical facility at the end of the 24 month period. The monthly benefit will be paid during the confinement. If the person is still disabled when he is discharged, the monthly benefit will be paid for a recovery period of up to 90 days. If the person becomes reconfined during the recovery period for at least 14 days in a row, benefits will be paid for the confinement and another recovery period of up to 90 more days. 2. The person continues to be disabled and becomes confined in a hospital or medical facility: a. after the 24 month period; and b. for at least 14 days in a row. The monthly benefit will be payable during the confinement. GD600-308 The Canada Life Assurance Company Page 25 Dated August 1st, 1995. EXCLUSIONS No amount of insurance will be payable under this policy for any disability that is caused by, contributed to by, or resulting from any one or more of: 1. Intentionally self-inflicted injury. 2. War, declared or undeclared, or any act of war. 3. Active participation in any riot or violent disorder. 4. Committing or attempting to commit a felony. GD600-229 Me Canada Life Assurance Company Page 26 Dated August 1st, 1995. PRE-EXISTING CONDITION EXCLUSION No amount of insurance will be payable under this policy for any disability which is caused by, contributed to by, or resulting from a pre-existing condition. A pre-existing condition is any injury, disease, illness, pregnancy or mental disorder for which a person did any of the following within 90 days prior to the date on which he became insured under this policy. 1. He visited or consulted a physician, hospital or medical facility. 2. He took tests or received treatment. This includes (but is not limited to) taking pills, injections or other medication to treat any condition. This exclusion will not apply to a continuous period of disability starting after the person has been insured under this policy for at least one year. GD600-336 The Canada Life Assurance Company Page 27 Dated August 1st, 1995. CONTINUITY OF COVERAGE UPON CHANGE OF INSURERS In order to prevent loss of coverage for a person when this policy replaces a group disability policy you had in force with another insurer immediately prior to the Effective Date, we will provide the following coverage. A person will automatically become insured under this policy on the Effective Date, subject to all of the following conditions: 1. He was insured under such prior insurer's group disability policy immediately prior to the Effective Date. 2. He is not actively at work on the Effective Date. 3. He is a member of a class or classes of persons who may be insured under this policy. 4. Premiums are paid with respect to him. If such a person becomes disabled the benefits payable will be the lesser of the following: 1. The benefits which would have been paid under the prior insurer's policy had coverage remained in force. 2. The benefits payable under this policy. This will be reduced by any benefits for which the prior insurer is liable. Benefits may be payable to a person who becomes disabled due to a pre-existing condition, subject to all of the following conditions: 1. He was insured under such prior insurer's group disability policy immediately prior to the Effective Date. 2. He was actively at work on the Effective Date. 3. He was insured under this policy on the Effective Date. GD600-231 The Canada Life Assurance Company Page 28 Dated August 1st, 1995. Such benefits will be determined as follows: 1. We will apply the pre-existing condition exclusion under this policy. If the person satisfies our pre-existing condition exclusion, he will be paid the benefits payable under our policy without regard to the prior policy. 2. If the person cannot satisfy this policy's pre-existing condition exclusion, the prior policy's pre-existing condition exclusion will be applied. a. If the person satisfies the prior policy's pre-existing condition exclusion, he will be paid the lesser of the following: 1) The benefits which would have been payable under the prior policy. 2) The benefits payable under this policy. The continuous time the person was insured under both policies will be taken into consideration. b. If the person cannot satisfy the pre-existing condition exclusion of either policy, no benefits will be paid. You must furnish us with a copy of any such prior insurer's policy. All of the other terms and conditions of this policy will apply to a person covered under this provision. GD600-232 The Canada Life Assurance Company Page 29 Dated August 1st, 1995. WHEN A PERSON'S INSURANCE TERMINATES All of a person's insurance under this policy will terminate at the earliest time shown below: 1. When the person's employment terminates. 2. When the person ceases to be a member of a class or classes of persons who may be insured. 3. On the date on which this policy is no longer in force. 4. If a person is absent from work due to a temporary lay-off or due to a leave of absence, the earlier of: a. The date that is stated in a written notice from you that the person's insurance is to be terminated. b. The last day of the month that follows the month in which his absence from work began. 5. When the person goes on strike, or is locked -out. This will not apply if either: a. There is a written agreement between you and us that all persons will continue to be insured during the strike or lock -out. b. There is applicable statutory legislation or regulations which requires the continuation of insurance during a strike or lock -out. 6. The day before he enters service in any naval, military or air force. 7. On the date on which the person requests, in writing, to have his insurance terminated. GD600-233 If, at the time the insurance of a person would otherwise terminate, he is disabled, his insurance will not terminate until the earliest time applicable according to the When Disability Income Benefits Cease provision. If an event that is described above occurs, you must deposit written notice with us at our Head Office within 31 days. Failure to give written notice within such 31 day period will not continue insurance in force with respect to a person beyond the time it would otherwise have been terminated as shown above. GD600-234 The Canada Life Assurance Company Page 30 Dated August 1st, 1995. PREMIUMS Premiums are due each month in advance from the Effective Date. Each premium due will be calculated on a basis that is established by us and will be O.XXX% of your insured payroll. UD51-2 It is our right to change the premium rate shown above as follows: 1. As of the first anniversary of the Effective Date, and any date on which a premium is due after such date. 2. At any time this policy is amended to change either one or both of. a. The class or classes of persons who may be insured under this policy. b. The amount of the benefits payable under this policy. 3. At any time the number of persons or the composition of the group of persons who are insured under this policy changes by more than 25%. 4. At any time there is a change in federal or state legislation or regulation which affects the benefits or provisions of this policy. We must give you at least thirty-one days written notice prior to the date of a change. If you request, and we agree, the frequency of premium payment may be changed, as of any date on which a premium is due. You may change the frequency to yearly, half -yearly, quarterly or monthly. If the frequency of premium payment is to be changed to one other than monthly, the terms of the first paragraph of this provision will be read as if they had been changed to provide: for the new premium frequency. GD600-235 If, at any time prior to the date that a disability commences, we learn that the amount of insurance that should be in force under this policy is not the amount on which the premium was based, an adjustment premium will be paid by you or a refund will be made to you so that the actual premiums for the true amount of insurance will be paid. If there is any change in the amount of insurance in force under this policy between the dates on which premiums are due, an adjustment premium or a refund will be due. The adjustment premium or the refund will be due on whichever of the following dates apply. 1. If the change occurs on or prior to the 15th day of a policy month, the first day of such policy month. 2. If the change occurs after the 15th day of a policy month, the first day of the next policy month. However, an adjustment premium or refund will not be due if, on the first day of the next policy month, a regular premium is due. The Canada Life Assurance Company Page 31 Dated August 1st, 1995. If we do not receive notice of a change due to a decrease in or the termination of an amount of insurance on or prior to the first day of a policy year that follows the date of the change, we will limit the refund to the amount that is due for the period from the first day of the current policy year to the date on which we receive the notice. The amount of insurance with respect to a person will be decreased or terminated in accordance with the other terms of this policy. The payment of premiums with respect to a person's insurance after the date of such decrease or termination will not continue to provide insurance of the amount which was in effect with respect to such person prior to such decrease or continue insurance in force with respect to such person after such termination, whether or not all or part of such premium is refunded. Refunds will be applied in or toward the payment of any outstanding premiums and adjustment premiums. Any balance will be held at your credit, without interest, and will be applied in or toward payment of succeeding premiums and adjustment premiums as and when they fall due. However, you may, at any time withdraw in cash any amount so held at your credit. GD600-236 If this policy is terminated in accordance with the Termination of Policy provision, you will pay to us all adjustment premiums that are due and have not been paid. You will also pay to us a pro rata premium for the period (if any) elapsed from the date on which the last unpaid premium was due to the date on which this policy is terminated. We will not be required to accept the payment of any premium otherwise than from you. GD600-237 The Canada Life Assurance Company Page 32 Dated August 1st, 1995. PERIOD OF GRACE A period of grace will be allowed for the payment of each premium after the first and each adjustment premium. The period of grace for the payment of each premium will be thirty-one days after the date on which it is due. The period of grace for the payment of each adjustment premium will be thirty-one days after the date on which the next premium is due unless we, by written notice to you, limit the days of grace. Such limit will not be less than thirty-one days after the date the notice is delivered to you. The policy will remain in force during the period of grace unless terminated in accordance with the Termination of Policy provision. In any event, premiums are payable for any period of grace during which the policy continues in force. CURRENCY All amounts payable under this policy must be paid in United States currency. PLACE OF PAYMENT All amounts payable by us will be payable at our office in Atlanta, Georgia. NOT ELIGIBLE FOR DIVIDENDS This policy is not eligible for dividends and will not take part in the distribution of our surplus. WORKERS' COMPENSATION NOT AFFECTED This policy is not in place of, and does not affect any requirement for coverage by, Workers' Compensation Insurance. CLERICAL ERROR Clerical error in keeping the records will not invalidate insurance otherwise validly in force nor continue insurance otherwise validly terminated. Upon discovery of any such error an adjustment of premiums will be made. GD600-238 The Canada Life Assurance Company Page 33 Dated August 1st, 1995. BOOKLET -CERTIFICATE We will issue booklet -certificates to you that summarize the essential provisions of this policy. You must deliver them to each person who is insured. The provisions of this policy will govern if there is any discrepancy between the following: The provisions of the booklet -certificate delivered to a person who is insured. 2. The provisions of this policy. If a booklet -certificate is issued to a person who for any reason is not entitled to insurance under this policy, such booklet -certificate will be of no effect. GD600-239 The Canada Life Assurance Company Page 34 Dated August 1st, 1995. STANDARD PROVISIONS Contract The whole contract is made up of. 1. This policy. 2. Any amendments to this policy. 3. The applications of the persons who are insured. You will not be considered to be our agent for any purpose under this policy. All statements made by any of the persons who are insured will be deemed representations and not warranties. No statement made by any person who is insured will be used in any contest unless: 1. It is contained in a written instrument signed by the person. 2. A copy of the written instrument has been given to the person. Only our President or Secretary may modify this policy or waive any of our rights or requirements. Any change in this policy must be in writing and be attached to it. The change must bear the signature or a reproduction of the signature of one or both of the above officers. It must also bear the signature of our Registrar or one of our Assistant Registrars. Time Limit on Certain Defenses After a person has been insured under this policy for two years, no misstatement of the person, except a fraudulent misstatement, will be used to reduce or deny a claim. GD600-241 Notice of Claim Written notice of a claim must be given to us within thirty days of the date disability begins. If this is not possible, we must be notified as soon as it is reasonably possible to do so. Notice must be given to us at our Head Office or to an agent of ours. The notice should include the name of the person with respect to whom the claim is made and the group policy number. Claims Forms When we receive a written notice of a claim, we will send the claimant our claim forms to file proof of loss. If the claim forms are not received within fifteen days after written notice of claim is sent, the claimant can send us written proof of claim without waiting for the claim forms. The Canaria Life Assurance Company Page 35 Dated August 1st, 1995. Proof of Loss Proof of loss must be given to us no later than ninety days after the end of the elimination period. If it is not possible to give proof within the time required, it must be given as soon as reasonably possible. Proof of continued disability and regular attendance of a physician must be given to us within thirty days of the date we request the proof. The proof must cover: 1. The date disability began. 2. The cause of disability. 3. The severity of the disability. Time of Payment of Claim When we receive satisfactory proof of claim, benefits payable under this policy will be paid monthly during any period for which we are liable. Any balance which remains unpaid at the end of the period for which we are liable will be paid at that time. GD600-242 Payment of Claims All benefits will be payable to the person who is insured. Physical Examination We will have the right and opportunity, at our own expense, to have a physician of our choice examine anyone in respect of whom a claim is being made. We will have the right to do this when and as often as we may reasonably require. The benefits with respect to which the claim was made will not be paid during any period in which the person fails to submit to any medical examination requested by US. Legal Actions No action at law or in equity may be brought to recover under this policy until sixty days after written proof of loss has been given to us. No such action may be brought more than three years after the time within which proof of loss is required to be given. Conformity with State Statutes Any provision of this policy which, on its effective date, is in conflict with the statutes of the State in which this policy was delivered or issued for delivery is hereby amended to conform to the minimum requirements of such statute. GD600-243 7he Canada Life Assurance Company Page 36 Dated August 1st, 1995. AMENDMENTS TO THE POLICY This policy may be amended at any time by written agreement between you and us without the consent of or notice to any other individual. Any amendment to this policy must be in writing and be attached to it. The amendment must bear the signature or a reproduction of the signature of one or both of our President or Secretary. It must also bear the signature of our Registrar or one of our Assistant Registrars. If a person who is insured is not actively at work on the effective date of the amendment, the effective date with respect to that person will be on the date that he is again actively at work. However, if the amendment reduced the amount of insurance to which the person is entitled, the effective date will be the effective date of the amendment. It is understood that, if this policy is amended during a person's continuous period of disability, the amendment will have no effect on the amount of his insurance during that same continuous period of disability. GD600-244 The Canada Life Assurance Company Page 37 Dated August 1st, 1995. TERMINATION OF POLICY If you give us written notice that this policy is to be terminated, it will terminate on the later of: 1. The date that is stated in the notice. 2. The date on which we receive the notice at our Head Office. We may terminate this policy as of the date on which any premium is due if, at any time, the number of persons who are insured is less than 20 or is less than 100% of the number of persons who are then members of the class or classes of persons who may become insured under this policy as of the date on which any premium is due. We may also, for any other reason, terminate this policy as of the date on which any premium is due. We must give you at least 31 days written notice prior to the date on which this policy is to terminate. This policy will terminate, in any event, at the end of the period of grace allowed for the payment of any premium or adjustment premium if such premium is still unpaid at that time. You will be required to give each person at least 15 days written notice prior to the date on which this policy is to terminate. Failure to give written notice within such 15 day period will not continue insurance in force with respect to a person beyond the time this policy would otherwise have terminated. GD600-245 The Canada Life Assurance Company Page 38 Dated August 1st, 1995. SELF -ADMINISTRATION At your request this policy is self-administered. For that reason it is expressly provided that: 1. All documents and notices that would otherwise be deposited with us at our Head Office in accordance with the terms of this policy will be held by you. This will not apply to any evidence of insurability required by us under this policy nor to any notice required by us to process any claim. 2. Whenever we request, you will furnish us with all of the documents relating to a person's insurance which have been completed in accordance with the terms of this policy and are being held by you. 3. We may inspect and examine your records which pertain to a person in so far as the records affect his insurance or his eligibility for insurance. 4. Whenever we request, you will deposit with us at our Head Office a statement listing the following: a. Each person who is then insured. b. The Class of each person under the Schedule. c. The amount of the benefits that apply to each person. d. The date of birth of each person. e. If applicable, the earnings of each person. GD600-249 The Canada Life Assurance Company Page 39 Dated August 1st, 1995. CANCERPAY PLUS INSURANCE PAYROLL DEDUCTION AGREEMENT between PROTECTIVE LIFE INSURANCE COMPANY ("Protective") and City of Lubbock ("Employer") 1625 13th Street, Lubbock, Texas Employer's Address For the benefit and convenience of its employees, the Employer agrees to provide for payroll deduction for Cancer Insurance.issued by Protective. Payroll deduction rates arc significantly Iess than regular direct bill rates. Each employee will authorize payroll deduction in a manner agreeable to the Employer and Protective. An employee may stop payroll deduction by providing appropriate notice to the Employer and Protective. Each employee will be asked to sign either an "Authorization for Payroll Deduction" or the "Waiver Refusal Card". These signed cards will be retained by the Employer for everyone's protection. Monthly deductions will be made from salary paid to employees and such deductions will be paid promptly to Protective. The Employer assumes no responsibility for payroll deduction after the termination of employment of an insured employee, or after an employee stops payroll deduction by providing appropriate notice. Either the Employer or Protective may terminate this Agreement as of any date by giving at least 90 days written notice tordir-ethcr prior to such date. Protective has minimum requirements for payroll deduction - at least 3 employees insured for Cancer. surance. Aft Lion of this Agreement, the payment of premiums shall be entirely and directly between each emplsv a an rotect' . Cit�of Lubbock'1h*Em Davi R. langston, Mayor Title Date October 19, 1995 Ross-Shamburger iss-- Royce Bruce cc._ Ed Stephens �L�. LieenscA Agent ATTEST - By Protective Life Insurance Company Title Date G009937 G020141 G00S592 Mom Betty M. Johnson, CitUl Secretary P Approved P OTECTIVE LIFE NSU f�E COMPANY CA003'R4 Agent's Number as to Content: Mary Andrews, Managi g Director of Human Resources Approved as to Form: Donald G. Vandiver, Asst. City Attorne Cnsur ancer CANCERPAY PLUS INSURANCEance inistratian PAYROLL DEDUCTION TRANSMITTAL T O : CANCER INSURANCE ADMINISTRATION, GROUP DEPARTMENT PROTECTIVE LIFE INSURANCE COMPANY EMPLOYER: City of Lubbock Personnel Department ADDRESS: P.O. Box 2000 1625 13th Street #104 CITY. Lubbock STATE: Texas ZIP: 79457 CONTACT PERSON Lou Moore TELEPHONE: (0 6) 7 6 7 — 2 317 (PAYROLL) A.C. PttOTECTIVE LIFE IIYURAYWR COMIMRr CA018-R2 MAIL ORDER PHARMACY SERVICES AGREEMENT This Mail Order Pharmacy Services Agreement ("Agreement"), effective as of December 1, 1995, is hereby entered into by and between Advance ParadigM Mail Service, Inc., a Delaware corporation ("APMS") and City of Lubbock. PRELIMINARY STATEMENT Pursuant to the terms and conditions of this Agreement, Client desires to retain APMS to provide, and APMS desires to provide for Client, mail service pharmacy in accordance with Client's prescription drug benefit plan (the "Prescription Plan"). TERMS OF AGREEMENT NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the parties hereto, intending to be legally bound, hereby agree as follows: 1. Definitions. Unless the context otherwise requires, the terms defined in this Section I shall have the meanings herein specified for all purposes of this Agreement, including singular and plural forms thereof. (a) "AWP" shall mean the then current average wholesale price for a Prescription Drug as listed in a pharmaceutical industry pricing guide, including but not limited to the Medi- pan Prescription Pricing Guide. (b) "Client" shall mean the City of Lubbock or its benefit administrator, as the case may be. (c) "Co -payment" shall mean that portion of the cost of the Prescription required to be paid directly by an Eligible Member in accordance with the Prescription Plan. (d) "Dispensing Fee" shall mean the amount payable by the Client for each prescription dispensed by the mail service pharmacy to an Eligible Member. (e) "Eligible Member" shall mean each individual entitled to benefits under the Prescription Plan. (f) "Effective Date" shall mean December 1, 1995. (g) "Generic Drug" means the chemical and generic name as determined by the United States Adopted Names Council and accepted by the Federal Food and Drug Administration, of those drug products having the same active ingredients as a drug product prescribed by its trade or brand name. (h) "Prescription" shall mean a valid and legal order to dispense a drug legally eligible for dispensing under the laws and regulations of the United States, including the Food and Drug Administration, and the state and local jurisdiction in which the dispensing facility is located. (i) "Prescription Drug" shall mean drugs and biologicals which can be dispensed only pursuant to a Prescription and which, by law, are required to bear the legend: "Caution - Federal Law Prohibits Dispensing Without Prescription." LU/FS&'C/Lubbmk 2 . Mail Service Pharmacy. APMS shall fill Prescriptions for Eligible Members and shall mail such drugs or medications to such Eligible Members subject to the following terms and conditions: (a) Eligibilily List and Updates. At least seven (7) days prior to the Effective Date, Client shall provide APMS with a complete and final eligibility tape or list in a format consistent with APMS's requirements which shall fist all Eligible Members and set forth all pertinent eligibility data (the "Eligibility List"). Client shall provide a complete and updated Eligibility List to APMS as frequently as mutually agreed to by the parties hereto. For purposes of this Agreement, an individual will be deemed an Eligible Member during the period beginning on the third business day following delivery to APMS of a revised Eligibility List which includes such individual and ending on the third business day following delivery of a revised Eligibility List which excludes such individual. (b) Notification and Program Promotion. Client shall notify, Eligible Members that they have mail service pharmacy benefits. Client shall use its best efforts to promote to Eligible Members utilization of mail service. Client shall permit APMS to meet with or otherwise communicate directly with prospective Eligible Members concerning the services provided hereunder in a reasonable manner and at various times as mutually agreed upon by APMS and Client. APMS shall provide Client with copies of informational material explaining the mail service and the forms necessary for Eligible Members to utilize mail service. Client shall distribute the mail service informational materials and forms to all Eligible Members. (c) Delivery and Disl2gnsing. APMS shall dispense through its mail service pharmacy new or refill Prescription orders upon receipt from an Eligible Member of (i) a valid Prescription order or a completed refill order form and (ii) the applicable co -payment, if any. APMS shall cause the filled Prescriptions to be mailed to each Eligible Member via common carrier at the address set forth in the Eligibility List or as appearing on the face of the Prescription. APMS shall not be liable to either Client or Eligible Member for any delay in delivery resulting from circumstances beyond APMS's control as set forth in Section 2W of the Agreement. (d ) Mail Service Pharmacy. APMS shall operate its mail service pharmacy in compliance with state and federal pharmaceutical laws and regulations and shall dispense only those prescription drugs which, in its sole discretion, fulfill the requirements of the prescription writer and comply with applicable law. The licensed pharmacists employed by APMS in the mail service pharmacy shall have the right to refuse to fill or renew a Prescription for any Eligible Member when, in the pharmacist's professional judgment, the filling or renewing of such Prescription is not in the best interest of the Eligible Member or the pharmacist has reason to doubt the authenticity of the Prescription. (e) Generic Substitution. If a Prescription allows, and the patient agrees to the substitution of a less expensive Generic Drug, APMS's mail service pharmacy may fill the Prescription with a Generic Drug which, in the professional judgment of the dispensing pharmacist, fulfills the requirements of the Prescription and applicable laws. (f) Patient Profiles and DUR. APMS shall request information from each Eligible Member to submit with his or her first mail order Prescription a form containing information regarding, among other things, any drug allergies of such Eligible Member. APMS shall utilize this information to develop a patient profile on each Eligible Member which will include the information submitted by such member as well as a history of Prescription Drugs dispensed to such member during the term of this Agreement. Each mail order Prescription will be subject to DUR based on the patient profiles and mail LU/FSPCCJUbbmk 2 service utilization history as well as concurrent DUR through the Advance Rx® claims adjudication system. APMS shall not be liable for any indirect, special or consequential damages arising from the use or lack of use of such DUR services in accordance with Section 8 of this Agreement. (g) Quantities. APMS shall provide the quantity of the drug specified by a Prescription or refill order in quantities of up to a 100 day supply; provided, that APMS shall dispense the drugs under any Prescription or refill order in accordance with Plan design. APMS shall comply with all limitations imposed on controlled substances. (h) Toll Free Client Service. APMS shall maintain, at its sole expense, toll free "800" numbers for patient counseling for Eligible Members, Client inquiries and other Client service or informational needs. (i) Reggrts. APMS shall provide management reports to the Client pertaining to the services provided under this Agreement in a form and at intervals to be mutually agreed upon by APMS and the Client. 0) Exclusivity. APMS shall have the exclusive right to provide mail order pharmacy services for the Client during the duration of this Agreement. 3. Price For Services. In accordance with Sion 4 hereof, Client agrees to reimburse APMS for the, Prescriptions dispensed by the mail service pharmacy at the following rates: Brand Drugs: AWP less 14% plia $2.75 Dispensing Fee, ]g.0 the Co -payment Generic Drugs: AWP less 35% phi $2.75 Dispensing Fee,1u the Co -payment 4. (a) The mail service pharmacy shall electronically transmit claims for payment of Prescriptions dispensed to Eligible Members to the City of Lubboces claims administrator. City of Lubbock agrees to pay such claims promptly in accordance with its agreement with its claims administrator. City of Lubbock shall guarantee the payment of such claims. In the event the claims administrator does not timely pay any such claims, APMS may make demand upon the City of Lubbock, and the City of Lubbock shall pay the claims and shall have full recourse against the claims administrator for repayment. (b) Cessation of Services. Should Client, or its designated agent, for any reason, fail to make timely payment, or become insolvent, or enter into voluntary or involuntary bankruptcy, APMS shall be entitled to cease dispensing Prescriptions under this Agreement, while maintaining all rights hereunder. S. Audit. Client shall have access, at reasonable intervals and during normal business hours, to the records of APMS relating to Eligible Members for the purpose of examining records pertaining to the service rendered by APMS to either the Client or Eligible Members hereunder. 6. Term. Subject to this SggfiQn 6, the initial term of this Agreement shall commence on the December 1, 1995 and end on November 30, 1998. This Agreement shall automatically renew on December 1, 1998, and on each year thereafter, for additional one- year periods, unless at least ninety (90) days prior to such December 1 either party notifies the other in writing of its intent to terminate this Agreement. In addition, this Agreement may be terminated as follows: LU/FS/ccn.unn«k 3 (a) Upon the mutual written consent of the parties hereto; (b) At either parry's option, if the other party fails to comply with any provision of this Agreement and fails to correct such failure within thirty (30) days of receipt of written notice of such failure to comply (which notice shall describe the action that the other party must take to correct such failure); or (c) At either party's option, if the other party becomes insolvent or seeks protection, voluntarily or involuntarily, under any bankruptcy laws. Termination of this Agreement shall not relieve the Client, or its designated agent, of any unfulfilled obligations hereunder, including all payments due, unless otherwise agreed to in writing by APMS. 7. Indemnification. Each party and its officers, directors, employees, agents, successors and assigns (each an "Indemnitee") shall be indemnified and held harmless by the other party (the "Indemnifying Party") against any and all claims, loss, damage, costs and expenses ("Loss"), including, without limitation, attorneys' fees and expenses, actually incurred by any Indemnitee arising out of or resulting from the actions or omissions of the Indemnifying Party. Client further agrees to indemnify and hold APMS, its officers, directors, employees, agents, successors and assigns harmless from any Loss actually suffered or incurred arising out or resulting from any claim or demand by current or previous Eligible Members relating to this Agreement, including without limitation any disclosures made by APMS, its officers, directors, employees, agents, successors and assigns in accordance with the terms and conditions hereof. 8. Limitation Of Liability. IN NO EVENT SHALL APMS BE LIABLE TO CLIENT OR ANY ELIGIBLE MEMBER FOR ANY INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES OR LOST PROFITS, ARISING OUT OF OR RELATED TO APMS'S PERFORMANCE UNDER THIS AGREEMENT OR BREACH HEREOF, EVEN IF APMS HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. APMS'S LIABILITY TO CLIENT UNDER THIS AGREEMENT, IF ANY, SHALL IN NO EVENT EXCEED THE TOTAL AMOUNT OF COMPENSATION DUE APMS FOR THE PRIOR TWELVE (12) MONTHS OF THIS AGREEMENT. APMS RELIES ON MEDI-SPAN OR INDUSTRY COMPARABLE DATABASES IN PROVIDING CLIENT AND ELIGIBLE MEMBERS WITH DRUG UTILIZATION REVIEW SERVICES. APMS HAS UTILIZED DUE DILIGENCE IN COLLECTING AND REPORTING THE INFORMATION CONTAINED IN THE DATABASES AND HAS OBTAINED SUCH INFORMATION FROM SOURCES BELIEVED TO BE RELIABLE. APMS, HOWEVER, DOES NOT WARRANT THE ACCURACY OF REPORTS, ALERTS, CODES, PRICES OR OTHER DATA CONTAINED IN THE DATABASES. THE CLINICAL INFORMATION CONTAINED IN THE DATABASES AND THE FORMULARY IS INTENDED AS A SUPPLEMENT TO, AND NOT A SUBSTITUTE FOR, THE KNOWLEDGE, EXPERTISE, SKILL, AND JUDGMENT OF PHYSICIANS, PHARMACISTS, OR OTHER HEALTH-CARE PROFESSIONALS IN ELIGIBLE MEMBERS' CARE. THE ABSENCE OF A WARNING FOR A GIVEN DRUG OR DRUG COMBINATION SHALL NOT BE CONSTRUED TO INDICATE THAT THE DRUG OR DRUG COMBINATION IS SAFE, APPROPRIATE OR EFFECTIVE IN ANY ELIGIBLE MEMBER. 1M/P=CJUbbat 4 9. General. (a) Notice. Any notice required to be given pursuant to the terms and provisions of this Agreement shall be in writing and shall be sent by certified mail, return receipt requested, or by overnight delivery service to the parties at the addresses below or such other address as shall be specified by the parties by like notice: to APMS at: APMS ParadigM, Inc. Attn: Vice President - Legal Affairs P.O. Box 542906 Dallas, Texas 75354-2906 and to Client at: City of Lubbock Attn: P.O. Box 2000 1625 13th Street Lubbock, TX 79457 (b) Binding Nature and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their successors and assigns. Neither party may assign this Agreement without the prior written consent of the other; provided, however, that either party may transfer or assign its rights and obligations under this Agreement, to any affiliate, and provided further that no such assignment shall have the effect of releasing such party from any of its obligations under this Agreement. (c) Headings and Intemretation. The headings of the various sections of this Agreement are inserted for convenience only and do not, expressly or by implication, limit, define or extend the specific terms of the section so designated. (d) Governing Law. The validity, enforceability, and interpretation of this Agreement shall be determined and governed by the internal laws of the State of Texas (and not the law of conflicts). (e) Entire Agreement. This Agreement contains all the terms and conditions agreed upon by the parties, and supersedes all prior understandings, writings, proposals, representations, or communications, oral or written, of the parties hereto. (f) Authority. APMS and Client warrant that each has full power and authority to enter into and perform this Agreement, and the person signing this Agreement on behalf of each party certifies that such person has been properly authorized and empowered to enter into this Agreement on behalf of such party. (g) Force Majeure. APMS shall not be liable for any failure or delay in performing all or part of its obligations under the terms of this Agreement resulting from unavailability of pharmaceuticals, legislative action, war, acts of any person engaged in a subversive activity, sabotage, riot, strikes, slow -downs, lock -outs, or labor stoppage, freight embargoes, fires, explosions, flood, earthquake or other acts of God, or by reason of the judgment, filing or order of any court or agency of competent jurisdiction occurring subsequent to the signing of this Agreement, or any other circumstances beyond its control. i.u/FSKr#Ubbwk 5 (i) Survival. Should any part, term or condition of this Agreement be declared illegal or unenforceable or in conflict with any other laws, the remaining provisions shall be valid and not affected thereby. 0) Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which taken together shall constitute one and the same instrument. (k) Further Assurances. From time to time upon request and without further consideration, the parties hereto shall, and shall cause their subsidiaries, to execute, deliver or acknowledge such documents and do such further acts as the other party hereto may reasonably require to effectuate its obligations contemplated by this Agreement. By executing the Agreement, the undersigned individuals hereby warrant and represent that they have read this Agreement in its entirety, both agree to all its terms, and are duly authorized to execute this Agreement on behalf of their respective parties. ADVANCE PARADIGM MAIL SERVICES, INC. ATTEST'- &,t,- kk 3,49,,J Bett M. Jo on, City Secretary APPROVED AS TO ENT: Mary Andobws, Director of Human Resources Attorney LDIFMCILubbock R MNNBO M PREMIUM AGREEMENT This Minimum Premium Agreement (*Agreement*) is made between Washington National Insurance Company (•Washington National') and the City of Lubbock - EBSSW94 ('Policyholder'). The purpose of this Agreement is to define the financial obligations of the parties relative to the Group Policy or Policies issued to the Policyholder by Washington National. Under this Agreement, the Policyholder and Washington National will divide between each other responsibility sad liability for the payment of benefits. This Agreement also specifies the type and calculation of Premium owed by the Policyholder to Washington National. Form Ntanber. F1056-2 Rev. 1/95 Page 1 of 16 hE[NDII M PREMIUM AGREEMENT TABLE OF CONTENTS PAGE ARTICLE I: DEFINITIONS 3 ARTICLE II: CLAIM RESPONSIBILITIES S ARTICLE III: ACCOUNTING 7 ARTICLE IV: PREMIUM 11 ARTICLE V: BANKING 13 ARTICLE VI: AMENDMENTS 14 ARTICLE VII: TERMINATION 14 ARTICLE VIII: LEGAL PROVISIONS 1S SCBEDULE A Page 2 of 16 hUND4UM PREMIUM AGREEMENT ARTICLE I - DEFINITIONS (A) 'Agreement' means this Minimum Premium Agreement by and between the Policyholder and Washington National. (B) 'Bank Aecount(s)' means the bank account(s) established by the Policyholder from which Washington National is authorized to draw the Policyholder's fiords for Benefit Payments issued under the Group Policy, as well as any Premium. (C) 'Benefit Payments' means checks issued for eligible claims L,r insured employees and dependents under Minimum Premium Coverages. (D) 'Carryover Deficit' for any Contract Period is the deficit carried forward from the prior Contract Period as determined by the End of the Contract Period Experience Accounting for the prior Contrail Period. The Carryover Deficit includes deficits created by Minimum Premium Coverages, other experience refunding coverages which are listed in Schedule A, and any deficit which exists on the effective date of this Agreement which was created by refunding coverages under the Group Policy. (E) 'Claim Payor' means the entity designated by Washington National to perform claim payment administration. (F) 'Contract Month' means a calendar month while this Agreement is in effect. The first Contract Month will begin on the effective date of this Agreement, and the last Contract Month, will end on the termination date of this Agreement. (G) 'Contract Period' is specified in Schedule A. The first Contract Period will begin on the effective date of this Agreement, and the last Contract Period will end on the termination data of this Agreement. (I) OCmmulative Benefit Payments' for any Contract Month is equal to that Contract Month's Monthly Benefit Payments for all Minimum Premium Coverages, plus the sum of the Monthly Benefit Payments for all Minimum Premium Coverages for all previous Contract Months in that Contract Period. (n 'Cumulative Claim Liability Limit' for any Contract Month is equal to that Contract Month's Monthly Claim Liability Limit plus the sum of the Monthly Claim Liability Limits for all previous Contract Months in that Contract Period. (n 'Cumulative Reimbursements' up to any Contract Month is equal to the aura of the Reimbursemmmts for all previous Contract Months in that Contract Period. (1) •Cumulative Retrospective Premium' up to any Contract Month is equal to the sum of the Retrospective Premium for all previous Contract Months in that Contract Period. (L) 'Exposure' for a Minimum Premium Coverage during a Contract Month mesons the number of insured employees and dependent units having that Minimum Premium Coverage at the beginning of the second prior Contract Month. For the first three Contract Months of the first Contract Period, the Exposure for a Minimum Premium Coverage is the number of insured employees and dependent units having that Minimum Premium Coverage at the beginning of the first Contract Month. (M) 'Group Policy' means the insurance policy or policies issued to the Policyholder by Washington National. Page 3 of 16 WHKI 4 M PREMIUM AGREEMENT (N) 'Minimum Premium Coverages' means the types of benefits, as specified in the Group Policy, that are covered by this Agreement. The Minimum Premium Coverages are listed in Schedule A. (0) 'Minimum Premium Premium' means the monthly premium due from the Policyholder to Washington National, as described in Article IV, section (A), to cover retention costs, pooling charges, and any change in Reserves if Reserves are held by Washington National. (P) 'Monthly Benefit Payments' are the sum of Benefit Payments issued during a particular Contract Month from the Policyholder's Bank Account, less refunds, voids, or other Benefit Payment credits. If Individual Claim Pooling is elected, Medical Benefit Payments for any insured employee or dependent that exceed the Individual Claim Pooling liability Amount during the Contract Period will not be included in Monthly Benefit Payments, except during the Post Termination Period. (Q) 'Monthly Claim Liability Limit' for any Contract Month is equal to the sum of the result of (1) multiplied by (2), where: (1) is the Exposures for each Minimum Premium Coverage for that Contract Month; and (2) is the corresponding Monthly Claim Liability Limit Factoiv for each Minimum Premium Coverage. (R) 'Monthly Claim Liability Limit Factors' are dollar amotra set by Washington National which are used for calculating the Policyholder's Monthly Claim Liability Limits. 1-he Monthly Claim Liability Limit Factors are listed in Schedule A. (S) 'Policyholder' mans the entity indicated in Schedule A. in 'Post Termination Liability Claim Limit' is equal to the sum of the result of (1) multiplied by (2), where: (1) is the average number of insured employees and dependent units for each Minimum Premium Coverage for the final two months of the last Contract Period; and (2) is the corresponding Post Termination Claim Liability limit Factors for each Minimum Premium Coverage. (U) 'Post Termination Claim Liability Limit Factors' are dollar amounts set by Washington National which are used for calculating the Policyholder's Past Termination Claim Liability Limit. The Post Termination Claim Liability Limit Factors are listed in Schedule A. (V) 'Post Termination Premium' is equal to the sum of the result of (a) multiplied, by (b), where: (a) is the Minimum Premium Premium for the last Contract Month of the last Contract Period; and (b) is the Post Termination Premium Factor shown in Schedule A. (W) 'Post Termination Period' mans the period following termination of this Agreement during which the Post Termination Claim Liability Limit applies. Schedule A indicates whether the Post Termination Claim Liability Limit applies, and, if it does apply, the period for which the Post Termination Claim Liability Page 4 of 16 MINIMUM PREMIUM AGREEMENT Limit applies. (X) 'Premium' means the Minimlm Premium Premium, and/or any Retrospective Premium, and/or the Post Termination Premium if applicable. (n 'Reimbursement• for any Contract Month is the amount due from Washington National to the Policyholder for that Contract Month as calculated in Article III, sections (A). (B), and (D). (Z) 'Reserves' are funds used to pay Run -Out Claims following the termination of this Agreement. Reserves are an obligation with Minimum Premium funding and may be held by either Washington National or the Policyholder. The holder of the Reserves is indicated in Schedule A. (AA) 'Retrospective Premium' for any Contract Month is the amount due from the Policyholder to Washington National for that Contract Month as calculated in Article III, sections (A), (B), (C), and (D). (BB) 'Run -Out Claims* maws those Benefit Payments which are issued after the termination of this Agreement and are: (1) incurred while this Agreement is in effect; or (2) payable under any extension of benefits provision of the Group Policy. (CC) 'Surplus Position for the last Contract Period' is determined by (1) minus (2) plus (3) minus (4) where: (1) is the Cumulative Claim Liability Limit for the last Contract Month of the last Contract Period; (2) is Cumulative Benefit Payments for the last Contract Month of the last Contract Period; (3) is Cumulative Reimbursements due or paid up to the last Contract Month of the last Contract Period; and (4) is Cumulative Retrospective Premium due or paid up to the last Contract Month of the last Contract Period, plus any Retrospective Premium due or paid as a result of the Monthly or Annual Claim Liability Accounting for the last Contract Month of the last Contract Period, plus any Retrospective Premium due or paid as a result of the End of the Cantrad Period Experience Accounting for the last Contract Period. If the above calculation yields an amount greater than zero, then the Surplus Position for the last Contract Period is equal to this amount. If the above calculation yields an amount less than or equal to zero, then the Surplus Position for the last Contract Period is equal to zero. ARTICLE II - CLAIM RESPONSIBILITIES (A) Claims Incurred Prior to the Effective Date of this Agreement For claim incurred prior to the effective date of this Agreement, the Policyholder will be financially liable for benefit amounts and responsible for claim payment administration. Page 5 of 16 TWI IuI Z1 (B) Claims Incurred and Paid While this Agreement is in Effect For claims incurred and paid while this Agreement is in effect, the Policyholder will be financially liable for Benefit Payments in accordance with Article III, and Washington National will be responsible for claim payment administration. (C) Claims Paid After Termination of this Agreement (1) If Schedule A indicates Reserves are held by the Policyholder and a Post Termination Claim Liability Limit DOES apply, the Policyholder will be financially liable for all Run -Out Claims, except that there will be a limit to the Policyholder's financial liability during the Post Termination Period. The maximum amount of Run -Out Claims for which the Policyholder will be financially liable during the Post Termination Period will be determined by the Post Termination Final Accounting as described in Article III, section (Dxl). Washington National will be responsible for claim payment administration during the Post Termination Period. The Policyholder will be financially liable for Run -Out Claims and responsible for claim payment administration for all Run -Out Claims issued after the Post Termination Period. Washington National will not be financially liable for Run -Out Claims or responsible for claim payment administration for Run -Out Claims issued after the Post Termination Period. (2) If Schedule A indicates Reserves are held by the Policyholder and a Post Termination Claim Liability Unit DOES NOT apply, the Policyholder will be financially liable for all Run -Out Claims and responsible for claim payment administration for all Run -Out Claims. Washington National will not be financially liable for any Run -Out Claims pr mgponsible for claim payment administration for any Run -Out Claims. (3) If Schedule A indicates that Reserves are held by Washington National, Washington National will be financially liable for all Run -Out Claims and responsible for claim payment administration for all Run -Out Claims. However, the Policyholder may be liable for payment of Retrospective Premium as calculated in Article III, section (D)(22). The obligations stated in Article 11, section (C), will survive the termination of this Agreement and remain in effect while any Rua -Out Claims are outstanding and payable. (D) Benefit Payment Determination During the period of this Agreement, Washington National has the right to make final determinations of the Benefit Payments. Following termination of this Agreement, Washington National reserves the right to make final Benefit Payment determinations for all Rua4)ut Calms. Washington National will determine Benefit Payments in the same manner it would determine benefits under the Group Policy in the absence of this Agreement. In the event Washington National exercises its right to make final Benefit Payment determminations. the Policyholder agrees to accept Washington National's final Benefit Payment determinations. Nothing in this paragraph &hall be construed to negate the Policyholder's obligation to Pay Rua -Out Claims as described in Article II, sections (C)(1) and (2). (E) Claim Submission If the Policyholder receives claims from insureds, the Policyholder is obligatedto submit those claims to the Claim Payor within five business days of receipt. Page 6 of 16 bffiNDIUM PREMIUM AGREEMENT' (F) Records The Policyholder agrees to furnish Washington National information relating to this Agreement upon request. All claim files, insured records, and other relevant records are the property of Washington National during the term of this Agreement and following termination. (G) Reporting (1) Washington National is responsible for Form 1099 reporting. (2) Washington National is responsible for providing Form 5500 information to the Policyholder. The Policyholder is responsible for reporting Form 5500 information to applicable government agencies. (3) Washington National is responsible for FICA withholding administration and reporting and payments of withheld amounts to applicable government agencies and the Policyholder. The Policyholder is responsible for maldng employer matching FICA payments to applicable government agencies. ARTICLE III - ACCOUNTING (A) Monthly or Annual Claim Liability Limit Accounting (1) If Schedule A indicates that the Claim Liability limit Accounting Period is Monthly, then for each Contract Month Washington National will perform the following Monthly Claim Liability Limit Accounting calculation: The Cumulative Claim Liability limit for that Contract Month, minus Cumulative Benefit Payments for that Contract Month, plus Cumulative Reimbursements due or paid up to that Contract Month, minus Cumulative Retrospective Premium due or paid up to that Contract Month. If the above Monthly Claim Liability Limit Accounting calculation yields an amount less than zero, Washington National will pay to the Policyholder a Reimbursement equal to the absolute value of this UXAM . If the above Monthly Claim Liability limit Accounting calculation yields an amount greater than or equal to zero, the Policyholder will pay to Washington National a Retrospective Premium equal to the lesser of (a) or (b) where: (a) is the amount resulting from the Monthly Claim Liability Limit Accounting calculation above; and If Schedule A indicates that the Deferred Carryover Deficit Recovery does not apply, then: (b) is the absolute value of the Carryover Deficit, plus Cumulative Reimbursements due or paid up to that Contract Month, minus Cumulative Retrospective Premium due or paid up to that Contract Month. Page 7 of 16 3H If Schedule A indicates that the Deferred Carryover Deficit Recovery does apply, then: (b) is Cumulative Reimbursements due or paid up to that Conuict Month, minus Cumulative Retrospective Premium due or paid up to that Contract Month. (2) If Schedule A indicates that the Claim liability Limit Accounting Period is Annual, then for the last Contract Month of each. Contract Period, Washington National will perform the following Annual Claim liability Limit Accounting calculation: The Cumulative Claim Liability Limit for the last Contract Month of the Contract Period, minus the Cumulative Benefit Payments for the last Contract Month of the Contract Period. If the above Annual Claim liability Limit Accounting calculation yields an amount less than zero, Washington National will pay to the Policyholder a Reimbursement equal to the absolute value of this amount. If the above Annual Claim Liability Limit Accounting calculation yields an amount greater than or equal to zero, the Policyholder will pay to Washington National a Retrospective Premium equal to the lesser of: (a) the amount resulting from the Annual Claim Liability Limit Accounting calculation above; or (b) the absolute value of the Carryover Deficit. (3) Medical Benefit Payments issued by Washington National which exceed the Individual Claim Pooling Liability Amount during the Contract Period will not be iwluded in Monthly Benefit Payments used in the Monthly or Annual Claim liability Limit Accounting Formula. (B) End of the Contract Period Experience Accounting The End of the Contract Period Experience Accounting will be performed by Washington National after the last Contract Month of each Contract Period and will include any Carryover Deficit and deficits or surpluses created by other experience refunding coverages which am listed in Schedule A. It will also include deficits or surpluses resulting from differences between actual and estimated Minimum Premium Premium amounts, unless the Policyholder has selected the Minimum Premium Premium Guarantee as indicated in Schedule A. (1) If the Monthly or Annual Claim Liability Limit Accounting calculation for the but Contract Month of the Contract Period yields an amount greater than zero, and the End of the Contract Period Experience Accounting indicates that no deficit exists, no R eimbuxsemaot is due from Washington National and no Retrospective Premium is due from the Policyholder. (2) If the Monthly or Annual Claim Liability Limit Accounting calculation for the but Contract Month of the Contract Period yields an amount greater than zero, and the End of the Contract Period Accounting indicates that a deficit exists, the Policyholder will pity to Washington National a Retrospective Premium equal to the lesser of: Page 8 of 16 bEN MUM PREMIUM AGREEMENT (a) the result of the Monthly or Annual Claim Liability Limit Accounting calculation for the List Contract Month of the Contract Period, minus and Retrospective Premium due or paid as a result of the Monthly or Annual Claim Liability Limit Accounting for the last Contract Month of the Contract Period; or (b) the absolute value of the deficit determined by the End of the, Contract Period Experie�cx Accounting. (C) Carryover Deficit Recovery Limit (1) If Schedule A indicates that the Carryover Deficit Recovery Limit does apply, then for each Contract Period, except for the last Contract Period while this Agreement is in effect, the amount of Carryover Deficit that is recoverable from Retrospective Premium will be limited to the lesser of (a) the absolute value of the Carryover Deficit for that Contract Period; or (b) the result of (i) multiplied by (ii) where: (i) is the Carryover Deficit Recovery Limit Percentage indicated in Schedule A; and (ii) is the result of (A) multiplied by (B) where: (A) is the Cumulative Claim Liability limit for the last Contract Month of the prior Contract Period, divided by the number of Contract Months in the prior Contract Period; and (B) is 12. (2) If there is a deficit which exists as of the effective date of this Agreement created by experience refunding coverages under the Group Policy, thee, for the first Conbiwt Period, the Cumulative Claim Liability Limit referenced in Article III, section (C)(lxb)(u')(A) is replaced by earned premium for the experience refunding coverages under the Group Policy. (D) Post Termination Final Accounting and Reserves (1) If Schedule A indicates that Reserves am held by the Policyholder and a Post Termination Claim Liabiity Limit DOES apply, Washington National will perform the following Post Termination Claim Liability Limit Accounting calculation after the Post Termination Period. - The Post Termination Claim Liability Limit, minus Run -Out Claims issued during the Post Termination Period. Since Individual Claim Pooling terminates whoa this Agreement terminates, Medial Benefit Payments issued during the Post Termination Period which exceed the Individual Claim Pooling Liability Amount will be included in Run -Out Claims in the above Post Termination Claim Liability Limit Accounting formula. Page 9 of 16 ,.t�,l�ut to .; yv_I, tu_ ri; ��l.,c�.1 (a) If the above Post Termination Claim liability Limit Accounting calculation yields an amount less than zero, Washington National will pay to the Policyholder a Reimbursement equal to the absolute value of this amount, mimes the Surplus Position for the last Contract Period. (b) If the above Post Termination Claim liability Limit Accounting calculation yields an amount greater than or equal to zero, and the End of the Contract Period Experience Accounting for the last Contract Period indicates that no deficit exists, no Reimbursement is due from Washington National and no Retrospective Premium is due from the Policyholder. (c) If the above Post Termination Claim Liability Limit Accounting calculation yields an amount greater than or equal to zero, and the End of the Contract Period Experience Accounting for the last Contract Period indicates that a deficit exists, the Policyholder will pay to Washington National a Retrospective Premium equal to the lesser of: (i) the amount resulting from the above Post Termination Claim Liability Limit Accounting calculation; or (ii) the absolute value of the deficit determined by the End of the Contract Period Experience. Accounting for the last Contract Period. (2) If Schedule A indicates that Reserves are held by Washington National, Washington National will perform the following calculation after it has been determined by Washington National that all Run -Out Claims have been issued: Reserves established at the End of the Contract Period Experience Accounting for the last Contract Period, minus Rua -Out Claims. If the above calculation yields an amount less than zero, and there is a positive Surplus Position for the last Contract Period, the Policyholder will pay to Washington National a Retrospective Premium equal to the lesser of: (a) the amount by which the Run -Out Claims exceed the Reserves established at the Fad of the Contract Period Experience Accounting for the last Cute Period; or (b) the Surplus Position for the last Contract Period. (E) Individual Claim Pooling If Schedule A indicates that Individual Claim Pooling in included, Washington National will pool Per Contract Period, certain individual Medical Benefit Payments over a specified amount, referred to as the Individual Claim Pooling Liability Amount which is indicated in Schedule A. Prescription drug card and mail order drug coverages. if applicable, are not considered 'Medical' covers M, . The administration of Individual Claim Pooling will be as follows: (1) Washington National will be financially liable for Medical Benefit Payments and will issue those Medical Benefit Payments for any insured employee or dependent that exceed the Individual Claim Page 10 of 16 hENEAUM PREMIUM AGREENMM Pooling liability Amount during the Contract Period. (2) Any Medical Benefit Payments issued by Washington National which exceed the Individual Claim Pooling Liability Amount during the Contract Period will not be included in Monthly Benefit Payments used in the Monthly or Annual Claim liability Limit Accounting Formula. (3) Any Medical Benefit Payments issued by Washington National which exceed the Individual Claim Pooling Liability Amount during the Contract Period will not be drawn from the Policyholder's Bank Account. (4) Individual Claim Pooling terminates on the date this Agreement terminates. (F) Refunds, Recoveries, Voids, and Credits (1) Except for recoveries received in connection with Medical Benefit Payments issued in excess of the Individual Claim Pooling Liability Amount, any refimd or recovery of Benefit Payment amounts, or voids or credits received or applied, will reduce Benefit Payments issued during the Contract Month in which the recovery or refund is received, or the void or credit adjustment is made. (2) If Washington National issues Medical Benefit Payments for a claim in excess of the Individual Claim Pooling Liability Amount during the Contract Period, with subsequent recovery by Washington National or the Policyholder of monies paid on this claim either by the Policyholder or Washington National, Washington National has the right of receipt of such monies up to the total amount of such Benefit Payments issued by Washington National. The Policyholder agrees to immediately pay to Washington National any such monies received by the Policyholder and authorizes Washington National to negotiate payment of instruments written in the name of the Policyholder, on behalf of the Policyholder. Recovery of Individual Claim Pooling Liability amounts will not be used to reduce the total amount of Benefit Payments during the Contract Period in which the Benefit Payment was originally issued or in the Contract Period in which the recovery is received. This provision will apply regardless of the caautx of the recovery or when it is received. This provision survives the termination of this Agreement and the Group Policy. ARTICLE IV - PREN UUM (A) Nfinimton Pt a nium Pre nitttn (1) The Policyholder will pay to Washington National for each Contract idonth that this Agreement is in effect a premiumm equal to the sum of the result of (a) multiplied by (b), where: (a) is the Minimum Premium Premium rates for all Minimum Premium Coverages shown in Schedule A for the Contract Month, and (b) is the corresponding number of insured employees and dependent units for that Contract Month. (2) Each Minimum Premium Premium will be due an the first day of the month for which it applies. (B) Reirospe ctive Ptvmitnn Page 11 of 16 bU NIl41UM PREMIUM AGREEMENT` (1) Retrospective Premium for any Coatract Month, as calculated in Article III, sections (A), (B), (C), and (D), is the amount due from the Policyholder for that Contract Month to Washington National. (2) The Policyholder will make funds available for Washington National to transfer via electronic fund transfer (EFT) immediately upon written notice. (C) Post Termination Premium (1) If Schedule A indicates Reserves are held by the Policyholder and a Post Termination Claim Liability Limit DOES apply, the Policyholder will pay to Washington National a Post Termination Premium following termination of this Agreement equal to the sum of the result of (a) multiplied by (b), where: (a) is the Minimum Premium Premium for the last Contract Month of the last Contract Period; and i (b) is the Post Termination Premium Factor shown in Schedule A. (2) The Post Termination Premium will be due immediately upon written notification by Washington National to the Policyholder of the Post Termination Premium amount due. (3) The Post Termination Claim Liability Limit option can only be elected or cancelled by written agreement of both parties, typically at renewal. If the Post Termination Claim Liability Limit is elected, it can not be unilaterally cancelled by the Policyholder at any time, including at termination of this Agreement. Unless Washington National consents to the cancellation of the Post Termination Claim Liability Limit, the Policyholder must pay the Post Termination Premium. OD) Non -Payment of Premium A grace period of the same length as that provided by the Group Policy Will be, granted for the payment of each Premium due after the first Premium. If: (1) any Premium is not paid by the Policyholder to Washington National within the grace period, this Agreement will automatically terminate at the end of that grace period. No written notice of such automatic termination is required. If this Agreement terminates for any reason, the Policyholder will be liable for all Premium due and unpaid, including a pro rats Premium for any time this Agreement is in effect during the grace period; or (2) Washington National is notified that there were not sufficient funds (NSF) in the Policyholder's Bank Account(s) to cover a check or electronic fund transfer (EF'I) in payment of Premium due, they this Agreement will automatically terminate on the date on which the grace period for such Premium ends. No Written notice of such automatic termination is required. This will be the can even if the check presented for payment by Washington National is found to be NSF after the end of the grace period. Washington National reserves the right to recover from the Policyholder charges related to non -sufficient funds (NSF) in the Policyholder's Esmk Account(s) plus any applicable interest. Page 12 of 16 MIlVIMUM PREMIUM AGREEMENT' ARTICLE V - BANKING (A) The Policyholder will establish a checking account upon which Washington National is authorized to draw checks for Benefit Payments issued by Washington National, and for which Washington National is allowed to act on the Policyholder's behalf with regard to the administration of this account for purposes of establishing and changing signature(s) which appear on chocks issued for Benefit Payments, for printing of check stock, and for establishing electronic fund transfer (EFT) arrangements. (B) Washington National may initiate electronic fund transfers (EFI) from one of the Policyholder's Bank Accounts for Benefit Payments, and from another of the Policyholder's Bank Accoun(s) for Respective Premium and Post Termination Premium due to Washington National. (C) The Policyholder agrees to maintain funds in its Bank Account(s) both before and after termination of this Agreement which are adequate to cover checks for Benefit Payments issued by Washington National, Retrospective Premium, and Post Termination Premium. s (D) The Policyholder agrees to establish and maintain a line of credit as required in an amount specified by Washington National upon which Washington National is authorized to draw is the event that the Policyholder fails to maintain funds in its Bank Account(s) as described in Article V, section (Q. (E) Washington National will imprint the routing and account number of the Policyholder's designated Bank Account(s) at the bottom of its check stock.. This section shall not apply when Washington National is not the Claim Payor. (F) To establish these banking arrangements referenced above: (1) the Policyholder is responsible for all of the following: (a) a Bank Resolution; (b) a W-9 form; (c) electronic fimd transfer OTT) authorization forms; (d) any special forms or instructions for making fiord transfers; (a) all banking fees, if the Washington National designated bank is not used; and (f) establishing and maintaining a king of credit as required. (2) Washington National is irresponsible for all of the following: (a) establishing a bank account with the Washington National designated bank, if used, (b) administering escheats based on outstanding Benefit Payment chock information received from the Policyholder; (G) Washington National reserves the right to recover from the Policyholder charges related to non -sufficient funds (NSF) in the Policyholder's Bank Account(s) plus any applicable interest. Page 13 of 16 M3NI I [ M FREAIIUM AGREEMENT ARTICLE V1- AMENDMENTS (A) During the first Contract Period, Washington National has the right to change the Minimum Premium Premium rates and/or the Factors of this Agreement at any time: (1) if the Minimum Premium Coverages are changed; or (2) if the provisions of the Group Policy have to be changed because of a change in law; or (3) if there is a change in the number of insured employees or dependent units covered for any of the Minimum Premium Coverages that equals or exceeds: (a) 10% in any Contract Month when compared to the prior Contract Mouth; or (b) 20 % at any time during a Contract Period. In this case, die change in the number of insured employees or dependent units covered will be determined by comparing the number of insured employees or dependent units covered for any Minimum Premium Coverages at the beginning of the first Contract Month of the Contract Period with the number of insured employees or dependent units covered for any Minimum Premium Coverages at the beginning of any subsequent Contract Month in that Contract Period. (4) upon addition or deletion of coverage for subsidiary or affiliated eomptnies or corporate divisions. The effective date of the change in Premium Rates and Factors will be the first day of the Contract Month following the effective date of the event in Article VI, sections (AX1), (2), (3), and (4) that roquirea such change. (B) For all Contract Periods following the first Contract Period, Washington National has the right to change the Individual Claim Pooling Liability Amount, the Premium Rates, and the Fadors of this Agreement at any time. The effective date of any such change will be the first day of a Contract Month. ARTICLE VII - TERMWATION (A) 'Ibis Agreement will terminate: (1) upon 31 days advance, written notice of termination by either the Policyholder or Washington National to the other party, (2) immediately upon termination of the Group Policy issued by Washington National to the Policyholder; (3) immediately upon failure of the Policyholder, to comply with any . term or condition of this Agreement, such as, but not limited to, failure to: (a) pay any Premium as specified in this Agreement; or (b) adequately find the Bank Accounts established to cover Benefit Payments and Premium; or Page 14 of 16 WiDU MUM PREMU M AGREEMENT (4) if any state or other jurisdiction enacts or amends a law or regulEon which, in the opinion of Washington National prohibits the continuance of this Agreement, this Agreement will terminate on the effective date of the law, regulation or amendment, as determined by Washington National. (B) The Group Policy will terminate automatically upon termination of this Agreement unless Washington National and the Policyholder have reached prior written agreement that termination of this Agreement will not automatically result in termination of the Group Policy. ARTICLE VllII • LEGAL PROVISIONS (A) Entire Agreement This Agreement contains the entire agreement between the parties and sets forth in full the services to be rendered by Washington National. It may only be modified or amended by written agreement of the parties hereto and any representation or statement not expressly set forth hereunder will not be binding ca any party hereto in any respect. (B) Hold Harmless The Policyholder agrees to indemnify and hold Washington National harmlesis from any liability or cost from any demand, claim or action brought against, or settlement, award or judgement, including attorney fees, levied against Washington National in connection with the Policyholder's failure to meet its obligations under the terms of this Agreement. (C) Invalid Provisions If a provision of this Agreement is found to be illegal for any reason by statute, regulation, or court, the finding will not affect the remaining provisions of this Agreement. This Agreement will be construed and enforced as if the invalid or illegal provision had not been included in this Agreement either as the effective date or the date the provision is held to be invalid or illegal. It is provided, however, that the basic purpose of this Agreement must be achieved through the remaining valid and legal provisions. (D) No Waiver Failure to enforce any term or provision of this Agreement. shall not constitute a waiver of any term or Provision- (E) Litigation If a lawsuit is brought with respect to a claim subject to this Agreement and processed by Washington National pursuant to Washington National's right to make final Benefit Payment determinations, Washington National will defend that suit. Washington National has the right to settle any lawsuit when, in Washington National's judgment, it appears expedient to do so. If any settlement or judgment is paid from Washington National funds and the Policyholder is obligated to pay these Benefits Payments in accordance with the terms of this Agreement, the Policyholder will reimburse Washington National for the amount of Benefit Payments included in the settlement or judgment. Page 15 of 16 h1004UM PREMIUM AGREEMENT In the event of a clerical error, the parties agree to revert to the position in which they would have been had the clerical error not occurred. Title Title October 19, 1995 Date Date ATTEST: �2 � P, - C �_r P� Betty IM. Yo-hns4in, City Secretary APPROVED AS TO CONTENT: Mary And ws, Managing Director of Human Reh6urces APPROVED AS TO FORM: CI .. �...:�'r r ,- Page 16 of 16 Office of O Human Resources City of Lubbock P.O. Sox 2000 Lubbock, Texas 79457 (606) 767-231 1 December 20, 1995 Ms. Cassie Stennett First Health Strategies 222 West Las Colinas Blvd Suite 1360 Irving, TX 75039 Cassie: Enclosed is the initialed replacement page 3 for the Alta RX Master Services Agreement. Please send me a copy of the completed agreement signed by First Health. If additional information is needed, let me know. Respectfully, Lou L. Moore Benefits/Payroll Coordinator a:lmlpg3cntrtfjh FERST HEALTH. 222 West Las Colinas Boulevard • Suite 1360 • Irving, Texas 75039 • (214) 401-4021 • Fax. (214) 401-4020 December 6,1995 Ms. Lou Moore City of Lubbock 1625 13th Street Lubbock, TX 79412 Dear Lou: Attached please find replacement page 3 for the ALTA RY portion of the. Master Services Agreement. The original page submitted to you did not include costs for other than point - of -service claims. Please replace with this page and have it initialed and returned to me. Please call should you have any questions. Sincerely, a) 0 -) �- Cassie Stennett Senior Account Representative CS/jd Enclosure IV. FEES. The fees and costs payable to FIRST HEALTH for the services provided under this Exhibit shall be as follows: A. A start-up fee of S PEA for positive enrollment, eligibility tape transfer, plan loading and other set-up services. B. $ 0.60 per point -of --service electronic claim transaction processed (paid or denied). $ 1.80 per processed claim transaction submitted via a claim form. $ 0.60 per processed claim transaction submitted through a mail order program. $ Abe per processed claim transaction submitted via magnetic tape. $ 0.10 per claim for concurrent drug utilization review. $ NIA per claim for retrospective drug utilization review. C. All costs incurred by FIRST HEALTH for the preparation and printing of necessary documents, at FIRST HEALTH's actual cost plus twenty percent for handling. D. Any increase in the rate of any non -controllable cost beyond that in existence as of the effective date of this Exhibit, or the most recent date of renewal. 'Noncontrollable cosy means any expense FIRST HEALTH incurs which is directly attributable to FIRST HEALTH's performance hereunder and which is beyond the reasonable control of FIRST HEALTH, e.g., postage rates. E. Costs incurred for employee presentations, client specific network expansion or for the preparation of employee promotional materials, as mutually agreed upon under paragraph V.D. below, or in a separate writing. F. Advance Payment of First Month's Fees. Unless both Client and FIRST HEALTH initial below, prior to the commencement f services under this Exhibit, Client shall a to FIRST HEALTH 'the amount of S , representing approximately one month's fees hereunder. Client shall receive credit for such payment on the invoice for the first month of services. No advance payment: -41A / Client FIRST HEALTH V. MISCELLANEOUS. A. FIRST HEALTH may adjust its fees for any reason effective as of any renewal date of this Exhibit upon at least thirty days advance written notice of the amount of the proposed adjustment. FIRST HEALTH may also adjust its fees for any reason during any renewal term effective as of the first day of any month upon at least ninety days advance written notice of the amount and effective date of the proposed adjustment. FIRST HEALTH may also propose such adjustments during the initial term of this Exhibit if the number of eligible Plan Claimants decreases by ten percent from the number as of the effective date indicated above. Client may terminate the Master Services Agreement with respect to this Exhibit, as provided under paragraph I I.A.(4) of the Master Services Agreement, if it does not accept any fee adjustment Copyright IW4 FIRST HEALTH Sawwgies. Inc. Co\RR-Ex3 0? W FERST HEALTH. 222 West Las Colinas Boulevard • Suite 1360 • Irving, Texas 75039 • (214) 401-4021 • Fax (214) 401.4020 MEMO To: Lou Moore From: Cassie Stennett Subject: City of Lubbock Date: November 14, 1995 Attached you will find Addendum #2 to retain for your files. Thanks. CS/jb Enclosure ADDENDUM NUMBER 2 FEE EXHIBIT TO ADMINISTRATIVE SERVICES AGREEMENT, HEALTH CARE MANAGEMENT & ALTA RX The Administration Contract, Health Care Management, and ALTA Rx Service Agreement is hereby amended effective November 1, 1995, as follows: Fee Exhibit page of Administration Contract: Will Renew At the same rate of $3.19 per number of Covered Medical Employees and $4.80 per number of Covered Medical Dependents as of the first day of the month. $1.21 per number of Covered Dental Employees and $1.82 per Number of Covered Dental Dependents as of the first day of the month. And, $8.88 for medical and dental claims processed over 68% annual utilization. Fee Exhibit page of Health Care Management Contract: Will Renew The Health Care Management - Inpatient program at $1.24 per Covered Employee per month and $1.98 per Covered Dependent per month. Fee Exhibit page of ALTA Rx Services Agreement: Will Renew At the same rate of $.95 per point of service claims transaction processed (paid or denied) and $1.88 per processed claimis transaction submitted via a claim form and $.20 per claim for concurrent drug utilization review. PPO Repricing: Will Renew At the same rate of $1.00 per employee per month. The renewal rates for FIRST HEALTH's Administration, Health Care Management, and ALTA Rx Agreements will continue from November 1, 1995, to November 30, 1995. FERST- HMMO In other aspects the Contract remains the same. Accepted by City of Lubbock this day of , 1995. Title: Accepted for FI ALTH this % day of 1995. By: Title: FIRST N�TM� FIRST HEALTH. 222 West Las Colinas Boufevard • Suite 1360 • Irving, Texas 75039 • (214) 401-4021 • Fax (214) 401-4020 January 4, 1996 Lou Moore City of Lubbock 1625 13th Street Lubbock, Texas 79412 Re: Master Service Agreement Dear Lou: Attached you will find a copy of the Master Service Agreement for City of Lubbock. This copy you should retain for your records. If you have any other questions or concerns please let me know. Sincerely, Cassie Stennett Senior Account Representative CS/jb attachments This Master Services Agreement ("this Agreement") is made between the FIRST HEALTH affiliate(s) identified in the attached Services and Fees Exhibit(s) (hereinafter referred to as "FIRST HEALTH", either individually or collectively, as required by the context), and CITY OF LUBBOCK ("Client"), as Plan Sponsor and/or Administrator of the ray nF i ngRa .K FHPI nYFF BENEFIT Plan (the "Plan"). 1. SERVICES TO BE PERFORMED. FIRST HEALTH shall perform the services described in the attached Services and Fees Exhibit(s) (the "Exhibit(s)") in accordance with the terms of the Plan and within the framework of directives, policies, interpretations, rules, practices and procedures made by Client, to the extent, that such are consistent with the Exhibit(s) and all applicable laws and regulations. Notwithstanding any other provision of this Agreement or the Exhibit(s), FIRST HEALTH's services shall not include the services of legal counsel, .investment advisors, or certified public accountants. FIRST HEALTH may suggest the use of such professional advisors but shall not be responsible for the quality or cost of any services so provided. 2. ; .' STANDARD OF PERFORMANCE. FIRST HEALTH, shall exercise reasonable care, diligence and skill in performing the services provided under this Agreement. 3. : AUTHORITY OF FIRST HEALTH. FIRST HEALTH is engaged to perform the services under this Agreement as an independent contractor and not as a fiduciary of the Plan or as an employee or agent of Client. FIRST HEALTH shall have no final discretionary authority or control over the management or disposition of Plan assets, and no authority over or responsibility for Plan administration. Because FIRST ':: HEALTH is neither the Plan Sponsor- or Administrator, nor a provider of health care services to Plan participants or beneficiaries (collectively "claimants"), FIRST HEALTH shall have no responsibility for: (a) any funding of Plan benefits; (b) any insurance coverage relating to the Plan, claimants, or Client; or (c) the nature or quality of professional health services rendered to claimants. 4. `•":' FEES. For the services provided under this Agreement, Client shall pay FIRST HEALTH the fees described in the Exhibit(s). Unless otherwise noted in the Exhibit(s), FIRST HEALTH is authorized to deduct any fees and other charges due under this Agreement, as soon as they are properly determined, from any account Copyright 1"3 FIRST HEALTH Stntegim Inc. CONMSTR.1 09193 -: established by Client over which FIRST HEALTH has withdrawal authority. Otherwise, Client shall pay any amounts due under this Agreement within ten calendar $.,:,,,,..days after receiving a statement therefor, unless a different time period is expressly stated in the Exhibit(s). Interest shall accrue on any past -due amounts at the lesser of twelve percent per annum or the maximum rate allowed by law. 5. LIABILITIES OF THE PARTIES. The parties each acknowledge that the Plan Administrator, and not FIRST HEALTH, has the final discretionary authority to determine what benefits will be paid by the Plan. Accordingly, Client shall defend FIRST HEALTH against any third -party claims relating to the Plan and indemnify FIRST HEALTH against any expense or liability (including reasonable attorneys' fees) arising from such claims; provided, however, that Client shall not be required to .'defend or indemnify FIRST HEALTH hereunder if and to the extent that such claim, expense or liability is due to FIRST HEALTH's breach of its obligations under this Agreement, including without limitation those set forth in paragraphs 1 and 2 above. Except as provided in the preceding sentence, FIRST HEALTH and Client shall each 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 acts or omissions. Rights of indemnification under this paragraph 5 shall survive termination of this Agreement. 6. ;', COMPLIANCE WITH APPLICABLE LAWS. FIRST HEALTH and Client shall each be solely responsible for compliance with all laws, rules and regulations that are now or hereafter applicable to each of them and their own performance under this r M t Agreement. FIRST HEALTH shall not be responsible for establishing or maintaining the, Plan or the Plan Sponsor in compliance with applicable state or federal legal requirements. Nor shall FIRST HEALTH be an entity that is responsible for payment under, the Plan, as referenced in federal Medicare secondary payer laws and regulations. 7. ` COSTS AND EXPENSES. FIRST HEALTH shall, at its own expense, make arrangements for sufficient personnel and facilities to provide its services under this ;'.Agreement. Client shall be responsible for all other expenses relating to Plan .:' establishment, administration and benefits, including any applicable tax -related liabilities and all legal, accounting, and other professional fees. 8. II BOOKS AND RECORDS. Client shall provide to FIRST HEALTH, or cause it to ;. beprovided, all information reasonably required by FIRST HEALTH to properly render its services under this Agreement ("Plan Records"), which shall remain the , ' property of Client. FIRST HEALTH shall maintain all Plan Records received by it and at Client's expense, shall make such records available for inspection or copying at FIRST HEALTH's office(s) where such records are kept, during normal business hours with reasonable advance notice. Upon Client's termination of this Agreement, FIRST - Copyright 1993 FIRST HFIAL771 Sintegin, Inc. CONMS7R.1 09N3 s HEALTH shall deliver to Client or its designee as soon as reasonably possible those Plan Records in FIRST HEALTH's possession. The Plan Records may be delivered %'= h:r in. the format in which they are maintained by FIRST HEALTH, but shall include sufficient format explanations and documentation to enable the recipient to have immediate use of the record information. Client shall reimburse FIRST HEALTH for all costs reasonably incurred in providing such records, including the costs of any ` programming or other changes that may be required as the result of any requests by Client for information in a format other than the format in which FIRST HEALTH has F . i maintained such records. FIRST HEALTH shall maintain all Plan Records in its possession for seven years, or until they have been transferred to Client or its designee, ,whichever occurs first. FIRST HEALTH shall be entitled to retain, at its own expense, .' ; . copies of any Plan Records that FIRST HEALTH reasonably determines are relevant to any existing or potential claims against FIRST HEALTH, but shall not use those records for any purpose other than resolving such claims. 9: " fi CONFIDENTIALITY. FIRST HEALTH shall keep all Plan Records confidential, and shall . disclose the information in such records only to Client or its designee; provided, however, that FIRST HEALTH may condition the release of medical - information identifiable with individual claimants ("personal information") upon the Client's written confirmation that such information is being requested by an authorized representative of the Plan Administrator for a lawful purpose. Personal information may,also be disclosed by FIRST HEALTH to the claimant to whom such information pertains, or to his/her legal guardian or other representative, upon receipt of written °t authorization from such person. FIRST HEALTH may also disclose Plan Records whenever required by order of a court or administrative agency with jurisdiction in the , •: matter. FIRST HEALTH may use data relating to the Plan for statistical or reporting purposes in a manner that will not disclose personal information or the identity of the Plan. 10." PROPRIETARY INFORMATION. A. As the result of this Agreement, each party to this Agreement and its respective agents and contractors may have access to information of a proprietary nature owned or licensed by the other, e.g., information { concerning the other's systems, programs, processes and methods (collectively the "Information"). FIRST HEALTH and Client both acknowledge that the Information of each has great value to the other and, if disclosed or used in violation of this paragraph 10, would cause the other immediate and irreparable injury. FIRST HEALTH and Client, and their respective employees and agents, shall not disclose or disseminate to anyone, or use for their own benefit, any Information of the other except as contemplated b this Agreement. :: �• : = P P Y gre B. If either party to this Agreement is validly served with a subpoena, t discovery request, or other process lawfully compelling production of CgV4g t M l9RST HEALTH Strnte`ia, Inc. CONNISTRJ 09/93 1 the other's Information ("Legal Process"), the party served shall ' immediately notify the other party. The other party may, at its own expense, take any actions it deems necessary to preserve the confidentiality of its Information; provided, however, that no party shall have any obligation to contest any Legal Process. C. Neither party to this Agreement will use without permission or otherwise infringe upon the other's names, marks, copyrights or other intellectual property. 11. _ :.TERM AND TERMINATION. A. The effective date(s) and term(s) of this Agreement with respect to each service provided by FIRST HEALTH are indicated in the Exhibit(s). r!fi .a► r" If an Exhibit provides that a term of service will be automatically s renewed, either party may terminate this Agreement with respect to that service by giving the other not less than sixty days written notice prior to the beginning of any such renewal term. Additionally, either party . shall have the right to terminate this Agreement, with respect to any x service(s), effective: (1) Upon the failure of the other party to cure any monetary default (including failure to pay FIRST HEALTH's fees and charges or to properly fund a benefits account or otherwise provide for allowed claims) within ten calendar days after written notice thereof; (2) Upon the failure of the other party to cure any material, non- `" ` monetary default within twenty calendar days after written notice thereof, or to commence within that same period to cure any such default that cannot reasonably be resolved within twenty days and to continue diligently working towards such cure thereafter for a period not to exceed ninety calendar days; (3) Immediately upon the date the other party becomes insolvent, has a receiver or bankruptcy trustee appointed for it, or makes a general assignment for the benefit of creditors; or a Asa fi..ih' (4) Upon the effective date of any fee adjustment proposed by FIRST HEALT14 in accordance with the terms of an Exhibit, if Client does not agree to such adjustment. B. Upon the effective date of the termination of this Agreement for any reason, each party shall: (1) Pay to the other party all amounts due under this Agreement Coprti;ht 1993 FIRST HEALTH Stmetim Inc. CONMSTRA 09M N within the lesser of twenty calendar days or the time period specified herein; 4; (2) Immediately cease to represent that FIRST HEALTH is a service provider with respect to the Plan, and Client shall immediately notify the Plan participants and beneficiaries of this fact; and (3) Immediately return to the other party any of its Information and any materials, excluding Plan Records, bearing the other party's names or marks. Alternatively, such Information or materials may be destroyed with the other party's written consent. NO THIRD PARTY BENEFICIARIES. Nothing in this Agreement, express or implied, is intended to confer upon any other entity or person (including without limitation any claimant or other person receiving or eligible to receive Plan benefits) any rights or remedies under or by reason of this Agreement. i. U....:. ENTIRE AGREEMENT; AMENDMENTS. This Agreement, together with the Exhibit(s), constitutes the entire agreement between FIRST HEALTH and Client with respect to the subject matter hereof, and supersedes all prior proposals, discussions, negotiations, and writings between the parties relating to such subject matter. This Agreement may only be modified by a writing executed by authorized representatives of. both FIRST HEALTH and Client. 14. "" SEPARABILITY. If any provision of this Agreement is held to be illegal or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in effect and the illegal or unenforceable provision shall be modified so as to conform to the original intent of this Agreement to the greatest extent legally permissible. Is..: ;;:;FORCE MAJEURE. The obligations of either FIRST HEALTH or Client under this Agreement, except for the obligation to make monetary payments, shall be suspended -during the continuance of any force majeure applicable to that party. The term "force " majeure" shall mean any cause not reasonably within the control of the party claiming suspension, including without limitation an act of God, industrial disturbance, war, riot, weather -related disasters, earthquake, governmental action, and unavailability or break down of equipment. The party claiming suspension under this paragraph 15 shall take reasonable steps to resume performance as soon as possible without incurring ' unreasonably excessive costs. Copyright M FIRST HEALTH S"in, Ina CONMSTR.3 09J93 ' 16.'; ASSIGNMENT. Neither party may assign its rights or duties under this Agreement without the prior written consent of the other, except that FIRST HEALTH may assign this Agreement to a different subsidiary or affiliate of FIRST HEALTH, and may subcontract certain duties to non-affiliated third parties, provided that such assignments and subcontracts shall not relieve FIRST HEALTH of any liability under this 'Agreement. This Agreement shall be binding upon and inure to the benefit of the parties' respective successors and permitted assigns. 17. 'ATTORNEYS' FEES. The prevailing party in any proceedings that concern the interpretation or enforcement of this Agreement shall be entitled to recover reasonable costs and attorneys' fees incurred in connection with such proceedings, including'any appeal. 18. NOTICES. All notices given under this Agreement shall be in writing and shall be hand -delivered, transmitted by. telecopy, sent by registered or certified mail (return receipt requested), or delivered by a nationally -recognized overnight courier service, to' the address(es) set forth on the signature page of the Exhibit(s), or to such other address as a party may hereafter designate in writing. A hand -delivered, telecopied or overnight-couriered notice shall be deemed given only when actually received. A notice sent by registered or certified mail shall be deemed given on its actual receipt or. the fifth day after the date mailed as evidenced by the sender's receipt, whichever occurs first. WHEREFORE, FIRST.HEALTH and Client have executed this Master Services Agreement with respect to each service described in the Exhibit(s) as of the date(s) indicated therein. Copyright 1991 FIRSr HEALTH Strategies, Inc. CONMST RA 09I9) s FIRST SERVICES AND FEES EXHIBIT TO MASTER SERVICES AGREEMENT FOR ADMINISTRATIVE SERVICES I. EFFECTIVE DATE AND TERM. ' 1 1 With respect to this Exhibit, the accompanying Master Services Agreement shall be effective from " DECEMBER 1 , 1995 , toNOVEMBER 30 , 1996 Thereafter, with respect to this _' Exhibit, the Master Services Agreement shall automatically renew for successive 1 year terns unless initialed below by Client and FIRST HEALTH: = Y No automatic renewal: %% / Xg Client FIRST HEALTH The amount of fees and costs payable to FIRST HEALTH during any renewal term shall be subject to adjustment as provided under paragraph W.A. below. II. 'SERVICES. is After its receipt and processing of all necessary Plan data and other information, the FIRST HEALTH affiliate signing below shall provide the following administrative services in connection with the Plan: A_ 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 normal business hours, including toll -free access if separately agreed upon, and by mail in response to written inquiries. Such information shall not constitute a determination of benefits that will be paid under the Plan, or a guarantee or certification to anyone that any amount will be paid. ''. Benefit determinations can only be made after a complete claim is submitted and fully processed by FIRST HEALTH, and are subject to all eligibility requirements, limitations, exclusions and other provisions of the Plan in effect when a claim is processed. B. Perform the following claims administration services in accordance with the terms of the accompanying Master Services Agreement and of the Plan, including any summaries or "write- ups" of the Plan as may be approved by the Plan Sponsor or Plan Administrator as the correct interpretation of Plan provisions: 1. Receive and review claims and claims -related documents. 2. Verify eligibility and calculate: amounts payable under the Plan in light of Plan provisions concerning medical necessity, reasonableness of charges and preferred provider or other service arrangements. 3. Correspond with claimants and/or their providers to obtain any required additional information and to determine whether other coverage for the claim exists under other benefit plans, insurance contracts, health maintenance organizations, or government - sponsored benefit programs. Copyright 1"3 FIRST HEALTH Strategic% Inc. CONFDM•ER.1 09/93 7. :.. Prepare and mail explanations of benefits (or denials of benefits) and benefit payment checks drawn on one or more demand deposit accounts. Such accounts shall be designated by Client, who shall ensure that the accounts contain sufficient funds at all times for the continuous and timely payment of benefits claims processed by FIRST HEALTH hereunder. If FIRST HEALTH determines that the accounts do not contain such funds, FIRST HEALTH may so notify Client and suspend further performance of services under this Exhibit pending termination of the accompanying Master Services Agreement as provided in paragraph I1.A.(1) thereof, with respect to the services described in this Exhibit. Provide any insurance carrier from which Client or the Plan obtains stop -loss or other coverage with information reasonably required by the carrier for payment of claims under such coverage. FIRST HEALTH assumes no responsibility or liability for the non- payment of such claims by any insurance carrier. Seek reimbursement of overpayments of Plan benefits and offset such erroneous payments against subsequent claims in accordance with Plan provisions and applicable law. FIRST HEALTH shall have no obligation 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. Consistent with FIRST HEALTH's lack of discretionary authority or control over Plan administration, FIRST HEALTH shall advise the Plan Administrator of all appeals of denied claims and the Plan Administrator shall make all final benefit determinations in such cases. C. Provide one copy of FIRST HEALTH's current form of plan document and/or summary plan description and all related standard administrative forms and assist with the design and printing of claims forms, ID cards, and other supplies designed specifically for the Plan. D. Provide all reports included, from time to time, in FIRST HEALTH's standard reporting package. E, Provide the Plan Sponsor with any data maintained by FIRST HEALTH that is required by the "E+k' Plan in the preparation of required reports and filings. F. j `i. Attend meetings with the Plan Sponsor as reasonably requested and necessary for the provision of services under this Exhibit. ' G.....:, Obtain quotations, as requested by Client, for policies of insurance, if available, including stop -loss or excess risk coverage and/or ancillary coverages such as life and AD&D. The decision to a ! purchase any such insurance shall be made solely by Client. FIRST HEALTH may assist Client t 'r in evaluating quotations but makes no representations or warranties regarding the adequacy of any particular coverage or carrier. FIRST HEALTH may receive commissions or other compensation in connection with Client's purchase of such insurance as described in the accompanying Disclosure of Insurance Commissions form, which shall be completed by FIRST HEALTH and acknowledged by Client or other named Plan fiduciary before such insurance is purchased. H: ;' Correspond with claimants and their representatives regarding possible third -party liability for 4 40 expenses paid by the Plan on claimants' behalf-, request repayment of those expenses in accordance with any subrogation provisions of the Plan. FIRST HEALTH shall have no responsibility or liability for the refusal of claimants or their representatives to reimburse the Plan for such expenses. FIRST HEALTH shall have no obligation to take any legal action to enforce the Plan subrogation rights. I. ' `. Provide the optional services for which a fee is indicated in Section III.C. below. Copyright M FIRST IIEALTII Stntgtim Inc. CONAW-EX.2 o9ro3 III. FEES.,,,, .::The fees and costs payable to FIRST HEALTH for the products and services provided under this Exhibit -shall be as follows: initial one-time fee of $ N/A , payable prior to commencement of services �} :under this Exhibit. 'B. .'s'' The base monthly fees(s) indicated and initialed below by Client and FIRST HEALTH, for claims incurred and received after the effective date of this Exhibit: INITIAL APPLICABLE FEES HERE: r0: 1. $ 6.40 er number of Covered Employees as of the first day of the month. Client FIST HEAL TO $1.50 per employee per month for dental as of the first day of the mot a. "Covered Employees" means each covered active employee .and any other person '. 7 ."*XI " covered by the Plan in his or her own right (such as former employees or others'" ,I .. 't.a::,;: . electing COBRA continuation coverage) and not by reason of his or her status as a dependent or spouse of a current or former employee. b. If Claims Transactions exceed per month per 100 Covered Employees during any [check one] three/ six/_twelve month period during any [check one] flan/ calendar year, an additional fee of $ per excess Claims W ' Transaction durin such nod, a able within sixt da s after the end of the nod. -.:. 8 I� P Y Y Y Pe 7 "Claims Transaction" means each separate disposition or step in the processing and * . , resolution of a claim, including an initial approval, denial, or request for additional ' information, and each such subsequent activity with respect to the claim until it is resolved. 2. $ per Claims Transaction per month. N/A / N/A Client FIRST HEALTH 3, A monthly fee equal to percent of H/A / H/A t t ! the aggregate dollar amount of claims paid Client FIRST HEALTH ' i. during the month. Other, including any combination of the above: / Client FfAST HEALTH .•` C:'f=si'cThe fee(s) for optional services indicated and initialed below by Client and FIRST HEALTH: .. INITIAL BELOW IF THESE i' SERVICES ARE SELECTED: 7 " FIRST HEALTH Interact. Standard Report Package: $ N/A / H/A F Client FIRST HEALTH -_{. ' - Analytical Services: $ N/A / N/A or $_ per hour) Client FIRST HEALTH - Sub -license: $ N/A / N/A ' (and/or $ per Covered Employee Client FIRST HEALTH per month) Copyright M FIRST HEALTH Strategies, Inc. CONADM-F.X.3 "193 2. . 3. Run -In Claims. - The following fees for processing claims incurred prior to the effective date of this Exhibit: Run -Out Claims. - The following fees for processing claims incurred after the expiration of the Master Services Agreement with respect to this Exhibit (provided, however, that all other provisions of the Agreement and this Exhibit shall remain in effect during such processing): i N/A / N/A Client FIRST HEALTH N/A / N/A Client FIRST HEALTH 4. Other Optional Services. Client FIRST HEALTH - The following fees for the additional -` services hereafter described: DICARE SECONDARY PAYOR - S20.00 per hour SPECIAL REPORTS b SUPPLIES — Cott D. Advance Payment of First Month's Fees. ". Unless both Client and FIRST HEALTH initial below, prior to the commencement of services under this Exhibit, Client shall pay to FIRST HEALTH the amount of $ N/A , representing 1 approximately one month's fees hereunder. Client shall receive credit for such payment on the invoice „. for the first month of services. No advance payment: Client FIR T HEALTH I, E. :' Increase in Non -controllable Costs. Increases in the rate of any non -controllable cost beyond that in effect as of the date of this Exhibit +' ror its most recent renewal shall be bome by Client. "Non -controllable cost" means any expense FIRST HEALTH incurs which is directly attributable to FIRST HEALTH's performance under this .• i ; Exhibit and which is beyond the reasonable control of FIRST HEALTH, e.g., postage rates. Copyright M FIRST 11CALTII Strateaka, Im CONADM-RX.4 "193 8 .r : IV.."` MISCELLANEOUS. t A.: -FIRST HEALTH may adjust its fees for any reason effective as of any renewal date of this Exhibit `upon at least thirty days advance written notice of the amount of the proposed adjustment. FIRST . ; �..` HEALTH may also adjust its fees for any reason during any renewal term effective as of the first day any month upon at least ninety days advance written notice of the amount and effective date of the iof proposed adjustment. FIRST HEALTH may also propose such adjustmc;n[s during the initial term of "•`�, ` this Exhibit if the number of eligible Plan Claimants decreases by. ten percent from the number as of the effective date of this Exhibit indicated above. Client may terminate the Master Services Agreement with respect to this Exhibit, as provided under paragraph 11.9.(4) of the Master Services .: / Agreement, if it does not accept any fee adjustment proposed by FIRST HEALTH. B. a , Mutually acceptable fee adjustments may be reflected in a letter which shall be signed by authorized representatives of FIRST HEALTH and Client and attached to this Exhibit. Except for adjustments fees and charges expressly set forth in such a letter, all terms and conditions of this Exhibit and the i Master Services Agreement shall remain in effect until the Master Services Agreement is terminated with respect to this Exhibit as provided therein. C. y,t Other miscellaneous terms, if any: i I! 11 ,,F 1 i 1 1 , J 1 Copyright 1"3 FIRST HEALTH Stnleghs, Inc. CONADM•EX3 "193 [Print Name of Client] ISTRATOR tp nship `d a -ent t e Plan, an onsor and/or mimstrator S► Kg, FIRST HEALTH STRATEGIES (TPA), INC. Y111100" By: &ad of ien s P orized [Signature of RST HEA H Representative] Corporate Officer] DAVID R. LANGSTON �t�-l►-►�k 7. Ear ( c [Print Name of Person SigningAbove] 5R. vi,(R.. PrCS,'0., f [Print Title of Person Signing Above] Address: 222 W. LAS COLINAS BLVD. SUITE 1360 IRVING, TX 75039 Attn: CASSIE STENNETT APPROVED AS TO FORM: nald G. Vandiver, First Assistant City Attorney CONADM-MG 09193 r FIRST HEALTH. ERISA PTE 77-9 DISCLOSURE OF INSURANCE COMMISSIONS '. THIS FORM MUST ACCOMPANY EACH ADMINISTRATIVE SERVICES EXHIBIT TO A FIRST HEALTH MASTER SERVICES AGREEMENT Name of Plan: CITY OF LUBBOCK EMPLOYEE BENEFIT PLAN Insurer: ` "`` WASHINGTON NATIONAL The products; being purchased by the above Plan or its Sponsor include the following: Life` 3' I: AD&D Dependent Life X Stop Loss Other. INITIAL AND RENEWAL COMMISSIONS FIRST,HEALTH will receive the following initial and renewal sales commissions expressed as a percentage of the gross annual premium payments (i.e. ): Life Initial: 0 % Each Renewal: 0 % Stop Loss ra, k � ' Initial: Each Renewal: Q % FIRST.HEALTH has agreed to pay N/A (% or $) of the commissions received to (name and address): ADDITIONAL COMPENSATION FIRST HEALTH may receive additional compensation from the Insurer in the form of a production bonus, service fees, override commissions or a profit sharing arrangbment. Such compensation may be based upon FIRST HEALTH's potential volume of business with the Insurer, the overall profitability of the Insurer's business, or other similar, factors.' The amount of such additional compensation, if any, will not be known until the end of the agreement period with the Insurer.. Information regarding such additional compensation, insofar as it relates to the Plan, will beavailable for the Plan fiduciaries' review after such amounts have been determined. Copyright M FIRST HEALTH Strate`ic% Inc CONrrF F.X.1 09193 OTHER COSTS OR FEES Other costs or fees (in addition to commissions disclosed above) that may be charged to the Plan or its Sponsor by the Insurer include policy change fees and costs, early contract termination charges, or certain other fees, discounts, penalties,"or adjustments which may be imposed under the terms of the recommended contract. These additional costs or fees ' may be summarized as follows: RELATIONSHIP TO INSURER FIRST HEALTH [check one] is X is not an affiliate of the Insurer. FIRST HEALTH [check one] 'is q X is not limited by any agreement with the Insurer in its ability to recommend the purchase of insurance products from other insurers or funding organizations. Explanation. if applicable: RELATIONSHIP TO PLAN To avoid a possible prohibited transaction under the Employee Retirement Income Security Act of 1974 ("ERISA"), if applicable to the above Plan, FIRST HEALTH may not be: Affiliated with the Plan Sponsor or any other employer who has employees covered by the'Plan; 2 A Plan Trustee (other than a nondiscretionary trustee who does not render investment advice concerning Plan assets); '3 A named Plan Administrator; or ~ 'A named Plan Fiduciary or other fiduciary who is expressly authorized in writing to manage, acquire or dispose of Plan assets on a discretionary basis. ACKNOWLEDGEMENT The undersigned acknowledges receipt of the informatign contained in this statement prior to any purchase of the insurance products described above and approves the proposed transaction on behalf of the Plan or Plan Sponsor without receiving, either directly or indirectly, any compensation or other consideration for his or her own personal account from any party dealing with the Plan in connection with the transaction. The undersigned certifies that, to the best of his or her knowledge and belief, FIRST HEALTH is not related to the Plan. in any capacity described above. (Signature Of Plan Administrator or other named Fiduciary) Date Copyright M FIRST HEALTH StrategIM Inc. CONPTE-XX.3 09/93 MASTER SERVICES AGREEMENT FOR HEALTH CARE MANAGEMENT SERVICES L . -:,EFFECTIVE DATE AND TERM. With respect to this Exhibit, the accompanying Master Services Agreement shall be effective from OECEMBER 1 , 1993-, to NOVEMBER 30 , 1996 . Thereafter, with respect to this Exhibit, the Master Services Agreement shall automatically renew for successive I year terms unless initialed below ,,,by Client, and FIRST HEALTH: r, .No automatic renewal: XX / XX Client FIRST HEALTH The amount of fees and costs payable to FIRST HEALTH during any renewal term shall be subject to adjustment as provided under paragraph III.A. below. IL . SERVICES AND FEES. After its receipt and processing of all necessary Plan data and other information, the FIRST HEALTH affiliate . ,,, signing,below shall perform those services for which a fee is indicated and initialed by Client and FIRST «. HEALTH. ~...''. INITIAL BELOW IF THESE SERVICES ARE SELECTED: A . t HEALTH CARE MANAGEMENT -INPATIENT. 'i...'.C: Client FIRST HEALTH Determination of whether unscheduled surgical procedures are cosmetic or medically necessary ("preauthorization") and, if requested, determination of the amount that will be paid by the Plan for such procedure(s) subject to certain specified conditions ("predetermination"). Requests for pre determinations must be submitted in writing. y2. ; Determination of medical necessity of scheduled procedures ("precertification") for all ,.! hospital admissions, including psychiatric and chemical dependency admissions. . `. . 3. Admission review (all inpatient admissions). .4. Cyclic concurrent continued stay management. 5. Discharge planning. ' 6 Catastrophic case management. Copyright 1993 FIRST HEALTH Strolegim Inc. CONUCM-EX.1 09193 DA 7. Inpatient behavioral case management. Claims review (described in II.D. below). .9. , Quality assurance studies. 'L lo. Referrals to preferred provider physicians and hospitals.. �'` •`.,° 11. Health information services via toll free number (if necessary). '�='`�►F'4 :12. Standard Activity reports. 2.00 ' ' per Covered Employee per month ' MatemiHealth may be added for the following additional fees (check selected services): High Risk Maternity NO 1' Short Stay Maternity Nfl $_S(,A_ per Covered Employee per month B ,' 1 HEALTH CARE MANAGEMENT -COMPREHENSIVE. NIA NIA Client FIRST HEALTH I. All services included in Health Care Management -Inpatient, above. ` 2: Ambulatory precertification of medical necessity of the following services: �.; Arthroscopy (knee) ' Carpal Tunnel Hammertoe Hemorrhoidectomy r,.. ,:....: Hysteroscopy Infusion Chemotherapy ;• Myringotomy , ' Pacemaker Implantation PET/PERT/PETT Scan Septoplasty Tonsillectomy and/or Adenoidectomy Thallium Stress Test Tympanostomy UGI Endoscopy 3. Specialized management for alternative levels of care (check selected services): ~'a':•�'j,' i Home Health Care Management, Hospice Management . ` Extended Care Facility Management Podiatry Management Chiropractic Management t MaterniHealth High Risk Maternity • Short Stay Maternity per Covered Employee per month Copyright 1"3 FIRST HEALTH SlrnleglM Inc. CONIICM-EX2 09/93 i70,•' t;04, l Determination of whether unscheduled surgical procedures are cosmetic or medically necessary ("preauthorization") and, if requested, determination of the amount that will be paid by the Plan for such procedure(s) subject to certain specified conditions ("predetermination ). Requests for predeterminations must be submitted in writing. 2: Notification by participants of any of the following services being scheduled for purposes of Catastrophic Case Management screening ("prior notification"): • Inpatient Hospital Admissions • Inpatient Behavioral Admissions • Home Health Care • Hospice • Extended Care Facilities 3. Catastrophic Case Management. 4. MatemiHeaIth (check selected services): • High Risk Maternity • Short Stay Maternity 5: Claims Review. per Covered Employee per month D. ° "CLAIMS REVIEW. N/A / N/A. Client FIRST HEALTH Retrospective review of medical claims to determine appropriateness of charges by examining, e.g., level of care, type of service, coding practices, etc. N/A / N/A Client FIRST HEALTH I.; Specialized case management provided by professional staff with advanced degrees and/or experience in the behavioral sciences. 2. ' Precertification and concurrent certification of medical necessity of services provided in a • •,, ; provider's office or facility -based services (day/partial hospitalization). Standard Activity Reports. $ per Covered Employee per month Copyright M FIRST HEALTH Strategies, Inc. CONIICM-EXJ 09197 4 DENTAL MANAGEMENT. N/A / N/A Client FIRST HEALTH Determination of whether unscheduled procedures are cosmetic or medically necessary ("preauthorization") and, if requested, determination of the amount that will be paid by the Plan for such procedure(s) subject to certain specified conditions ("predetermination"). Requests for predeterminations must be submitted in writing. } ': 2. Claims Review. . . ' 3. Standard Activity Reports. per Covered Employee per month G. ' ;" DISABILITY MANAGEMENT. N/A / N/A Client FIRST HEALTH i..:+"'N.F.. I.,.' Precertification and Concurrent/Follow-up Services. ' Precertification, concurrent or follow-up reviews, and physician review services on a per -case basis. Individual services (i.e., inpatient hospital admission, physical therapy, or chiropractic i L; services) precertified for any given claimant will be billed as separate cases. hour a.'` ". 2. Medical and/or Vocational Case Management. NIA / NZA Client FIRST HEALTH Telephonic or on -site services performed by a qualified RN or Vocational Rehabilitation counselor for the purposes of medical assessment and/or coordination under workers' �:. compensation, short term disability, or long term disability coverage, and issues impacting return to work. All activity will be pre -approved bythe adjuster, payor, or other designee of Client. $ / hour plus expenses, e.g., long distance tolls, mileage and other travel expenses €, iSy3. Hospital Bill Review. N/A / N/A �...1 Client FIRST HEALTH �4Ui - . ' Hospital bills will be pre-screened for audit potential at no charge. All audits review length of stay and fee adjustments required by state schedules, and recalculate for per diem rates. Prescreen No Charge Hospital Bill < $5,000 $ + access fee Hospital Bill < $10,000 $ + access fee tN ? I Hospital Bill $10,000+ % of Billed Amount ; : " 40, , ; :... Travel No Charge _ ..;�"..`..;4... Independent Medical Evaluation (IME) Scheduling¢. N/A / N/A Client FIRST HEALTH FIRST HEALTH Case Manager will identify an appropriate IME physician, schedule the IME appointment, and notify the patient of the appointment. .$ per IME Copyright 1"3 FIRST HEALTH Strote=im Ire. CONHCM-F.X.4 09193 _ I H. k HOSPITAL BILL NEGOTIATION/AUDIT. / Client FIRST HEALTH 1. Negotiation of hospital bills greater than $20,000, with onsite audit if necessary. 2. Standard Activity Reports. Negotiation Fees: 20% of the savings negotiated (the difference between the hospital's billed charges and the negotiated charge). Onsite Audit Fees: 3% of the audited charges. MANAGED SECOND OPINION. N/A / N/A Client FIRST HEALTH ' 1. Application of clinical criteria to identify cases which could benefit from a second opinion for the following procedures: ft Eyi:f C-Section Exploratory Laparotomy ,:: }; �i' '. Cholecystectomy Mastectomy Hysterectomy Prostatectomy Laminectomy 2. Standard Activity Reports. $ per Covered Employee per month J. SET-UP SERVICES. N/A / N/A Client FIRST HEALTH L One standard employee communication package (English only; Spanish version provided for - ►"�trii' ; t�� , h4} -. R extra fee) per Covered Employee. Any material describing FIRST HEALTH's services distributed by the Plan must first be reviewed and approved by FIRST HEALTH, at the hourly rate then currently charged by FIRST HEALTH for such review. :f „=f,l `2. Loading of Plan benefit information. plus actual printing costs for employee communication packets. . K." !:.:, �:ADVANCE PAYMENT OF FIRST MONTH'S FEES. Unless both Client and FIRST HEALTH initial below, prior to the commencement of services under t this Exhibit, Client shall pay to FIRST HEALTH the amount of $ N/A i representing approximately one month's fees hereunder. Client shall receive credit for such payment �= on the invoice for the first month of services. Pr. No advance payment: XX / XX Client FIRST HEALTH ;f J; :...: Copyright M FIRST HEALTH Siateaie% Inc. CONIfCM•F:X3 09/93 M. MISCELLANEOUS. • + � Hwy "f�'f'i'' •• Li .:i_FIRT HEALTH lA`'Smay adjust its fees for any reason effective as of any renewal date of this Exhibit i i upon at least thirty days advance written notice of the amount of the proposed adjustment. FIRST HEALTH may also adjust its fees for any reason during any renewal term effective as of the first day . ! of any month upon at least ninety days advance written notice of the amount and effective date of the proposed adjustment. FIRST HEALTH may also propose such adjustments during the initial term of �� .•ter. :•this Exhibit if the number of eligible Plan Claimants decreases by ten percent from the number as of '.' the effective date indicated above. Client may terminate the Master Services Agreement with respect ; E ;• to this Exhibit, as provided under paragraph I I.A.(4) of the Master Services Agreement, if it does not Iz{ accept any fee adjustment proposed by FIRST HEALTH. • fit,;, i B 4 Mutually acceptable fee adjustments may be reflected in a letter which shall be signed by authorized .representatives of FIRST HEALTH and Client and attached to this Exhibit. Except for adjustments ,141r.: ri fees and charges expressly set forth in such a letter, all terms and conditions of this Exhibit and the Master Services Agreement shall remain in effect until the Master Services Agreement is terminated r ! `zty $� 3; with respect to this Exhibit as provided therein. 1 C 14.0[4As used in this Exhibit, "Covered Employee" means each covered active employee and any other -person covered by the Plan in his or her own right (such as former employees or others electing '=` { COBRA continuation coverage) and not by reason of his or her status as a dependent or spouse of a... 7�iq, , current or former employee. D. `,` FIRST HEALTH shall have no responsibility or liability to anyone for the results of professional :`.services rendered by healthcare providers. FIRST HEALTH shall have no right or obligation under "�� t ,. • this Exhibit or the Master Services Agreement to intervene in the determination of what such services 1 shall be or how they shall be rendered. Decisions to obtain or deliver any health care service shall i ., A always be made only by the patient and/or the patient's treating professional. . 'H 1 ,cicr r �Is,'='+��+91�•�-1fia'.� . ! ... ... „FIRST HEALTH may rely on the recommendations of licensed health care professionals retained by FIRST HEALTH to assist it in rendering the health care management services provided for under this < ; Exhibit., , rF `�+e.� FIRST HEALTH's health care management services do not include a guarantee or certification to anyone that particular professional services are covered under the Plan or that benefits will be paid for ..�k„?,,:those services. Final eligibility and coverage decisions can be made by the Plan's claims payor only x Ri after a complete claim is submitted and fully processed for payment. G It Other miscellaneous terms, if any: , 47. ME Copyright IV03 FIRST HEALTH Strotexks• Inc CONHCM-F•XA r IV. ' • 'EXECUTION OF AGREEMENT. CITY ' OF LUBBOCK FIRST HEALTH REVIEW, INC. }r [Print Name of Client] I TRATOR [Print Re ions ' o e Plan, P Spons r and/o ,:� } y OF _ '''' •: [Signature of nt's Author' d B GI y� [Signature of FIRST HEALTH Representative] Corporate Officer] ~ DAVID R. LANGSTON Pm +Ck ZT. Ear, 1, .. [Print Name of Person Signing Above) [Print Name of Person Signing A e] MAYOR SR . V + ct;: Prc !ri ' [Print Title of Person Signing Above] [Print Title of Person Signing Above] ' t � Address:"1625 13TN STREET Address: 222 W. LAS COLINAS BLVD. i ,LHBB OCK, TX 7940i SUITE 1360 IRYING„ TX 75039 "Attn: ='' 1.OU MOOgE Attn: CASSIE STENNETT APPROVED AS TO CONTENT: APPROVED AS TO FORM: Mary An ews, Director of aid .Vandiver, First ' . ;:.. ,:.;..�.. Human Resources - • Assistant City Attorney s .::. ,� .: E' d r• ; ' Betty. Jo , City Secretary Copyright M FIRST HEALTH StrnteQks, Inc. CONHCM-MI i.: @W3 FIRST HEALTH SERVICES AND FEES EXHIBIT To MASTER SERVICES AGREEMENT FOR PRESCRIPTION DRUG PROGRAM I. EFFECTIVE DATE AND TERM. With respect to this Exhibit, the accompanying Master Services Agreement shall be effective from DECEMBER 1 , 199 5 , toNOVEMBER 30 , 1996 . Thereafter, with respect to this Exhibit, the Master Services Agreement shall automatically renew for successive 1 year terms unless initialed below by Client and FIRST HEALTH: +; No automatic renewal: xX / ZX Client FIRST HEALTH The amount of fees and costs payable to FIRST HEALTH during any renewal term shall be subject to adjustment as provided under paragraph V.A. below. II.' " SERVICES. After its receipt and processing of all necessary Plan data and other information, the FIRST HEALTH affiliate signing below shall provide the following services in connection with the Plan's prescription drug benefits: A.:: % • Maintain eligibility records and provide information, based on records furnished by the Plan, concerning Plan eligibility and benefits, to all claimants and health care providers, by a toll -free telephone number available all days, twenty-four hours per day. FIRST HEALTH shall be entitled to rely on all such eligibility information furnished by Client, and shall have no liability to anyone for any inaccuracy in such information. B. Receive and review claims; verify eligibility, based on the information described in the preceding subparagraph A; and determine amounts payable under the Plan for claims received by FIRST HEALTH after the effective date specified in Section I above. Payment rates for both mail order and walk-in prescription claims shall include costs of the prescription, electronic claims technology and network administration, plus any dispensing fees. C_ Prepare benefit payment checks drawn on designated demand deposit accounts, which shall be fully funded no less than two business days after FIRST HEALTH notifies Client of its drug claim If such funding payments. g is not timely made, FIRST HEALTH may withdraw the amount of such deficit from the security deposit account described in Section III. A. below. D. = Provide FIRST HEALTH's standard prescription drug program reporting package which shall include the following: 1. Prescription Drug Summary (PDS) 2. Population Utilization Profile (PUP) 3. Group Detail Report 4. Weekly Statement of Account CoFld&M IM FIRST HEALTH Stroeths, Inc CtNIRX-EX.1 tt M a Any change in this standard reporting package, and any agreement as to optional reports and - the fees therefor, shall be set forth in a separate writing signed by both FIRST HEALTH and, Client. E. � ` Maintain a record of claims transactions. F...•:. Electronically transmit eligibility information to, and capture prescription drug claims on magnetic tape from, contracting pharmacies. G. Administer the claims review and appeals procedure in accordance with Plan provisions, subject to the Plan Administrator making all final benefit determinations in cases of benefits initially denied by FIRST HEALTH. H. Adjust payments to providers to account for underpayments. Seek reimbursement of overpayments and offset such erroneous payments against future claims in accordance with Plan provisions and applicable law. FIRST HEALTH shall have no obligation to take any legal action against anyone to recover overpayments or otherwise enforce any provisions of the Plan. I. Provide the Plan Administrator with any data maintained by FIRST HEALTH that is required by the Plan in the preparation of required reports and filings. Client shall bear the cost of providing any such data in a format other than FIRST HEALTH's then standard format. J.: Perform drug utilization review services for which a fee or fees are designated in Section IV.B. below, according to FIRST HEALTH's standard policies and procedures for such review services. K. Provide data analytical services and make recommendations regarding Plan design, eligibility and utilization issues. Payment for such services is included in the drug utilization and/or transaction fees described below and any applicable manufacturers' formulary arrangements. III. SECURITY DEPOSIT ACCOUNT. r� This section shall be applicable unless initialed here by an authorized representative of FIRST HEALTH: A. Client shall maintain a minimum balance of $ N/A in a demand deposit account designated by FIRST HEALTH. Such deposit shall serve as security for performance of Client's obligations under this Exhibit and accompanying Master Services Agreement. Any interest earned on this account shall be retained by Client. B. At any time the balance of the security deposit account falls below one-half of the amount specified in the preceding subparagraph A., FIRST HEALTH shall not be obligated to make benefit payments. In such an event, FIRST HEALTH may: (1) advise claimants and their providers as to the insufficiency of funds, but shall not be required to do so; and/or (2) terminate the accompanying Master Services Agreement as provided in paragraph II.A.(1) thereof, with respect to the services described in this Exhibit. C.` At any time that Client is delinquent in the payment of any of the amounts provided in Section IV of this Exhibit, FIRST HEALTH may directly withdraw the amount of such delinquency from the security deposit account after giving Client five days advance written notice of its intent to do so. CoppW 1994 91RST HEALTIIStndegks, tw- CONRX4X.2 03/94 ' 'The fees and costs payable to FIRST HEALTH for the services provided under this Exhibit shall be as follows: A: `► A start-up fee of $ RSA for positive enrollment, eligibility tape transfer, plan loading other set-up services. 0.60 per point -of -service electronic claim transaction processed (paid or denied). 1.80 per processed claim transaction submitted via a claim form. $ 0.60 per processed claim transaction submitted through a mail order program. $ NSA per processed claim transaction submitted via in. tape. $ 0.10 per claim for concurrent drug utilization review. $ RSA per claim for retrospective drug utilization review. C. , All costs incurred by FIRST HEALTH for the preparation and printing of necessary documents, at FIRST HEALTH's actual cost plus twenty percent for handling. :'D. ,;.: , Any increase in the rate of any non -controllable cost beyond that in existence as of the effective date of this Exhibit, or the most recent date of renewal. "Non -controllable cost" means any r expense FIRST HEALTH incurs which is directly attributable to FIRST HEALTH's ` t : performance hereunder and which is beyond the reasonable control of FIRST HEALTH, e.g., postage rates. E..::;.,.,:.Costs incurred for employee presentations, client specific network expansion or for the ' preparation of employee promotional materials, as mutually agreed upon under paragraph V.D. below, or in a separate writing. F.:.11 :.:, Advance Payment of First Month's Fees. i Unless both Client and FIRST HEALTH initial below, prior to the commencement of services under this Exhibit, Client shall pay to FIRST HEALTH 'the amount of $ BSA representing approximately one month's fees hereunder. Client shall receive credit for such payment on the invoice for the first month of services. No advance payment: / Client FIRST HEALTH V. MISCELLANEOUS. A: FIRST HEALTH may adjust its fees for any reason effective as of any renewal date of this Exhibit upon at least thirty days advance written notice of the amount of the proposed adjustment. FIRST HEALTH may also adjust its fees for any reason during any renewal term s_ :{ ` � � effective as of the first day of any month upon at least ninety days advance written notice of the amount and effective date of the proposed adjustment. FIRST HEALTH may also propose ` such adjustments during the initial term of this Exhibit if the number of eligible Plan Claimants decreases by ten percent from the number as of the effective date indicated above. Client may terminate the Master Services Agreement with respect to this Exhibit, as provided under paragraph 11.A.(4) of the Master Services Agreement, if it does not accept any fee adjustment Cepyrl& M FUM 11ULTHStracen, Im Corm-EC-3 03M N r proposed by FIRST HEALTH. B. Mutually acceptable fee adjustments may be reflected in a letter which shall be signed by authorized representatives of FIRST HEALTH and Client and attached to this Exhibit. Except for adjustments in fees and charges expressly set forth in such a letter, all terms and conditions of this Exhibit and the Master Services Agreement shall remain in effect until the Master Services Agreement is terminated with respect to this Exhibit as provided therein. C. FIRST HEALTH shall have no responsibility or liability to anyone for the results of professional services rendered by health care providers. FIRST HEALTH shall have no right or obligation under this Exhibit or the Master Services Agreement to intervene in the determination of what such services shall be or how they shall be rendered. Decisions to obtain or deliver any health care service shall always be made only by the patient and/or the patient's treating professional. D. Other miscellaneous terms, if any: Copes IM FAST HEALTH ftztegW, hr— CONMEX.4 03/94 i f Q VI. EXECUTION OF AGREEMENT. CITY OF LUBBOCK FIRST HEALTH STRATEGIES (TPA), [Print Name of Client] INC. ADM STRATOR [Print TOR ' o Clie o the Plan, g. Spons an r Admin' B ` BY: &T14 Signature of C1 nt's Autho ' (Signature of IRSTH Representative) Corporate Officer] DAVID R. LANGSTON �jct-�-�C, icy [Print Name of Person Signing Above] [Print Name of Person Signing Above] MAYOR SR. Yiq- Pres-/dc,& [Print Title of Person Signing Above] [Print Title of Person Signing Above] Address: 1625 13TH STREET Address: 222 W. LAS COLINAS BLVD. LUBBOCK, TX 79401 SUITE 1360 IRVING, TX 75039 -Attn:; LOU MOORE Attn: CASSIE STENNETT APPROVED AS TO CONTENT: APPROVED AS TO FORM/---- �4QA j. Mary An ws, Director of al G. Vandiver, First Human Resources Assistant City Attorney ATTEST: ettp K. John46n, City Secretary Cepye4bt M% MST WALTH Sh , 1w- COVRx4[7Cd 03M HOSPITAL SERVICES AGREEMMNT BETWEEN CITY OF LUBBOCK AND ST. MARY OF THE PLAINS HOSPITAL AND UNIVERSITY MEDICAL CENTER Article 1. Definitions 2. Provision of Services 3. Educational and Health Screening Services 4. Verification of Benefits, Utilization Review 5. Billing Procedures 6. Payment 7. Rates 8. Administration of Agreement Provisions 9. Exclusivity 10. Performance 11. Miscellaneous 12. Marketing, Advertising and Publicity 13. " Dispute Resolution 14. Term 15. General Provision Schedules - See Attached Rate Proposal and Explanation A Rates for Services -Inpatient Services B Rates for Services - Outpatient Services C In-Network/Out-of-Network Financial Incentive Differentials D Exclusive Lubbock County Hospital Provider Listing 1 2 5 6 7 9 11 13 14 15 16 19 20 21 22 24 It r HOSPITAL SERVICES AGREEMENT This Agreement is entered into this 1st day of December, 1995 by and between the City of Lubbock, (-Payor") and St+ Mary of the Plains Hospital and University Medical Center ("Hospitals'), which are situated in Lubbock, Lubbock County, Texas. WHEREAS, in response to a request for proposal by Payor, Hospitals submitted a joint proposal for health care services pursuant to a Memorandum of Understanding between the Hospitals; and WHEREAS, Payor has decided to accept Hospitals' joint proposal to provide health care services under Payor's Employee Benefit Plan; and WHEREAS, Payor and Hospitals, as parties to this agreement, desire to establish a relationship to ensure their mutual success and to define their respective rights and responsibili- ties to each other; NOW, THEREFORE, in consideration of the foregoing recitals and the mutual promises and covenants contained herein, Payor and Hospitals agree as follows: ARTICLE 1: DEFINITIONS 1.1 General Meaning of Words and Terms: The words and terms used in this Agreement are intended to have their usual meanings unless specifically defined in this Article or otherwise in this Agreement. 1.2 HEALTH CARE SERVICES ('Services') means those medically necessary medical, surgical and ancillary services which are normally performed on an inpatient or outpatient basis at Hospitals or other facilities operated by Hospitals. 1.3 DAY OF STAY means a day of service on which a Participant occupies an inpatient bed at 12:01 a.m. or where a Participant is admitted and discharged within the same day. 1.4 HOSPITAL STAY means the consecutive days of service for which a Participant occupies an inpatient acute care bed; provided that, if a Participant is discharged and readmitted to Hospitals within a 24-hour period for treatment of the same condition which occasioned the original hospitalization, the DAYS OF STAY before discharge and following readmission until final discharge shall be considered to be one HOSPITAL STAY. 1.5 RATES means amounts Payor and Participants shall pay in lieu of Usual and Customary Charges for Health Care Services rendered by Hospitals which are covered under the applicable Employee Benefit Plan. Such Rates are provided in Schedules A and B which are attached. 1.6 USUAL AND CUSTOMARY CHARGES means the Rates determined by taking the charges per unit of service from Hospitals' regular schedule of charges in effect on the date of service times the number of units of service. 1.7 COORDINATION OF BENEFITS means the rules established by Payor for Coordination of Benefits. . 1.8 EMPLOYEE BENEFITS means Medically Necessary and Reasonable professional services rendered to Participants by Hospitals to the extent that such services are eligible for payment or reimbursement under the terms of the Employee Benefit Plan applicable to each Participant. 1.9 EMERGENCY SERVICES means necessary health services immediately required for unforeseen illness or injury in order to avoid serious medical consequences. K 1.10 EMPLOYEE BENEFIT PLAN(S) ("Plan") means the contract, certificate, policy, Plan document or any other legally enforceable instrument and amendments issued or sponsored by Payor under which a Participant is entitled to health services or health service benefits, including, but not limited to, indemnity plans, insurance group health plans, and worker's compensation plans. 1.11 INPATIENT SERVICES means the following acute care services which are normally provided by Hospitals to a hospitalized Participant admitted to a room in accordance with Hospitals' Usual and Customary practice when rendered in accordance with the covered benefits under Payor's Plan: (b) Medical, nursing, surgical, pharmacy and dietary services; (c) All diagnostic and therapeutic services required by the Participant. (d) Use of Hospitals facilities, as are required by the Participant and ordered by the attending physician; (e) Services rendered by Hospitals prior to the Participant's admission as an inpatient, such as Outpatient or Emergency Services, exclud- ing emergency transport, which are directly related to the condition for which the Participant is admitted as an inpatient; and (f) Administrative services required in providing Inpatient Services under this Agreement. 1.12 MAY is used to indicate a permissive or discretionary term or function. 1.13 MEDICALLY NECESSARY AND REASONABLE includes due consideration of whether services are: (1) appropriate and necessary for the symptoms, diagnosis or direct care and treatment of a medical condition; (ii) provided for the diagnosis or treatment of a medical condition, (iii) within standards of good medical practice within the organized medical community; Civ) not primarily for the: convenience of the Participant, the Participant's attending or consulting physician, or another health care provider; and (v) the most appropriate level of service or supplies that can be provided in accordance with accepted medical practice. 3 1.14 OUTPATIENT SERVICES means all services rendered by Hospitals in accordance with the covered benefits under Payor's Plan when the Participant has not been admitted as an inpatient to receive services. 1.15 PARTICIPANTS) means an eligible individual and his/her eligible dependents covered for health benefits by the Payor's Plan(s) who are entitled to receive the services which are the subject of this Agreement without reference to residence, domicile or other geographical factors. 1.16 SHALL is used to indicate a mandatory term or function. 1.17 UTH.IZATION REVIEW means the function performed by an organization or entity to review the necessity of hospital admissions and services, level of care, and lengths of confinement. 1.18 CLEAN CLAIM ('Claim') is defined as a complete and accurate claim, as is customary in the industry, for authorized services rendered to Participants that includes the necessary details relating to the illness, accident or other coverage the Participant may have. 4 ARTICLE 2: PROVISION OF SERVICES 2.1 Within the Usual and Customary capacity and capabilities of their facilities and personnel, Hospitals shall provide to the Participants any and all necessary and appropriate Health Care Services which Hospitals customarily maim available to the general public. Charges for the Health Care Services rendered by another health rare provider as the result of a Participant's transfer shall be billed by that health care provider and will not be subject to the terms of this Agreement. 2.2 All Health Care Services shall be provided to the Participants in the same manner, in accordance with the same standards, and within the same time availability as Hospitals' services to other patients. Except in the case of an Emergency, such services shall be provided to the Participants only upon the order of a member of Hospitals' Medical Staff. 2.3 Hospitals agree to notify Payor in writing of any substantial change in the types of Inpatient or Outpatient Services offered. Hospitals shall notify Payor of any such change when reasonably possible in. writing sixty (60) days prior to the change. Nothing in this Agreement shall require St. Mary Hospital to provide any services which would cause that Hospital to violate its ethical and/or religious beliefs. Such services would include but not be limited to: abortions not necessary to remedy a life- flimtening condition of the mother, sterilizations, in vitro fertilization and euthanasia. Hospitals and Payor recognize that the inpatient and outpatient hospital services covered by this Agreement are personal and nondelegable. No assignment or delegation of the rights, duties or obligation of this Agreement shall be made by Hospitals without the express written approval of a duly authorized representative of Payor. 2.4 Hospitals shall make available to Payor a complete listing by specialty of physicians with medical staff or clinical privileges and contracted. This list shall be updated as physicians are added. If a Participant needs assistance in contacting a physician with staff privileges at Hospitals, Hospitals shall provide assistance in the same manner it assists other patients. 5 ARTICLE 3: EDUCATIONAL AND HEALTH SCREENING SERVICES 3.1 Hospitals may provide Participants with information regarding programs offered by the Hospitals, such as Dimensions, Seniors are Specials, Baby Grand, Senior Class, Birth Advantage, etc. 3.2 Hospitals shall provide preventive medicine screening and educational services to Participants. Programs may include such items as cholesterol, blood pressure, glucose, fitness/wellness, skin/oral cancer, screening and/or testing, as well as trauma prevention, lifting techniques, fitness evaluation, stress management and nutd- tion/dietary information. Participants may also receive a copy of Hospitals' preventive medicine newsletters. Hospitals may conduct an on -sight Health Fair annually during the term of the Agreement. 3.3 Participants shall be eligible for selected special services offered by Hospitals such as Dimensions, Seniors are Specials, Baby Grand, Senior Class, Birth Advantage, etc. 3.4 Hospitals' speakers bureau shall conduct educational programs, as mutually agreed, on such issues as diabetes, home safety, and services offered by Hospitals, upon request by Payor. 6' ARTICLE 4: VERIFICATION OF BENEFITS, UTILIZATION REVIEW 4.1 Payor shall provide Hospitals with the following information concurrent with the signing hereof, at the time of the renewal hereof, and at any other time that a change occurs in such information: (a) A list of Employee Benefits provided under each Plan which is covered by this Agreement; and, (b) A list of all co-insurance and deductible requirements of each such Plan. Hospitals shall be entitled to rely on the accuracy of the foregoing information. 4.2 Payor shalt notify .Hospitals 45 days prior to any changes in the financial incentives contained in any Plan affected by this Agreement. In the event Hospitals are dissatisfied with any change of any Plan affected by this Agreement, Hospitals shall have the right to terminate this agreement on 45 days written notice. 4.3 The following procedures for benefits determination and treatment authorization shall apply to Participants presented for admission to Hospitals: (a) Each Plan covered by this Agreement shall contain a provision requiring Payor to issue identity cards to all Participants in the Plan. Each such card shall identify the particular plan in which the Partici- pant is enrolled, , the name and telephone number of the entity responsible for treatment benefits verification, treatment authoriza- tion and Utilization Review, and such other information as is needed to enable Hospitals to ascertain the Plan benefits applicable to such Participant and to ascertain the entity which is to be billed for services rendered. Each Plan shall require each Participant to present such card to Hospitals at the time services are sought. (b) Hospitals shall contact Payor orally (prior to the time of admission or in case of an emergency, within 2 worldng days to verify the Participant's Plan benefits and to obtain an authorization for the treatment prescribed by the Participant's attending physician. Payor agrees to verify Participant eligibility and to authorize, treat- 7 went at the time of admission to Hospital if requested during normal working hours. Services initiated outside normal working hours will not be denied due to lack of treatment authorization. (c) Hospitals shall be entitled to rely upon the accuracy of any verifica- tion and treatment authorization from Payor and upon proper iden- tifying information as proof of Participant eligibility, and shall be reimbursed for Health Care Services rendered to such Participants. The information provided by Payor and/or Plans will not guarantee full payment since the Participant may be responsible for deduct- ibles, co-insurance amounts and noncovered services except as otherwise provided herein. (d) Payor has established a Utilization Review Program, outlined in the Plan attached to this Agreement, which will provide preadmission and concurrent review criteria. (e) Payor and Hospitals agree to cooperate to maximize cost contain- ment while providing quality health care. (f) Payor shall have the right to perform concurrent and retrospective Utilization Review of services rendered to Participants. In no event shall there be a retrospective denial of reimbursement paid to Hospitals hereunder after a period of one hundred twenty (120) days from the date of payment. (g) In the event Payor's Utilization Review questions treatment on the basis of medical necessity, the Utilization Review Program shall provide an opportunity for timely physician -to -physician dialogue on the necessity of the services. (h) If Payor's Plan permits retrospective determinations of eligibility, medical necessity, or coverage issues, and such determinations are undertaken, in no event, shall a determination result in the denial of services so long as such services had been approved pursuant to a preadmission certification, eligibility certification, length of stay approval, or similar program. n ARTICLES: BILLING PROCEDURES 5.1 As soon as possible after providing services to a Participant, Hospitals shall furnish to Payor a claim for service. Hospital must file the claim within twelve months after providing services to the Participant. 5.2 Hospitals shall place any authorization numbers received from Payor on the Participant's claim form. 5.3 Hospitals shall take reasonable steps to secure current information from Participants with respect to the existence and source of other third -party liability or coverage of Participants. In a case in which Payor is primary, under the applicable Plan and the coordination of benefit rules, Hospitals shall receive,the Rates set forth in Schedules A and B. In a case in which Payor is secondary, under the applicable Plan and coordination of benefit rules, Payor shall pay an amount not to exceed the Rates set forth in Schedules A and B, which then added to amounts received by Hospitals from other sources does not exceed 100 % of Hospitals' Usual and Customary Charges are covered medical services. 5.4 Nothing in this Agreement shall prevent Hospitals from holding Participants financially responsible for: (a) Deductible and coinsurance amounts pursuant to the Plan at the appropriate Rates. (b) Noncovered and medically unnecessary services at the Hospitals' Usual and Customary Charges. 5.5 Hospitals shall not bill Participants for the difference between the Rates agreed to in this Agreement and Hospitals' Usual and Customary Charges. 5.6 The Payor retains the right to perform charge audits comparing billed amounts to those services, treatments and supplies provided by Hospitals as documented in the medical records of the Participant. This audit will not delay the payment process as defined in Section 6.1. Hospitals agree to refund Payor the difference between billed charges that are not documented and charges that were not billed but are documented in the medical record at the appropriate Rate. In the event unbilled but documented charges exceed billed but not documented charges, then the Payor agrees to pay the difference at the appropriate Rates. 9 5.7 In no event shall Payor demand or recover any sum from Hospitals in connection with a claim for services rendered to a Participant more than 12 months following the earlier of either: (a) The payment by Payor of all sums which Payor at any time contends constitutes full payment of the claim, or (b) The receipt by Hospitals of all sums which it at any time contends constitutes full payment of the claim. 5.8 Wherever and to the greatest extent possible, Payor shall accept the submission of claims hereunder via electronic media. 10 ARTICLE 6: PAYNUgT 6.1 Payor shall arrange to pay Hospitals pursuant to this Agreement less any coinsurance and deductible amounts and less the charges for any services not covered in Participants' Plan. The Payor shall make payments to the Hospitals hereunder within thirty (30) calendar days from the receipt of a Clean Claim. 6.2 Repeated delays of payment shall constitute a material breach of this Agreement. 6.3 The following services are excluded from Payor's payment obligations hereunder, and are directly chargeable by Hospitals to Participants when furnished at the Participant's request. (a) Personal comfort and convenience items. (b) Custodial care. (c) Private rooms where not medically necessary. If a private room is occupied when not medically necessary, Hospitals shall be entitled to collect directly from the Participant the difference between Hospitals' charges for a semi -private room and the private room. 6.4 Payor's payment obligation shall end for each Participant admitted as an inpatient under this Agreement as of the day of discharge. 6.5 In the event of any overpayment, duplicate payment, or other payment in excess of that to which Hospitals are entitled, Hospitals shall make repayment to Payor within 30 days of notification and proof by Payor of such overpayment, duplicate payment, or other excess payment. Should Hospital discover excess payment of any land prior to notification by Payor, Hospital will contact Payor and will hold the money until it is determined to whom the money belongs. 6.6 Payor agrees that it shall provide and maintain differential financial incentives to encourage Participants to obtain Health Care Services at Hospitals to the extent that to do so is lawful, reasonable and protects the health and interest of the Participants. Such incentives will include lower deductibles, lower co-insurance arrangements, greater plan benefits, and other financial incentives as specified in Schedule C. 11 6.7 Payor shall reimburse Hospitals at the Rates specified in Schedule A for Inpatient Services and in Schedule B for Outpatient Services less deductible and co-insurance amounts as specified in Schedule C. Hospitals may, at their sole discretion, waive deductible and co-insurance amounts. 6.8 Wherever and to the greatest extent possible, Payor shall reimburse Hospitals hereunder in electronic clearing house funds paid by mutually agreed -upon automated clearing house methodologies. 12 ARTICLE 7: RATES 7.1 Hospitals agree to render Participants inpatient and outpatient hospital services. The reimbursement mechanism which shall be used as the basis for payment of covered services by Payor to Hospital is described in Schedules A acid B attached to this Agreement. Schedule A and B for both Hospitals is considered proprietary information and disclosure of this could damage the business of the Hospitals. 7.2 Hospitals reserve the right to negotiate Rates with Payor for new services established during the term of the Agreement. Hospitals and Payor agree to negotiate Rates in good faith. 7.3 The Rates set forth in Schedule A and B are for Hospitals' services only and shall not include any physician professional fees; unless otherwise designated. 7.4 Payor may access physician network at no charge. 7.5 Physician fee schedule to be used is through the St. Mary Health Alliance Network which will be provided to Payor for its designated Third Party Administration to administer. Clean claims must be paid within 30 calendar days. 13 ARTICLE 8: ADNO NISTRATION OF AG PROVISIONS 9.1 Access to Records (a) Hospitals shall prepare and maintain patient business and medical records for all services delivered to Participants. These records shall be prepared and maintained as required by law. (b) Except as otherwise provided herein, Payor will have the right to inspect, at a mutually agreeable time, and on -site area of Hospitals, any accounting, administrative and those medical records disclosable pursuant to applicable law and maintained by Hospitals pertaining to claims for services rendered under this Agreement. The Payor will reimburse Hospitals for reasonable costs incurred for locating and reproducing said records. 8.2 Confidentiality (a) Each party covenants at all times to comply with all federal and state statutes, regulations and court decisions pertaining to the confidentiality and release of patient records and information. Nothing in this Agreement shall require any party to violate any right of privilege or confidentiality granted by law. (b) Nothing in this Agreement shall require Hospitals to do anything which would jeopardize the confidentiality of peer review and quality assurance activities. 8.3 If practical, Payor shall provide Hospitals, at Hospitals expense, with reports on a quarterly basis summarizing the Participant activity under this agreement during that quarter. In addition, within 90 days of the close of each Agreement year, Payor shall provide Hospitals with reports summarizing the Participant activity provided under the Agreement during the Agreement year. One report shall include total discharges, patient days, charges and payments segregated by provider for Inpatient Services. Another report shall indicate total visits, charges and payments segregated by provider for Outpatient Services. 14 SCHEDULE D EXCLUSIVE LUBBOCK COUNTY HOSPITAL PROVIDER LISTING • St. Mary of the Plains Hospital 4000 24th Street Lubbock, Texas 79410 • University Medical. Center 602 Indiana Avenue Lubbock, Texas 79415 32 - ARTICLE 9: EXCLUSIVITY 9.1 The Rates, terms and conditions outlined herein are predicated on Payor agreeing to the following obligations: Attached to this Agreement as Schedule D is a list which Payor represents to be all .Hospitals whose services will be offered to Participants in Lubbock County. Payor shall not enter into any hospital -provider arrangements for its group hospitalization with any other hospital or ancillary providers such as mental health or chemical dependency facilities, imaging center, home health or preferred provider organizations operating in Lubbock County during the term of this Agreement. is ARTICLE 10: PERFORMANCE 10.1 Hospitals shall, at their own expense, provide and maintain facilities and professional and allied personnel to provide all necessary and appropriate Inpatient and Outpatient Services. 10.2 Hospitals shall, at their own expense, provide and maintain the organizational and administrative capabilities to carry out their duties and responsibilities under this Agreement. 10.3 Hospitals, at their sole expense, agree to maintain adequate insurance for professional liability and comprehensive general lability, and such other insurance, as shall be reasonably adequate to insure Hospitals and their employees against any event or loss which may impair the ability of Hospitals to fulfill their obligations as outlined in this agreement, including their indemnification obligations. In lieu of such insurance, Hospitals may maintain the ability to respond to any and all damages which would be covered by such insurance. A certificate of insurance shall be submitted annually for proof of these coverages. If insurance is not obtained, thce proof of financial responsibility shall be provided, including a financial statement and notification of the official claims process and any changes to insurance or financi2l responsibility made during the contract period will be submitted to the Payor for approval prior to implementation. 10.4 The Hospitals shall certify that all physicians with medical staff privileges at the Hospitals are required by the medical staff bylaws to carry adequate insurance for professional liability. 10.5 Hospitals represent to Payor that at the time this Agreement is entered into they possess all licenses required by law to operate as a hospital in the State of Texas, that they have been certified as meeting the Hospital Conditions of Participation for the Medicare program (Title XVIII of the Social Security Act of 1972, as amended), and that they are accredited by 7CAHO. Hospitals agree to maintain in good standing all such licenses, certification and accreditation during such period of time as this Agreement is in effect and Payor reserves the right to terminate this Agreement immediately upon notice in writing to Hospitals if Hospitals fail to do so. Upon request, Hospitals agree to furnish Payor with successive copies of JCAHO certificates when received by Hospitals. 10.6 Hospitals shall send written notice to Payor of any legal governmental or other action initiated or consummated against the Hospitals, which could materially impair the ability of the Hospitals to carry out the duties and obligations of this Agreement. 16 10.7 To the extent allowed by law, each Hospital agrees to protect, defend, indemnify and keep safe the Payor and respective officers, directors, agent and employees against any and all liability, loss, damage, claim or expense of any kind, including legal costs and attorneys fees, which result from negligent or willful acts or omissions by the indemnifying Hospitals, their agents, officers, directors or employees, in connection with the duties and obligations or activities of the Hospitals under this Agreement. 10.9 To the extent allowed by law, Payor agrees to protect, defend, indemnify and keep safe Hospitals, their officers, directors, agents and employees against any and all liability, loss, damage, claim or expense of any kind, including legal costs and attorneys fees, which result from negligent or willful acts or omissions by the Payor or its officers, directors or employees, in connection with the duties and obligations or activities of the Payor under this Agreement. 10.9 In the event that either Payor or Hospitals institute any action, suit, or arbitration proceeding to enforce the provisions of this Agreement, the prevailing party shall recover costs and reasonable attorney fees. 10.10 If any provision of this Agreement is held to be illegal or invalid for any reason, such illegality or invalidity shall not affect the remaining portions of the Agreement, unless such illegality or invalidity prevents accomplishment of the objectives and purposes of the Agreement. In the event of any such holding, the parties will immediately commence negotiations to remedy such illegality or invalidity. 10.11 Notwithstanding mutual recognition that services under this Agreement will be rendered by Hospitals to Participants, it is not the intention of either Payor or Hospitals that Participants occupy the position of intended third .party beneficiaries of the obligations assumed by either party to this Agreement and no Participant shall have the right to enforce any such obligation. 10.12 Relationship of Parties (a) No provision of this Agreement is intended to create any relation- ship between Payor and Hospitals other than that of independent entities contracting with each other solely for the purpose of affecting the provisions of this Agreement. The relationship of Payor and Hospitals will not be construed or interpreted to be a partnership or joint venture. 17 (b) It is understood and agreed that the operation and management of facilities and rendition of care and treatment by Hospitals shall be solely and exclusively under their control, and Payor shall have no right or authority over the operation of Hospitals, rendition of medical care, or selection of professional and other staff. (c) Neither of the parties to this Agreement, nor any of their respective employees, agents or representatives, will be construed to be the agent, employee or representative of the other, or liable for any acts of omission or commission on the part of the other. 18 ARTICLE 11: MISCELLANEOUS 11.1 This Agreement shall be governed by and construed in accordance with all applicable Federal laws and the laws of the State of Texas. This Agreement is performable in Lubbock, Lubbock County, Texas, where venue shall he for all purposes. It is understood that this agreement shall be assigned and binding to any successors to the HOSPITALS as previously stated. 11.2 Any notice required to be given hereunder shall be made in writing and sent by certified mail, return receipt requested, to: PAYOR at: City of Lubbock P. O. Box 2000 Lubbock, Texas 79457 Attention: Lou Moore HOSPITALS at: St. Mary of the Plains Hospital 4000 24th Street Lubbock, Texas 79410 Attention: President and Chief Executive Officer University Medical Center 602 Indiana Avenue Lubbock, Texas 79417 Attention: President and Chief Executive Officer 11.3 The captions contained herein are for reference purposes only and shall not affect the meaning of this Agreement. 11.4 Payor will not be held to offering any HMO product until it deems appropriate to its health plan. Any offering of any contract, HMO or otherwise, must be conducted according to all state laws. 19 ARTICLE 12: MARKETING, ADVERTISING AND PUBLICITY 12.1 Payor and Hospitals each reserve the right to and the control of its name, symbols, trademarks, or service marks presently existing or later established. In addition, neither party shall use the other party's name, symbols, trademarks, or service marks in advertising or promotional materials or otherwise without the prior written consent of the party and shall cease any such usage immediately upon mrritten notice from that party or upon termination of this Agreement, whichever is sooner. F ARTICLE 13: DISPUTE RESOLUTION 13.1 Payor and Hospitals agree to meet and confer in good faith to resolve any problems . or disputes that may arise under this Agreement. 13.2 If Hospitals believe Payor incorrectly denied all or part of the charges and want to obtain a review of the benefit determination, Hospitals shall: (a) Submit a written request for review to Payor within 30 days of denial, and (b) Include in the written request the items of concern regarding Payor's determination and all additional information (including medical information) that Hospitals believe has a bearing on why the determination was incorrect. 13.3 On the basis of the information supplied with the request for review to Payor, together with any other information available to it, Payor will review its prior determination for correctness. Hospitals will be notified in writing of Payor's decision and the reasons for it within 30 days of Payor's receipt of the request for review. 13.4 Either party may pursue its lawful remedies for any controversy or claim arising out of or relating to this Agreement. 13.5 Nothing in this Agreement shall be construed to limit either party's lawful remedies in the event of a breach of this Agreement. 13.6 The waiver by either party of any breach of any provision of this Agreement or warranty or representation herein shall not be construed as a waiver of any subsequent breach of the same or any other provision. 21 ARTICLE 14: TERM 14.1 This Agreement shall be effective for one year commencing December 1, 1995. 14.2 The terms of this Agreement shall apply to Hospital Stays or Hospital Services that commence on or after the effective date of this Agreement. 14.3 This Agreement may be terminated upon the occurrence of any of the following events: (a) The date of dissolution or liquidation of Payor or the Hospital, whichever first occurs; (b) A material breach by either party of any covenants or obligations of this Agreement, provided that such party fails to cure same within 30 days after written notice of default by the other party, as of the 31st day subsequent to such notice; (c) Either party to this Agreement may, with or without cause, unilater- ally terminate this Agreement at any time upon 90 days prior written notice to the other. (d) This Agreement may be terminated upon written notice if any party to this Agreement makes or has made any untrue statements of material fact or any other intentional misrepresentation of any fact, whether or not material. (e) In the event that either party shall become insolvent, make a general assignment for the benefit of creditors, suffer or permit the appoint - meat of a receiver for its business or its assets or shall avail itself of, or become subject to, any proceedings under the Federal Bankruptcy Act or any other statute of any state relating to insolven- cy or the protection of rights of creditors, then, at the: option of the other party, this Agreement shall terminate immediately and be of no further force and effect. 22 (f) In the event Hospitals' relationship with Payor terminates at any time during which any Participants are inpatients of Hospitals, Hospitals agree to continue rendering normal and custDmary services on behalf of such Participants and to continue accepting Rates for such services, in accordance with the terms and provisions of this Agreement, until such time. as Participant is discharged or trans- ferred. Payor similarly agrees that Payor will rendex payment for services so delivered. (g) In the event of termination of this Agreement, Payor shall provide timely notice to its Participants of the termination or payor shall pay Usual and Customary Charges. 23 ARTICLE IS: GENERAL PROVISION 15.1 In this Agreement, the Payor and Hospitals are independent contractors and neither party nor its respective agents or employees shall have any right or any authority to assume or create any obligation on behalf of or in the name of the other party. 15.2 This Agreement, together with the Attachments hereto and all other documents incorporated herein by reference, contains the entire agreement of the parties and incorporates all prior proposals, discussions, negotiations and oral understanding or agreements. No amendment, modification or alteration of the terms hereof shall be binding unless the same be in writing, dated subsequent to the date hereof and duly executed by authorized representatives of Payor and Hospitals. IN S WEiE MOF, the undersigned parties have executed this Agreement as of the dateArst written abmw.., "P Title: David R. Langston, May HOSPITALS" St. f the Plains H spital 1 Title: Date: / 4r a%- etty 14.'John4bn, City Secretary University Medical Center B L./ Title. w _ems 0 ATTEST: APPROVED AS TO APPROVED AS TO Attorney 24 Date: 10 / i t (!a Schedule A Revised 9-25-95 Joint Proposal St. Mary Rates Only RATES FOR SERVICES Hospital: St. Mary of the Plains Hospital Network St. Mary hospital and University Medical Center Payor. City of Lubbock For. Group Health and Inpatient Services Methodology: Inpatient Services - Per Diem All rates for services are confidential. Description Payment Method Rate I. Inpatient Services: A. Adult and pediatric, medical or surgical services Per diem $ 500 B. Obstetrical and neonatal services: (1) Maternity, uncomplicated vaginal delivery Per diem $ 520 (2) Maternity, cesarean section Per diem $ 550 (3) Neonatal intensive care Per diem $ 800 (4) Newborn(s)-boarder baby Per diem $ 140 C. Adult medical/surgical intensive care, pediatric intensive Per diem $ 900 care, coronary care unit services D. Inpatient cardiovascular services: (1) Cardiovascular Surgery (DRG 104-111) Per diem $ 1800 (2) Cardiac catheterization (DRG 124-125) Per diem $ 1100 (3) PTCA/Arthrectomy (DRG 112) Per diem $ 1100 STRICTLY CONFIDENTIAL Payment Description Method Rate E. Psychiatric services: (1) Adult acute services Per diem $ 290 (2) Partial hospitalization Per diem $ 135 F. Chemical dependency services: (1) Adult acute services Per diem $ 240 (2) Adult detoxification Per diem $ 270 (3) Partial hospitalization Per diem $ 135 O. Physical rehabilitation services Per diem $ 300 H. Skilled nursing services Per diem $ 150 2. Exclusions from the per diem rate Cost plus Implants, prosthetic devices, etc. % Add on 5 % 3. Inpatient Stop -Loss For services provided to any Participant during an inpatient stay for which Hospitals' Usual and Customary charges at Rates then in effect exceed $35,000, Payor agrees to reim- burse Hospital at the following percent of covered charges for all services rendered during that particular inpatient stay. % Charges 25 % 4. Rate Increase for year 2 and year 3 % Increase 4 % Rates will be adjusted for annually for year 2 and 3 according to the date on the attached contract. DR G Code Description 104 Cardiac Valve Procedures with Cardiac Catheterization 105 Cardiac Valve Procedures without Cardiac Catheterization 106 Coronary Bypass with Cardiac Catheterization 107 Coronary Bypass without Cardiac Catheterization 108 Other Cardiothoracic Procedures 110 Major Cardiovascular Procedures with Cardiac Catheterization III Major Cardiovascular Procedures without Cardiac Catheterization 112 Percutaneous Cardiovascular Procedures 124 Circulatory Disorders except Acute Myocardial Infarction with Cardiac Catheterization and Complex Diagnosis 125 Circulatory Disorders except Acute Myocardial Infarction with Cardiac Catheterization without Complex Diagnosis STRICTLY CONFIDENTIAL l Schedule B Revised 9-2S-95 Joint Proposal St. Mary Rates Only RATES FOR SERVICES Hospitals: St. Mary of the Plains Hospital Other Facilities: St. Mary Imaging Center St. Mary Surgicenter St. Mary Family Healthcare Center - Northwest St. Mary Family Healthcare Center - Southwest St. Mary Family Healthcare Center - East St. Mary Family Healthcare Center - Northeast St. Mary Family Healthcare Center - South St. Mary Family Healthcare Center Southeast St. Mary Family Healthcare Center - West St. Mary Family Healthcare Center - South Central St. Mary/UMC Wolfforth Family Healthcare Center UMC Chatman Community Health Center UMC Freedom Square Community Health Center UMC Parkway Community Health Center UMC Slaton Primary Medical Clinic Payor: City of Lubbock For: (group Health Outpatient and Other Services Methodology: Reimbursement based on Ambulatory Surgical Center Rates as grouped by Medicare; Per visit Rates and percentage of charges All rates for services are confidential. STRICTLY CONFIDENTIAL Payment Description Method Rate 1. Ambulatory Surgical Center (ASC) Groups A. Group 1 Per procedure $ 550 B. Group 2 Per procedure $ 750 C. Group 3 Per procedure $ 950 D. Group 4 Per procedure $ 1150 E. Group 5 Per procedure $ 1400 P. Group 6 Per procedure $ 1700 G. Group 7 Per procedure $ 1800 H. Group 8 Per procedure $ 1500 I. Group 9 (Kenai Lithotripsy) Per procedure $ 2700 J. Unclassified procedures % Charges 50% If more than one procedure is performed during a single operative session, then the payment will be based on the following methodology. The procedure with the highest payment according to its assigned group will be paid at 100 % of the quoted Rate. Any additional procedures will be paid at 50 % of the per procedure group to which they are assigned. The maximum number of procedures that will be paid for any single operative session will be three. STRICTLY CONFIDENTIAL � � J Payment Description Method Rate 2. Other Outpatient Services A. Hospital Based % Charges 50 % B. Other outpatient facilities St. Mazy Imaging Center % Charges 50 % St. Mary SurgiCenter % Charges 50 % Home Health Preferred . % Charges 65 % C. Emergency Room Services (1) Level 1 (brief or basic) Fixed fee $ 72 (2) Level 2 (intermediate) Fixed fee $ 162 (3) Level 3 (comprehensive) Fixed fee $ 320 D. Primary Care and Healthcare Centers (professional component only) * (1) Initial patient visit ($5.00 co -pay required) Fixed fee $ 25 (2) Established patient visit ($5.00 co -pay required) Fixed fee $ 20 E. Primary Care and Healthcare Centers (Ancillary % Charges 50 % services) (The employee will be responsible for payment of $5.00 at the time of the visit. The Health Plan would be responsible for the balance, unless the employee has not met the required deductible.) STRICTLY CONF )ENTIAL i J Description Payment Method Rate 3. Other services A. Benefit Programs ** St. Mary Senior Class Yearly fee Free B. Health Screenings (Includes lipid profile cholesterol, Yearly fee Free cardiopulmonary, skin cancer screening, CBC for detection of anemia and infections, automated blood chemistry for detection of high or low blood sugar, liver disease, kidney disease and general health status) C. Health Education Classes (includes on -site educational programs to address the health concerns of the em- ployees and their families. Sample programs will Yearly fee Free include stress management, healthy cooking, child Way, etc.) Notes: * Rate quoted for clinic visits includes the professional component only. If patient is referred to another facility for more extensive testing or procedures, then Rates quoted from that facility will be used. ** St. Mary Senior Class is a special program with benefits and services for people aged SS and older. In addition, health screenings, educational programs and discounts at numerous local businesses are available. STRICTLY CONF DENTiAL SCHEDULE A RATES FOR SERVICES Hospitals: St. Mary of the Plains Hospital University. Medial Center Payor. City of Lubbock For: Group Health and Inpatient Services Methodology: Inpatient Services - Per Diem C>CA06 •+r 31, /qg�c � . Proposal valid through Septem€�r30, 1995. All rates for services are confidential. Description Payment Method Rate 1. Inpatient Services: A. Adult and pediatric, medial or surgical services Per diem $ 750 B. Obstetrical and neonatal services: (1) Maternity, uncomplicated vaginal delivery Per diem $ 700 (2) Maternity, cesarean section Per diem $ 800 (3) Neonatal intensive care Per diem $ 11200 (4) Extracorporeal membrane oxygenation Per diem $ 4,500 (5) Newborn(s)-boarder baby Per diem $ 200 C. Adult medical/surgical intensive care, pediatric intensive Per them $ 1,700 care, coronary care unit services D. Burn intensive care Per diem $ 3,000 E. Telemetry, progressive care services/definitive observa- Per diem $ 750 lion unit F. Inpatient cardiovascular services (DRG 104-125) Per diem $ 1,750 G. Bone marrow, Iddney and liver transplant services % Charges 90 % (excluding costs associated with organ acquisition) SCHEDULE A Payment Description Method Rate H. Psychiatric services: (1) Adult acute services Per diem N/A (2) Partial hospitalization Per diem N/A I. Chemical dependency services: (1) Adult acute services Per diem N/A (2) Adult detoxification Per diem N/A (3) Partial hospitalization Per diem N/A J. Physical rehabilitation services Per diem N/A K. Skilled nursing services Per diem N/A 2. Inpatient Stop -Loss For services provided to any Participant during an inpatient stay for which Hospitals' Usual and Customary charges at Rates then in effect exceed $35,000, Payor agrees to reim- burse Hospital at the following percent of covered charges for all services rendered during that particular inpatient stay. % Charges 60 3. Rate increase for per diems in second year (f contract ex- % Increase 4 % tended at City's option). DRG Code Description 104 Cardiac Valve Procedures with Cardiac Catheterization 105 Cardiac Valve Procedures without Cardiac Catheterization 106 Coronary Bypass with Cardiac Catheterization 107 Coronary Bypass without Cardiac Catheterization 108 Other Cardiothoracic Procedures 110 Major Cardiovascular Procedures with Cardiac Catheterization 111 Major Cardiovascular Procedures without Cardiac Catheterization 112 Percutaneous Cardiovascular Procedures 124 Circulatory Disorders except Acute Myocardial Infarction with Cardiac Catheterization and Complex Diagnosis 125 Circulatory Disorders except Acute Myocardial Infarction with Cardiac Catheterization without Complex Diagnosis a SCHEDULE B Payment Description Method Rate If more than one procedure is performed during a single 50 % operative session, then the payment will be based on the following methodology. The procedure with the highest payment according to its assigned group will be paid at 100% of the quoted Rate. Any additional procedures will be paid at % of the per procedure group to which they are assigned. The maximum number of procedures that will be paid for any single operative session will be three. 2. Other Outpatient Services A.' Hospital Based % Charges 60 % B. St. Mary Imaging Center % Charges N/A. C. St. Mary SurgiCenter % Charges N/A D. Emergency Room Services (1) Level 1 (brief or basic) Fixed fee $ 120 (2) Level 2 (intermediate) Fixed fee $ 250 (3) Level 3 (comprehensive) Fixed fee $ 450 E. Emergency Medical Services (Ambulance) % Charges 80 % F. Community/Family Healthcare Centers or Clinics (professional component only)* (1) Initial patient visit Fixed fee $ 30 (2) Established patient visit Fixed fee $ 25 G. Community/Family Healthcare Centers or Clinics (Ancillary services) % Charges 60 % (The employee will be responsible for payment of $5.00 at the time of the visit. The Health Plan would be responsible for the balance, unless the employee has not met the required deductible.) H. Drug testing (DOT Standards) All-inclusive $ 30 I. Pre -employment physicals (basic physicial exam) All-inclusive $ 25 • � s Payment Description Method Rate 3. Other Services A Senior Programs" (1) St. Mary Senior Class Yearly fee Free (2) UMC Seniors are Special Yearly fee Free B. Health Screenings (Includes lipid profile, cholesterol, Yearly fee Free cardiopulmonary, skm cancer screening, CB C for detection of anemia and infections, automated blood chemistry for detection of high or low blood sugar, liver disease, kidney disease and general health status). C. Health Education Classes (Includes on -site educational programs to address the health concerns of the employees and Yearly fee Free their families. Sample programs will include stress management, healthy cooking, child safety, etc. 4. Rate increase for all reimbursement methodologies excluding % Increase 4% percmuge of diarges to be utilized in the second or third year of this agreement. (If contract is extended at Citys option.) Notes: * Rates quoted for clinic visits include the professional component only. Ifpatient is referred to another facility for more extensive testing or procedures, then rates quoted from that facility will be used. ** St Mary Senior Class and UMC Seniors are Special are special programs with benefits and services for people age 55 and over. For members, Medicare and their approved supplemental insurance are accepted as payment in fiM for any inpatient medical services provided In addition, health screenings, educational programs and discounts at numerous local business are available. SCHEDULE B Hospitals: Other Facilities: RATES FOR SERVICES St. Mary of the Piains Hospital University Medical Center St. Mary Imaging Center St. Mary Surgicenter St. Mary Family Healthcare Center - Northwest St. Mary Family Healthcare Center - South UMC Freedom Square Community Health Center UMC Parkway Community Health Center UMC Chatman Community Health Center UMC Slaton Primary Care Clinic St. Mary/UMC Wolfforth Family Healthcare Center Texas Tech University Health Sciences Center Payor: City of Lubbock For: . Group Health Outpatient and Other Services Methodology: Reimbursement based on Ambulatory Surgical Center Rates as grouped by Medicare; Per visit Rates and percentage of charges Proposal valid through September 30, 1995. All rates for services are confidential. Description Payment Method Rate 1. Ambulatory Surgical Center (ASC) Groups A. Group 1 Per procedure $ 600 B. Group 2 Per procedure $ 850 C. Group 3 Per procedure $ 1,100 D. Group 4 Per procedure $ 1,300 E. Group 5 Per procedure $ 1,600 F. Group 6 Per procedure $ 19700 G. Group 7 Per procedure $ 2,000 H. Group 8 Per procedure $ 29100 1. Group 9 (Renal Uthotripsy) Per procedure $ 3,500 J. Unclassified procedures % Charges 60 % • M IN-NETWORK/OUT-OF-NETWORK FINANCIAL INCENTIVE D Plan Benefit Coverage In -Network Out -of -Network Deductibles: Hospital Confinement $100 $250 Annual $250 $500 Co -Insurance: Percentage 20% 50% Annual Limit Maximum $2,000 $50000 32 �4*vID11 EXCLUSIVE LUBBOCK COUNTY HOSPITAL PROVIDER LISTING St. Mary of the Plains Hospital 4000 24th Street Lubbock, Texas 79410 • University Medical Center 602 Indiana Avenue If Lubbock, Texas 79415 32 UNUM We Insurance company of America Dallas Employee Benefits office Suite 956 5151 Belt-Une Road Dallas, TX 75240 214 661-8686 SW 442-0915 FAX 214 490-5412 January 22, 1996 Lou Moore City of Lubbock P.O. Box 2000 Lubbock, Texas 79457 RE: Proposed LTC Program Dear Lou, I am sorry to inform you that due to a lack of participation, UNUM will be unable to offer Long Term Care insurance to the City of Lubbock. Thank you for the opportunity and please give me a call if you have any further questions. Best regards, Robert . Allen Regional Sales Representative West Texas (�! UINUM® APPLICATION FOR PARTICIPATION IN THE SELECT GROUP INSURANCE TRUST To: The Trustees of The Select Group Insurance Trust and UNUM Life Insurance Company of America Name of Employer/Applicant THE CITY OF LUBBOCK Address: (City) (State) requests approval to participate in the above named Group Insurance Trust and that ❑ Group Life Benefit ❑ Group Short term Disability Benefits ❑ Group Lifestyle Protection Life Benefits ❑ Group Lifestyle Protection Accidental Death & Dismemberment Benefits (Zp) ❑ Group Accidental Death & Dismemberment Benefits UGroup Long Term Care Benefits ❑ Group Lifestyle Security Protection Benefits be made available to its eligible employees under the terms of the Policy(ies) issued to the Trustee(s) of the Trust. The effective date of this insurance coverage is to be or such other date as the Insurance Company approves, whichever is later. If this request is approved, no insurance for which evidence of insurability is required will become effective until approved by the Insurance Company at its Home Office. Is there any group life insurance plan in force or being applied for on. some or all employees? If so, complete the following: Employee Class I Maximum Amounts I Name of Carrier (Effective Dates I Termination Dates By this application, the Employer/Applicant agrees and accepts the terms of the Trust Agreement for the Trust named above for so long as it elects to participate in the Trust. This includes all amendments to the Trust Agreement and any Rules and Regulations adopted by the Trustee(s) under the same Agreement. The Employer/Applicant authorizes the Trustee(s) to act as its agent for the purposes set forth in the Trust Agreement. This Includes functions relevant to the administration of Group Insurance; including but not limited to: 1. collection of premiums; 2. holding insurance policy(ies); and 3. delegation of agency to insurers. The Employer/Applicant also: 1. agrees to remit regularly the required premium payments; and 2. elects coverage as shown in the summary of benefits. The Employer/Applicant acknowledges that the group policy(ies) under which insurance is provided contain(s) numerous optional provisions which are available in order to ach employer with the ability to select provisions which meet its own needs. It is understood and agreed that only ose provis s which appearthe Summary of Benefits provided to the Employer/Applicant apply to its insurance cove age. ��� Only approval of this request in writing by the Tru: Insurance will become effective upon approval of to Date October ' 19. 1995By Employer/Applicant • JV. (Agent or Broker Signature) Approved: Trustees of The Select Group Insurance Trust Langston Dated at in the above Trust. By s,$q (Trustees or their Agent) (292) CITY OF LUBBOCK: ATTEST: B tty ff. Johns , City Secretary APPROVED AS TO Mary Andreo, Managing Director of Human Resources AS TO FO Don-G. V iVer, Assistant Ci Attorney Client Information Because this information Initiates UNUM processing that ultimately produces your contract, employee booklets, and bills, it is UNUM. important that you complete this information accurately and promptly return it. The Company's legal Name (include appropriate punctuation and any abbreviations that apply) Address City State/Province Zip/Postal Code Country Employer Identification Number (EIN) State/Province of Jurisdiction (where the corporate headquarters is located) Are other divisions, subsidiaries, or affiliates covered under this plan? ❑ No ❑ Yes If Yes, relationship Nature of business Decision -maker for company's employee benefits Plan Administrator/Correspondent Name Telephone Number ( ) Fax Number ( ) Description of eligible employees Number of eligible employees Are any employees excluded? ❑ No ❑ Yes If Yes, who Minimum number of hours the employee must work to be covered Type of Organization ❑ Profit O Employer O Trust O Association ❑ Partnership ❑ Corporation ❑ Government Segment O Non -Profit Org. O Sub -Chapter S Corporation ❑ Other (Please specify) Nature of Business (please specify) Are U.S. employees in other states or countries covered? Are foreign nationals covered under this plan? Does the company participate in a Workers' CornpIPERA/PERS Program? Canadian Employees Does the company employ residents of Canada? If Yes, are the employees covered under this plan? ❑ NO ❑ Yes — If Yes, List employees by state & country on census O No ❑ Yes — If Yes, List employees by state & country on census ❑ No ❑ Yes ❑ No ❑ Yes ❑ NO ❑ Yes — If Yes, complete Canadian Resident Form Waiting Period Present Employees: Are all current employees covered as of the effective date? ❑ No ❑ Yes If no, do they have the same waiting period as future hires? O No O Yes If not all employees are being covered, does prior service apply? O No ❑ Yes Future Employees: 1st of the month coinciding with or next following:. ❑ day(s) of active employment OR ❑_ month(s) of active employment The day following completion of: 0—day(s) of active: employment OR ❑— month(s) of active employment Payroll billed cases only — First pay period following: ❑ day(s) of active employment OR El—month(s) of active employment O No Waiting Period Other. please seecifv IN Contributions ❑ The employer pays 100% of the cost ❑ Partners — the partners pay for the plan' O The employee pays 100% of the cost El All others — the employer pays for the plan ❑ Both the employer & employee pay for the plan: *Note: Partners' premiums cannot be paid withpre-tax salary Percentage of employer contribution % for employee coverage % for dependent coverage ❑ Are premiums employees pay deducted from pre-tax salary? ❑ No ❑ Yes ❑ Is participation mandatory? ❑ No ❑ Yes (if not, have participation requirements been met) Prior Plan Information Does this plan replace other coverage? O No ❑ Yes If so, attach a copy of the prior plan's contract or employee booklet and complete the following: Effective Date . Termination Date . Prior Carrier Name Long Term Disability Short Term Disability Life (and/or Life AD&D) Dental LTC Basic Monthly Earnings (please complete thorough as benefits w l be based on this Information) ❑ Salary Only ❑ Salary & Commissions ❑ Salary & Bonuses, O Salary, Commissions & Bonuses ❑ W2 Earnings (circle one): Tax year (or) Calendar Year ❑ Teachers ❑ Partnership Agreement (1/12th of budgeted annual earnings) ❑ K-1 Partners Calendar Year ❑ K-1 Partners Tax Year ❑ Is Deferred Compensation to be included? ❑ No El Yes ❑ Other (please specify) If earnings differ by employee group(s), class(es) or division(s), please specify difference below: rSonus Questionnaire (only complete this section if the plan's basic monthly eamings included bonuses) Is bonus based on a pre -determined formula? ❑ No ❑ Yes If Yes, is the formula/payment of the bonus based on: ❑ Company performance (describe criteria) El Individual performance (describe criteria) ❑ A combination of individual & company performance (describe criteria) Indicate the percentage of each: % individual performance _% company performance How long has the bonus plan been in effect? How many times has the bonus been paid? Does the company plan to continue the bonus plan indefinitely? ❑ No ❑ Yes Who is eligible for the bonus? Are disabled employees eligible for the bonus? ❑ No ❑ Yes If Yes, are they eligible only in the year in which they last worked? ❑ No ❑ Yes If No, please explain Effective Date for UNUM Plan Anniversary Date for UNUM Plan Please Confirm Sold rate(s): LTD Life AD&D STD Dental Dependent Dental Your Name Signature Dependent Life LTC Date 09i1945 17 :10 V207 770 3328 •-» UNUH DALLAS. TX ._ 10002 AMENDMENT NO. S TO TIM SELECT GROUP INSURANCE TRUST AGPIMMENT This is an amendment to the Select Group Insurance Trust Agreement (the "A,gt=nent') dated July 7, 1988 between School District of Affton and March of DimeslCBDMP as Settlors and Fleet Bank of Maine as Trustee. In accordance with Article IX of the Agreerneat, the following amendment is proposed to Article DC by changing Section 2 as follows: S2QC= 2. Automatac T ermination. This Agreement shall terminate as of any premium due date of the group insurance policy or policies then held by the Trustee when there are fewer than two Participants Insured under said policy or policies; except that this Agreement shall not terminate if there are any insured persons remaining covered under a group long term policy held by the Trustee. This Agreement shall In any event teaminate upon the twentieth anniversary to the death of the last surviving person whose signature appears below. Upon the happening of such event a now trust agreement may be executed to further the purpose of this Agreement. IN WM-4ESS WHEREOF, the undersigned Trustee, by its duly authorized representative, has signed and executed this amendment effective April 1, 1993. OF MAINE By: Tide: // V'a' f" AMENDMENT No. 4 To TRUST AGREEMENT ' This is an amendment to the 'Trust Agreement (the "Agreement") dated July 7. 1988 between School. District of Affton and March of Dimes/CBDmP . as Settlors and Maine National Bank as Trustee. , /0 In Accordance with Article -tC of the Agreement, the following amendment is proposed as follows: Wherbver the name Maine National Bank appears it shall now be knom as Fleet Bank of Maine. IN WITNESS WMMF this Amendment is proposed this 12th day of July. 1991• TRUSTEE: MAINE NATIONAL BANK Title:sistant Vice President Date: - Ca m 2 7 /'F9/ 09/ 19/95 17 :11 V207 770 3328 UNUM •LTC --- UNLIM DALLAS• L TX I� 003 AMDMT 90. 3 TO TRUST AGREQKOiT This is an amendment to the Trust Agreement (the "Agreement") dated July 79 1968 between 84bool District of Aff ton and March of Dimes/CBDMP as Settlora and Maine National Bank as Trustee. ' In Accordance with Article DC•of the Agreement, the follgving amendment is proposed to ARTICLE I by adding Section 8 as follows: ARTICLE I SettioA S. Octup$tiodal'Gtdiips The term "Occupational Groups" means the.following groups: Retail Trade Insurance Fund 'Wholesale Trade Insurance Fund Service - You Professional Insurance Fund Service - Professional Insurance Fund '. Transportation Insurance Fund Manufacturing Insurance Fund • Construction Insurance Fund Agriculture Insurance Fund Communication Insurance Pund Finance - Insurance - Real Estate - Public Mgllcyees Insurance . Fund A participant whose business falls -into one of phe "occupational Groups" may be consideied' to -be in the same or related business. IN WITNESS WHEREOF this amendment is proposed the let day of -July, 1990. TRUSTEE: ifAINE RATIONAL BANK By: Title: Date: byilyiy5 17:12 M07 770 3328 UNUM LTC --- UNUM DALLAS,,TX 004 � �� .i ♦ r• a r,." � ,... .-.7;i.- °.�.. r�. '! w�:= rc.i _ s- _ ..s^-.. _r ....I i..4s-yc�rs _.r.. - _ AMENDMENT NO. 2 TO TRUST AG1tEM(ENT This is an amendment to the Trust Agreement (the 'Agreement') d-ated July 7. 1988 between School District of Affton and'Harch of Dimes/CBDMP as Settlers and Haine National Back of Trustee. In accordance with Article IX of the Agreement, the following amendment is proposed to ARTICLES I, 11, IV, VIII and IX, by changing Section 3 of ARTICLE I, Section 1 of ARTICLE II. Section 2 of ARTICLE IV, Sections 1 and 2 of ARTICLE VI1I and Section 3 of ARTICLE IX as follows: ARTICLE I-- Section 3. Participants. The term 'Participants' means the Settlers and all other employers, associations, creditors and credit unions, who apply for group life or health insurance. or other forms of coverage and insured benefits. or any combination thereof, and agree is writing to be bound by the provisions of this Trust Agreement;=provided that each participant be approved for insurance coverage by the Company. ARTICLE II 4 Section 1. purpose. The Settlers declare and create the Select Group Insurance Trust (hereinafter called the *Trust') for the purpose of providing and maintaining, through Policies issued by the Company. group Insurance for the benefit of their employees. debtors or members and for the benefit of the employee, debtors and members of all subsequent Participants and for the benefit of member firms of all subsequent Participants and their employees. ARTICLE IV Section 2. litle. The title to the policies held in the Insurance Fund shall be vested exclusively in the Trustee. Neither the Insurance Fund nor any payments referred to in ARTICLE V belov, temporarily in the possession of the Trustee, shall be subject to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance or charge by any Participant, and any attempt to make it so subject shall be void. Payments made shall not constitute compensation to the Participants, and such payments shall not in any manner be liable for or subject to the debts, contracts or liabilities of the Participants. Ito employee, debtor or member of a Participant shall have the right to receive any portion of the assets of the Trust other than to the extent that he qualifies for benefits in accordance with the terms of the policies held by the Trustee. 1 09r19/95 17:12 V207 770 3328 UNUM LTC --- UNUM DALLAS.TX i ARTICLE VIII $ecct_i--m_1. Designation. Bach Participant shall serve as Plan Administrator for its Employees, Debtors or Members. or shall designate an individual or group of individuals to serve in such capacity. Section 2 ties, Each Plan Administrator shall maintain :records for all employees. all debtors or all members in its Plan, in connection with their participation in Policies issued, and shall be solely responsible for complying with any provisions of the Employee Retirement Income Security Act (ERISA) as it may be amended from time to time which may apply to their participation in this Trust Agreement. In addition. each Plan Administrator shall distribute to or collect from employee, debtors or members participating in its Plan any information required by any other lax or regulation or'required by the Company. including but not limited to certificated issued. under a group contract. ARTICLE IX Section 3, Excess Funds. Should any surplus monies be held by the Trustee upon the termination of this Agreement, the Trustee shall pay such monies over to the Company to be applied toward the purchase of continued insurance benefits under said policies then in fares until such monies are. exhausted; provided, that if there are no employees, no debtors or no members then insured under such policies, such monies shall be applied, in the discretion of the. Company, toward the purchase of insurance benefits under such policies for the employees or members of the last tan Participants in this Insurance Fund. IN VITNESS WHEREOF this amendment is proposed this 1st day of July, 1990. TRUSTEE: MAINE NATIONAL BANK: By: Title: Date: I 09/19/95 17:13 yV207 770 3328 _UNUM L?C --- UNUM DALLAS.TX 16006 .�� j AXZT KM N0. 1 TO TRUST AGUMWT . This is an amendment to the Trust Agreement (the "Agreement") dated July 7, 1988 between School District of Aff tau and March of Dimas/CBDle as Settlors and Maine National Bank as Trustee. In accordance with Article X of the Agreement, the following amendment is - proposed to ARTICLES I, II, IV, VIII and 1%, by changing Section 3 of ARTICLE 1, Section I of ARTICLE II, Sections I and 2 of ARTICLE IV, Sections 1 and 2 of ARTICLE VIII and Section 3 of ARTICLE IX and by adding Section 7 to ARTICLE I as follows: ARTICLE I Section 3_. Participants.- Tha term "Participants" means tLa Settlors and all other employers, associations and credit unions, who apply for group life or health insurance, or other forms of coverage and insured benefits, or any combination thereof, and agree in writing to be bound by the provisions of this Trust -Agreement, provided that each participant be approved for insurance coverage by the Company. ' Section 7. Alternate Names. This Agreement may be referred to by the following alternate names: (A) Central States Legal Services Trust (B) Uid-America Legal Services Trust (C) Oklahoma Legal Services Trust _ (D) Southern Preferred Legal Services Trust (E) Vestern States Legal Services Trust (F) Capitol District Legal Services Trust (G) Reystoae Legal Services Trust (R) Texas Legal Services Trust (I) Rocky Mountain Legal Services Trust_ VV/ iV/Vb V :14 UZU l l IV 30L0 it �� , a�•�. ._ VNUn L! 1. »-» UnUn VALLAJ. 1A_ -bbl ARTICLE II Section 1 . Purpose. The Settlers declare and create the Select Group Insurance Trust (hereinafter called the "Trust") for the purpose of providing and maintaining, through Policies issued by the Company, group insurance for the benefit . of their employees or members and for the benefit of the employees and members of all subsequent Participants and for the benefit of member firms of all subsequent Participants and their employees. ARTICLE IV Section 1. Group Insurance Benefits. The Trustee shall procures as the policyholder, from the Company, or its successors or assigns, an insurance policy or policies which shall provide such amounts of group life or health insurance, or other forms of coverage and insured benefits, or any combination thereof, as the Trustee and the Company may determine appropriate, provided that the (A) types of insurance or combination of t�*pes of insurance available to any Participant, (B) the amounts of insurance available, (C) the eligibility and effective dace of insurance requireaents, and the various other terms of the policy or policies to be issued by the Company or the conditions precedent to their issuance. shall be determined by the Company and requirements of applicable law. Any. successor Trustee stay continue, and succeed as policyholders of, any group insurance policy or policies procured by the predecessor Trustee. All benefits, provided by the group insurance contract or contracts shall be payable to the partieipat:ts, insureds or their beneficiaries, except that the dividends or comparable rights, if any, shall Ve applied by the Company in accordance vich the terns of this Trust Agreement. Upon acceptance of said policy or policies by the Trustee, the Trustee shall hold same under the provisiems of this Trust Agreement, and the terms of same shall be binding upon all parties. Section 2. Title. The title to the policies held in the Insurance Fund shall b ested exclusively is the Trustee. Neither the Insurance Fund nor any payments referred to in ARTICLE Q belEv, temporarily in the possession of the Trustee, shall be subject to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance or charge by any Participant, and any attempt to make it so subject shall be void. Payments made shall not constitute compensation to the Participants, and such payments shall not in any msnaer be liable for or subject to the debts, contracts or liabilities of the Participants. No employee or member of a Participant shall have the right to receive any portion of the assets of the Trust other than to the extent that he qualifies for benefits in accordance with- the terms of the policies held by the Trustee. 09/19/95 17:15 V207 770 3328 UNUH LTC ARTICLE 4III . --- UNUM DALLAS.TX @Z008 Section 1. Desilnation. Each Participant shall. serve as Plan Administrator for its Employees, or Hembers,•or shall designate an individual or group of individuals to serve in such capacity. Section 2. Duties. Each Plan Administrator shall maintain records for all employees' or all members in its Plan, in connection with. their participation in Policies issued, and shall be solely responsible for complying with any provisions of the Employee Retirement Income Security Act (ERISA) as it may be amended from time to time which may apply to their participation in this Trust Agreement. In addition, each Plan Administrator shall distribute to or collect from employees or members participating in its Plan any information required by any other lav or regulation oT required by the Company, including but not limited to certificates issued under a group contract. ARTICLE IX Section 3. Excess Funds. Should any surplus monies be held by the Trustee upon the termination of this Agreement, the Trustee shall pay such monies over to the Company to be applied toward the purchase of continued insurance benefits under said policies then in force until such monies are exhausted; - provided, that if there are no employees or no members that insured under such policies, such monies shall be applied, in the discretion of the Company, toward the purchase of insurance benefits under such policies for (. the employees or members of the last ten Participants in this Insurance Fund. ni VIiNESS WLFREBF this amendment is proP.osed this 1st day of April, 19 0. TRUSTEE: HAM FATIMAL 8M By• ' Title: Date 1/y�.kl• I��'p _ �03i19i95 17:15 IT207 770 3328 UNUH.LTC •-• UNUH DALLAS.TX 009 f TRUST AG21na F? THIS•AGREEKENT is evade between the following parties whose authorized signatures appear below: the SETTLCRS, who ere the initial Participants in the Select Group Insurance Trust and the TRUSTEE. Maine National Bank. In consideration of the covenants of the parties to this Agreement, It is agreed: • Section 1. Cam;g=. the term "the Company" means the insurer issuing the policy or policies held by the Trustee. "•'::'� Section�2. Parties. the parties to this Agreement are. the Settlers, all subsequent Participants, and.the Trustee or the successors to same. Section 3. PartlCbamu. The term "Participants" meaae, the Settlers and all other employers vho apply for group life or health insurance and agree in writing to be bound by the provisions of this Trust Agreement, provided that each participant be approved for insurance coverage by the Company. Seetion 4. Policy. the terra "Policy" or "Policies" means the policy or policies of group insurance issued by the Company pursuant to this Trust Agreement and accepted by the Trustee including any amendments, endorsements or riders. I� • 09/19/95 t- 17:16 $207 770 3328 UNUM .LTC 2 I ••• UNUM DALLAS.TX 010 Section S. fit. ?wine National Bank, or its successor, it any, is designated and referred to as the "Trustee" under this k9reement. Section 9. fit. This Agreement shall be known as the Select Group Insurance Trust. is etion 1. Phu Bose. The Settlers declare and create the Select Group Insurance Trust (hereinafter called the "Trust") for the purpose of providing and maintaining, through Policies issued by the Company, group insurance for the benefit of their employees or members and for the benefit of the employees and members of.all subsequent Participants. Section Z. 2r«st Assets. The trust assets shall consist of the Policies together with monies, if any, which may be received by the Trustee, and shall be used for the purposes set forth in this Trust Agreement. The Trustee declares that it will receive, hold and disburse for the appropriate Participant's account, all monies which coma into its hands, solely for the purposes set forth in this Trust Agreement. In accordance with Article 9, Section 1, the Trustee shall not receive any premium payments from Participants. Such premium payments shall be paid directly by the Participants to the Company. 09/19i95 17:17 $207 770 3328 UNUM.LTC --- UNUM DALLAS.TX �1011 • •a— StSXjgM 1. C,ofRbeasa ±on and Expenses of Trustee. -The Trustee shall be reimbursed for all reasonable and necessary espenses.incurred •in the performance of its duties as Trustee. Any Trustee shall be entitled to such fees for its services in reasonable amounts as may be agreed upon from time to time between the Trustee and the Company. Section 2. Successor Yr. % . (A) A Trustee may resign on 60 days written notice to the Company. In the event of the resignation of any Trustee, the resigning Trustee ; shall appoint one or more successor Trustees who shall, upon agreeing in 71 writing'to be bound as a Trustee by the.provisions of Agreement, become vested vith all the estate, rights, pavers, discretion and duties of the predecessor Trustee. In the event of the resignation of a bank or trust company as a Trustee, the Trustee shall -designate as the; successor Trustee any other bank or trust company, having a combined capital and surplus of at least Forty Killion Dollars ($40,000,000) which has a principal office in the State of Maine and which is authorised by lav to exercise trust powers. In the event such a bank or trust company shell be so appointed and shall agree in writing to serve as a Trustee,. all rights, powers, duties and obligations conferred or imposed upon the Trustee by this Agreement shall be exercised and performed exclusively by such bank or trust company. Upon surrender to such bank or trust company of the records and assets of the Insurance Fund, and acceptance of the final account of the predecessor Trustee by the successor Trustee, the lae12 predecessor Trustee mall be discharged of the trusts and ob21ga0cns created by this Agreement. (8) A predecessor Truetee shall surrender to the successor Trustee at the place of business of the Insurance fund all records, books, documents, monies and other properties in its possession vbLch are held by the Trustee for, or incident to, the fulfillment of the Agreement and the administration of the Insurance rand, provided that the retiring Trustee, except any individual, may reserve such reasonable sum for payment of proper charges against the trust fund including expenses in connection with such resignation or removal. Any balance of such reserve remaining after the payment of such charges shall be paid over to the successor Trustee. h::x' Sfttion 3. Eroneration. (A) No Trustee shall be personally liable for: (1) Any obligation of the Insurance fund or obligation incurred by the Trustee acting as Trustee; (2) She terns, conditions or coverage of the policy or policies issued by the Company, nor for any claims, representations, obligations, claims or settlements in respect of any beneficial Interest by or in behalf of any Participants or options or expenses arising out of such contracts; or 09i19/95 17:18 $207 770 3328 UNUM LTC --- UNUM DALLAS.TX 16013 ,tip•`•,,` (3) Any action taken or omitted in good faith by such Trustee, by any other Trustee, or by legal counsel, auditor, clerical personnel, administrative personnel or other third party selected by the Trustee with reasonable care. (B) A third party dealing with the Trustee may conclusively preswna that any exercise of powers by the Trustee are in aceordunee with the provisions of the Agreement. No third party dealing with the Trustee shall be obliged to take cognisance of the provisions of this Agreement, nor to inquire into the necessity or expediency of any action of the Trustee. The responsibility of a third party shall be limited to the terms of its agreements with the Trustee. ARTICLE ly, GROUP SI1R r-E BENEFITS get en 1. rr m2 ;nsuran a B®nefits. The Trustee shall procure, as the policyholder, from the Company, or its successors or assigns, an insurance policy or policies which shall provide such amounts of group life or health insurance, or other forms of coverage and, insured benefits. or any combination thereof, as the Trustee and the Company may determine appropriate, provided that the (A) types of insurance or combination of types of insurance available to any Participant. (B) the amounts of insurance available, (C) the eligibility and effective date of . insurance requirements, and the various other terms of the policy or policies to be issued by the Company or the conditions precedent to their Issuance, shall be determined by the Company and requirements of applicable law. Any successor Trustee may continue, and succeed as 09/19/95 17:19 %Y207 770 3328 UNUM ,LTC --- UNUM DALLAS.TX 11014 - 6 - policyholders of, any group insurance policy or policies procured by the predecessor Trustee. All benefits provided by the group insurance contract or contracts shall be payable to the participants or their beneficiaries, except that the dividends or comparable rights, if any, shall be applied by the Company in accordance with the taros of this Trust Agreement. Upon acceptance of said policy or policies by the Trustee, the Trustee shall hold same under the provisions of this Trust Agreement, and the terms of same shall be binding upon all parties. Seca as 2. fig. The title to the policies held in the, Insurance Fund shall be vested exclusively in the Trustee. Neither the Insurance Fund nor any payments referred to in Article V belov, temporarily in the A possession of the Trustee, shall be subject to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance or charge by any Participant, and any attempt to make it so subject shall be void. Payments made shall not constitute compensation to the Participants, sad such payments shall not in any manner be liable for or subject to the debts, contracts or liabilities of the Participants. No employee of a Participant shall have the right to receive any portion of the assets of the Trust other than to the extent that he qualifies for benefits in accordance with the terms of the policies held by the Trustee. ,Section 1. Premiums. In addition to any other rights available to the Company under any group insurance policies issued to the Trustee. authority is hereby designated to the Company to (A) receive premium 09-119/95 17:20 V207 770 3328 UNUM LTC - 7 - --- UNUM DALLAS.TX c payments from the Participants in the Insurance ruad, (8) determine the amount of premium necessary from each Participant under any such policies and (C) determine when such payments for insurance will be required. Each Participant shall pay to the Company such amounts, and at such intervals, as may be determined by the Company, under authority hereby delegated to it, to be the appropriate portion of the premium due under policies held by the Trustee with respect to the -Participants. Payments shall be due on the first day of each policy month or at such other time as the Participant may designate together with the concurrence of the Trustee or the Company under authority delegated to it. Each Participant shall be liable for his portion of the payment as so determined. The Trustee shall not be responsible for determining the amount or source of aay payment. Eection_2. rgilure To !lakePa_vmeats. If any Participant fails to make any required payment on or before the day it is due, such Participant shall be in default. The effect of such default and the methods of curing such default, if any, shall be as set forth in the policy or policies. section_1. Depositor. All monies received pursuant to this Agreement by the Trustee shall be held, until expensed, in such banks or insurance companies as they may select for that purpose, and need not be segregated from other funds administered by the Trustee. The Trustee shall not be i 09/19/95 17:20 $207 770 3328 UNUM •LTC --- UNUM DALLAS. TX Q016 • '•` liable for interest on monies so received and shall not be required to Y-. .L- deposit or invest such monies to produce an income. Sectinn2. Dis ursem2=. denies received by the Trustee shall be disbursed for the follaviag purpodesi (A) To pay or provide for the payment of all premiums for group insurance provided by the Trustee pursuant to the further provisions of this Agreement; (B) To pay all reasonable charges of any Trustee, including: ems:, (1) All reasonable and necessary expenses incident to the administration of the Insurance fund, including the employment of legal counsel, auditors, clerical personnel, administrative personnel and other third parties; (2) The purchasing or leasing of such materials, supplies and equipment as the Trustee, in its sole discretion, deems proper and necessary for the sound and efficient administration of the Insurance Fund; and (3) The leasing of necessary office premises; (c) To provide, in the discretion of the Trustee, fidelity bonds r• issued by a reputable insurance company in amounts determined by the lam' 09/19/95 17:21 V207 770 3328 UNUM LTC ••• UNUM DALLAS.TX 16017 '`r J Trustee for such Trustee and for each ocher person authorized to handle monies held in the Insurance.rund. Sect;on 1. leaUgstc for _particiod ion. Requests for participation in and under the terms of the policy or policies issued to the Txuatee shall be investigated by the Company, and such requests for participation shall be approved or disapproved by the Company. The Trustee shall have no responsibility for any determination that any person is or is not eligible for coverage under the policies issued, and the Trustee shell be fully protected in relying upon any determination by the Company in that - respect. No person that is not eligible for coverage, or that becomes ineligible for coverage, under the policies issued shall be eligible for participation. Section i. Withgxawal/?ermiaation of PartleiRant. A Participant may vithdrav or may be. terminated from the Insurance rand and the policies Issued in accordance with the terms of said policies. (A) The Trustee shall keep at the place of business of the Insurance rund the policies held under this Trust Agreement, true and accurate books of account, and records of its transactions as Trustee. Within 90 �.• days after the close of any year in which the Trustee receives any monies under this Agreement, the Trustee shall render to the Company an account 09/19/95 17:22 %Y207 770 3328 UNUM LTC --- UNUH DALLAS,TX la 018 ,i of such acts and transactions, which account shall be signed by the Trustee and mailed in duplicate. A copy of such account shall be retained at the place of business of the Insurance Lund for inspection by any Participant or its duly authorised representative, and a copy shall be delivered to a Participant on its request. If, after reviewing said account, the Company finds the account to be correct as submitted, it shall endorse upon same an instrument of settlement and its agreement that the same shall constitute as account Stated. One counterpart of the account to which is attached or endorsed such fully e:eeuted instrument of settlement shall be returned to the Trustee. (8) If within 90 days after the receipt of such account or. any •- amended account the Company shall not have endorsed its approval of such account and returned the same to the Trustee, nor have filed with the Trustee notice of any objection which it may have to any act or transaction of the Trustee, said account shall become an account stated. If any such objection has been filed, and if the Company, is satisfied that it should be withdrawn or if the account is adjusted to its satisfaction, the Company shall in writing filed with the Trustee signify its approval of the account and it shall become an account stated. When the Trustee's account shall have become an account stated is herein provided, such account shall be deemed to have been finally settled and shall be conclusive between and among the Trustee, the Company, the Participants, and all persons having or claiming to have any interest in. the Insurance rand. Such settlement of the Trustee's account shall constitute a full and complete discharge and release of the Trustee with like effect as if such account has been settled and allowed by a judgment 88�i9�95 17:22 C207 770 3328 UNUM.LTC --- UNUM DALLAS.TX • 11 - 1 or decree of a court of competent jurisdiction in an action or proceeding in which the Trustee, the Company, the Participants, and all persons having or claiming to have any interest in'the Inauranco rund were parties. Notwithstanding any provision, the Trustee shall have the right to apply at any time to a court of competent jurisdiction for the judicial settlement of its account; and in any such action or proceeding it shall be necessary to join as parties only the Trustee, the Company and the Participants. In any such action or proceeding the Participants shall receive notice of such action by serving each of them with a notice sent to its last known address. Any judgment or decree which may be entered in any such action or proceeding shall be conclusive upon all person having or claiming to have any interest in the Insurance fund. . , W.1 • v 0 4s b CipiZA � . Sectioz1. 1ts.3sm&Lien. Each Participant shall serve as Plan Administrator for its employees, or shall designate an individual or group of individuals to serve in such capacity. Se C iea 2. Dittlec. Each Plan Administrator shall maintain records for all employees in its Plan, in connection with their participation in Policies issued, and shall be solely responsible for complying with any provisions of the Employee Retirement Income Security Act (ERISA) as it may be amended from time to time which may apply to their participation in this Trust Agreement. In addition, each Plan Administrator shall `.. distribute to or collect from employees participating in its Plan any Information required by any other law or regulation or required by the 0 019 09/19/95 17:23 V207 770 3328 UNUM LTC UNU'H DALLAS,TX Eli Company, including but not limited to certificates issued under a group contract. gtetien i. J=. The parties contemplate that this Agreement will continue in effect indefinitely. However, should the Trustee at any time determine that the purpose for which the Insurance rand has been created may be effectuated more properly by an amendment to this Agreement, the Trustee shall be empowered to prepare such amendment. Any such amendment shall become operative thirty (30) days following receipt by each Participant of a copy of the amendment provided that the: Participant does not give the Trustee written notice of dissent within such thirty (30) day period. ,aeetion 2. Au&gm tic Terming iot. This Agreement shall terminate as of any premium due data of the group insurance policy or policies then held by the Trustee when there are fever than two Participants insured under_ said policy or policies. This Agreement shall is any event terminate upon the twentieth anniversary to the death of the last surviving person whose signature appears below. Upon the happening of such event a new trust agreement may be executed to further the purpose of this Agreement. Section 1. Exce&s Eunds. Should any surplus monies be held by the Trustee upon the termination of this Agreement, the Trustee shall pay such monies over to the Company to be applied toward the purchase of continued insurance benefits under said policies then in force until such 17:24 V207 770 3328 UNUM LTC --- UNUM VALLAS, TX d 021 �.' monies are exhausted; provided, that if there are no employees then insured under such policies, such monies shall be applied, in the discretion of the Company, toward the purchase of insurance benefits under such policies for the employees of the last ten Participants 'it this Insurance ruad. This Trust is accepted by the Trustee in the State of Maine and all questions pertaining to its validity, construction and administration shall be determined in accordance with the applicable laws of that jurisdiction. The Insurance Fund shall have its place of business at such place in the State of Maine as the Trustee shall from time to time determine. IN WIWESS MMREOr, the undersigned Settlorc amd Trustee, by their duly authorized representatives, have signed and executed this Agreement. 09/19/95 17:24 V207 770 3328 UNUM-LTC --- UNUM DALLAS,TX 022 :Its ' —14— . TRUST AGREEKM Settler Signatures Settler: School District of Affton BY: William C. Ahlers Title: Business Manager Date: 6/28/88 .,-. . This Settler Signature page admowledges and is made apart of the Select Group Insurance Trust Agreement between the Settlers and Maine National Bank. 09/19/95 17:25 V207 770 3328 UNUM, LTC --- UNUM DALLAS. TX 023 • • •5 f TRUST AGREEMENT Settler Signatures 0�1 tip r By: , /4) Title: l Date: This Settler Signature page acknowledges and is made a part of the Select Group Insurance Trust Agreement between the Settlors and Maine Nationai Bank. j O9/19/95 17:26 V207 770 3328 UNUH LTC --- UNUH DALLAS. TX la024 r • ' TRUST AGREEMENT Trustee Signatures mAnm NATIONAL BANK By • Title; .$:i.:rli L w t+:r+•:�.tt ] A Date: 7 This Trustee Signature page acknowledges and is made a part of the Select Group Insurance Trust Agreement between the Settlers end Maine National Bank. Wasriington national INSURANCE COMPANY 3W TOWER PARKWAY • ARE. KMM= SOOS9.3655 SUPPLEMENT TO MASTER APPLICATION FOR GROUP INSURANCE made to WASHINGTON NATIONAL INSURANCE COMPANY, LINCOLNSHIRE, ILLINOIS 60069 To: WASHINGTON NATIONAL GROUP OFFICE 2435 N. Central Expressway, Suite 890 Richardson, TX 75080 Attention: Michael D. Collins Full Legal Name of Policyholder: CITY OF LUBBOCK Amend Group Plan Number: EB880994 Requested Effective Date: December 1, 1995 On behalf of the Policyholder, I request that Washington National Insurance Company ("Company") amend the Pollcy(ies) for the plan shown above as follows: The following changes are effective 12-1-95: 1) Revising to a 3 class Life/AD&.D schedule: Class I $10,000 Basic Life/AD&D Class II $10,000 Basic Life/AD&D plus Optional Life of 1X Salary rounded up to $1000 C1assM $10,000 Basic Life/AD&D plus Optional Life of 2X Salary rounded up to $1000 Reduction Formula 32% at age 70, 35% at 75, 35% at 90, 35 at 85. Retiree life basic amount reduces to $5000. Retiree Optional amount reduces to $10,000. 2) Optional Dependent Life: $5000 increments not to exceed $50,000 or 1/2 of the Employees combined amount Retiree Dependent Life Amounts reduces to $2500 for spouse and $1000 for dependents. For Additional Changes, Please refer to Addendums I and 11 — TX I acknowledge that certain optional benefits, which are summarized below, have been offered to the Policyholder as required by state statutes and regulations, and I have either accepted or declined these on behalf of the Policyholder as follows: acce t decline In Vitro Fertilization ................................... D xM This optional benefit covers outpatient in vitro fertilization procedures for an Insured if: 1. only the Insured's spouse's sperm is used; 2. the Insured and the Insured's spouse have an infertility history of at least five continuous years' duration or the infertility Is associated with specific conditions; 3. the Insured has not been able to attaln a successful pregnancy through less costly applicable Infertility treatments covered by the policy; and 4. the in vitro fertilization procedures are performed at an approved medical facility. PLEASE NOTE: The Company's standard policy does not cover In vitro fertilization. accept decline Home Health Care .................................... W ❑ This optional benefit covers home health care services provided by a home health care agency according to a doctor's care plan. The services include: 1. skilled nursing care; 2. physical, occupational, speech, nutritional, respiratory or inhalation therapy; 3. home health aide services; and 4. the furnishing of medical equipment and supplies. PLEASE NOTE: The Company's standard policy includes this benefit but a Policyholder may reject it. accept decline Speech or Hearing Loss or Impairment .................... M ❑ This optional benefit covers the necessary care and treatment of: 1. loss or Impairment of speech; and 2. doss or impairment of hearing. PLEASE NOTE: The Company's standard policy includes this benefit but a Policyholder may reject it. TX I,)_o,,% accept decline Serious Mental Illness ................................. IM ❑ This optional benefit covers the necessary care, diagnosis and treatment of serious mental illness the same as any other Illness. Serious mental Illness means the following mental illnesses: schizophrenia, paranoid and other psychotic disorders, bipolar disorders (mixed, manic and depressive), major depressive disorders (single episode or recurrent) and schizo -affective disorders (bipolar or depressive). PLEASE NOTE: This benefit is mandatory for the following groups: 1. state and local government employees; and 2. state college, university and school district employees. PLEASE NOTE: If a Policyholder does not elect this option and mental disorders benefits are not otherwise specified in this application, then such coverage for mental disorders, if any, currently in effect for the Policyholder will remain In effect, and mental disorders benefits will Include coverage of serious mental Illness. Also, state law requires that any Inpatient coverage of mental disorders Included In the Policy must apply not only to treatment In a hospital but to treatment in a psychiatric day treatment facility, a residential treatment facility for children and adolescents and a crisis stabilization unit. TX Benefits are subject to all provisions, limitations and terms of the Policy(les). A change in Medical Benefits or benefit amounts takes effect on the date of the change except that neither benefits nor benefit amounts will change (1) 'or an Insured Person not actively at work or (2) for an Insured Dependent hospital confined. An Increase In Life Benefits (Including Dependent Life) or Accidental Death and Dismemberment Benefits, if applicable, is effective on the date of the change only If the Insured Person Is actively at work. A decrease In Life Benefits (including Dependent Life) and, In some cases, Accidental Death and Dismemberment Benefits, If applicable, Is effective on the date of the change whether or not the Insured Person Is actively at work. Any changes required by state statutes or regulations shall also be Incorporated on the required dates. understand that the actual terms and conditions of coverage are those contained In the amended Policy(les) Into which this Supplement Application will become a part. I also understand that the amended Policy(les) will not become effective, unless and until, the Company accepts this Supplement Application. Upon acceptance, the Company will issue the necessary amendments to the Pollcy(les) to the Policyholder. SIGNATURFPF AUTHORIZED PURCHASER DATE n ,, f L. TITLE f f WITNESS CL- SIGNATURE OF SALES REPRESENTATIVE / LICENSED RESIDENT AGENT GROUP OFFICE TX Addendum I 3) Medical Plan has the following changes effective 12-1-95: A Changing from Hospital Only PPO to an exclusive Hospital Physician PPO with St. Marys and University Medical center. Benefit Design as follows: PPO Non-PPO Cal Year Ded $250 S350 Per Admission Ded 0 $100 Coinsurance 80% 60% Coinsurance Limit $2000($4000) $3000($6000) Hospital Pre Admission Testing 900/0 800/0 Inpatient Surgery 800/0 60% Outpatient Surgery 800/0 60% Emergency Treatment Hosp. ER -Urgent 800/0 80% Hosp. ER -Non -Urgent 800/0 600/a Physician Services Office Visits S15 copay then 1000/a 800/0 Lab/X-ray S 15 copay then 100% 800/0 Allergy Injections (includes Serum) $15 copay then 1000/a 806/0 Preventative Services Well Child Care & Immunizations thru age S S 15 copay then 1000/a 80% Routine Annual Physical S 15 copay then 1000/a 800/0 Gynecological Exam (Annual) S 15 copay then 1000/9 80% Pap Smear (Annual) $15 copay then 1000/a 80% Prostrate Exam (Males 45+) $15 copay then 1000/a 80% Pre -Natal Care IS 15 copay then 100% 800/0 Mental & Nervous (S20.000 LTM) As any other illness As any other illness Alcoholism & Substance Abuse As any other illness As any other illness Other Chiropractic Care 600/a after $350 ded 60% after $350 ded TMJ S 1000 Lifetime Max $ 1000 Lifetime Max Signature CkAuthorized Purchaser 02)A�� Title / - 4itn ess Signature of Sales RepresentativeALicensed Resident Agent Group Office Addendum H Dental Calendar Year Ded $75 Annual Maximum $1200 Preventative 100% Basic 80% Major 50% Orthodontic 50016 Ortho Deductible 0 Ortho Lifetime Max $1000 Ortho available to Dependent Children only to age 19 Signature 6t Authorized Purchaser Title /-96-- s� Date I- Al" ess Signature of Sales Representative/Licensed Resident Agent Group Office MAIL ORDER PHARMACY SERVICES AGREEMENT This Mail Order Pharmacy Services Agreement ("Agreement"), effective as of December 1, 1995, is hereby entered into by and between Advance ParadigM Mail Service, Inc., a Delaware corporation ("APMS") and City of Lubbock. PRELIMINARY STATEMENT Pursuant to the terms and conditions of this Agreement, Client desires to retain APMS to provide, and APMS desires to provide for Client, mail service pharmacy in accordance with Client's prescription drug benefit plan (the "Prescription Plan"). TERMS OF AGREEMENT NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the parties hereto, intending to be legally bound, hereby agree as follows: 1. Definitions. Unless the context otherwise requires, the terms defined in this Section 1 shall have the meanings herein specified for all purposes of this Agreement, including singular and plural forms thereof. (a) "AWP" shall mean the then current average wholesale price for a Prescription Drug as listed in a pharmaceutical industry pricing guide, including but not limited to the Medi-Span Prescription Pricing Guide. (b) "Client" shall mean the City of Lubbock or its benefit administrator, as the case may be. (c) "Co -payment" shall mean that portion of the cost of the Prescription required to be paid directly by an Eligible Member in accordance with the Prescription Plan. (d) "Dispensing Fee" shall mean the amount payable by the Client for each prescription dispensed by the mail service pharmacy to an Eligible Member. (e) "Eligible Member" shall mean each individual entitled to benefits under the Prescription Plan. (f) "Effective Date" shall mean December 1, 1995. (g) "Generic Drug" means the chemical and generic name as determined by the United States Adopted Names Council and accepted by the Federal Food and Drug Administration, of those drug products having the same active ingredients as a drug product prescribed by its trade or brand name. (h) "Prescription" shall mean a valid and legal order to dispense a drug legally eligible for dispensing under the laws and regulations of the United States, including the Food and Drug Administration, and the state and local jurisdiction in which the dispensing facility is located. (i) "Prescription Drug" shall mean drugs and biologicals which can be dispensed only pursuant to a Prescription and which, by law, are required to bear the legend: "Caution - Federal Law Prohibits Dispensing Without Prescription." LIJ/FS/CC/Lubbock 2 . Mail Service Pharmacy. APMS shall fill Prescriptions for Eligible Members and shall mail such drugs or medications to such Eligible Members subject to the following terms and conditions: (a) Eligibility List and Updates. At least seven (7) days prior to the Effective Date, Client shall provide APMS with a complete and final eligibility tape or list in a format consistent with APMS's requirements which shall list all Eligible Members and set forth all pertinent eligibility data (the "Eligibility List"). Client shall provide a complete and updated Eligibility List to APMS as frequently as mutually agreed to by the parties hereto. For purposes of this Agreement, an individual will be deemed an Eligible Member during the period beginning on the third business day following delivery to APMS of a revised Eligibility List which includes such individual and ending on the third business day following delivery of a revised Eligibility List which excludes such individual. (b) Notification and Program Promotion. Client shall notify Eligible Members that they have mail service pharmacy benefits. Client shall use its best efforts to promote to Eligible Members utilization of mail service. Client shall permit APMS to meet with or otherwise communicate directly with prospective Eligible Members concerning the services provided hereunder in a reasonable manner and at various times as mutually agreed upon by APMS and Client. APMS shall provide Client with copies of informational material explaining the mail service and the forms necessary for Eligible Members to utilize mail service. Client shall distribute the mail service informational materials and forms to all Eligible Members. (c) Delivery and Dispensing. APMS shall dispense through its mail service pharmacy new or refill Prescription orders upon receipt from an Eligible Member of (i) a valid Prescription order or a completed refill order form and (ii) the applicable co -payment, if any. APMS shall cause the filled Prescriptions to be mailed to each Eligible Member via common carrier at the address set forth in the Eligibility List or as appearing on the face of the Prescription. APMS shall not be liable to either Client or Eligible Member for any delay in delivery resulting from circumstances beyond APMS's control as set forth in Section 2W of the Agreement. (d ) Mail Service Pharmacy. APMS shall operate its mail service pharmacy in compliance with state and federal pharmaceutical laws and regulations and shall dispense only those prescription drugs which, in its sole discretion, fulfill the requirements of the prescription writer and comply with applicable law. The licensed pharmacists employed by APMS in the mail service pharmacy shall have the right to refuse to fill or renew a Prescription for any Eligible Member when, in the pharmacist's professional judgment, the filling or renewing of such Prescription is not in the best interest of the Eligible Member or the pharmacist has reason to doubt the authenticity of the Prescription. (e) Generic Substitution. If a Prescription allows, and the patient agrees to the substitution of a less expensive Generic Drug, APMS's mail service pharmacy may fill the Prescription with a Generic Drug which, in the professional judgment of the dispensing pharmacist, fulfills the requirements of the Prescription and applicable laws. (f) Patient Profiles and DUR. APMS shall request information from each Eligible Member to submit with his or her first mail order Prescription a form containing information regarding, among other things, any drug allergies of such Eligible Member. APMS shall utilize this information to develop a patient profile on each Eligible Member which will include the information submitted by such member as well as a history of Prescription Drugs dispensed to such member during the term of this Agreement. Each mail order Prescription will be subject to DUR based on the patient profiles and mail LU/FS/CGLubboct 2 service utilization history as well as concurrent DUR through the Advance Rx® claims adjudication system. APMS shall not be liable for any indirect, special or consequential damages arising from the use or lack of use of such DUR services in accordance with Section 8 of this Agreement. (g) Quantities. APMS shall provide the quantity of the drug specified by a Prescription or refill order in quantities of up to a 100 day supply; provided, that APMS shall dispense the drugs under any Prescription or refill order in accordance with Plan design. APMS shall comply with all limitations imposed on controlled substances. (h) Toll Free Client Service. APMS shall maintain, at its sole expense, toll free "800" numbers for patient counseling for Eligible Members, Client inquiries and other Client service or informational needs. (i) Reports. APMS shall provide management reports to the Client pertaining to the services provided under this Agreement in a form and at intervals to be mutually agreed upon by APMS and the Client. 0) Exclusivity. APMS shall have the exclusive right to provide mail order pharmacy services for the Client during the duration of this Agreement. 3. Price For Services. In accordance with Section 4 hereof, Client agrees to reimburse APMS for the- Prescriptions dispensed by the mail service pharmacy at the following rates: Brand Drugs: AWP less 14% pli $2.75 Dispensing Fee, j= the Co -payment Generic Drugs: AWP less 35% pl $2.75 Dispensing Fee, Le,s the Co -payment 4. Billing. (a) The mail service pharmacy shall electronically transmit claims for payment of Prescriptions dispensed to Eligible Members to the City of Lubbock's claims administrator. City of Lubbock agrees to pay such claims promptly in accordance with,its agreement with its claims administrator. City of Lubbock shall guarantee the payment of such claims. In the event the claims administrator does not timely pay any such claims, APMS may make demand upon the City of Lubbock, and the City of Lubbock shall pay the: claims and shall have full recourse against the claims administrator for repayment. (b) Cessation of Services. Should Client, or its designated agent, for any reason, fail to make timely payment, or become insolvent, or enter into voluntary or involuntary bankruptcy, APMS shall be entitled to cease dispensing Prescriptions under this Agreement, while maintaining all rights hereunder. S . Audit. Client shall have access, at reasonable intervals and during normal business hours, to the records of APMS relating to Eligible Members for the purpose of examining records pertaining to the service rendered by APMS to either the Client or Eligible Members hereunder. 6. Term. Subject to this Section 6, the initial term of this Agreement shall commence on the December 1, 1995 and end on November 30, 1998. This Agreement shall automatically renew on December 1, 1998, and on each year thereafter, for additional one- year periods, unless at least ninety (90) days prior to such December 1 either party notifies the other in writing of its intent to terminate this Agreement. In addition, this Agreement may be terminated as follows: LUNS/CC/Lubbock 3 (a) Upon the mutual written consent of the parties hereto; (b) At either parry's option, if the other party fails to comply with any provision of this Agreement and fails to correct such failure within thirty (30) days of receipt of written notice of such failure to comply (which notice shall describe the action that the other party must take to correct such failure); or (c) At either party's option, if the other party becomes insolvent or seeks protection, voluntarily or involuntarily, under any bankruptcy laws. Termination of this Agreement shall not relieve the Client, or its designated agent, of any unfulfilled obligations hereunder, including all payments due, unless otherwise agreed to in writing by APMS. 7. Indemnification. Each party and its officers, directors, employees, agents, successors and assigns (each an "Indemnitee") shall be indemnified and held harmless by the other party (the "Indemnifying Party") against any and all claims, loss, damage, costs and expenses ("Loss"), including, without limitation, attorneys' fees and expenses, actually incurred by any Indemnitee arising out of or resulting from the actions or omissions of the Indemnifying Party. Client further agrees to indemnify and hold APMS, its officers, directors, employees, agents, successors and assigns harmless from any Loss actually suffered or incurred arising out or resulting from any claim or demand by current or previous Eligible Members relating to this Agreement, including without limitation any disclosures made by APMS, its officers, directors, employees, agents, successors and assigns in accordance with the terms and conditions hereof. 8. Limitation Of Liabilitv. IN NO EVENT SHALL APMS BE LIABLE TO CLIENT OR ANY ELIGIBLE MEMBER FOR ANY INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES OR LOST PROFITS, ARISING OUT OF OR RELATED TO APMS'S PERFORMANCE UNDER THIS AGREEMENT OR BREACH HEREOF, EVEN IF APMS HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. APMS'S LIABILITY TO CLIENT UNDER THIS AGREEMENT, IF ANY, SHALL IN NO EVENT EXCEED THE TOTAL AMOUNT OF COMPENSATION DUE APMS FOR THE PRIOR TWELVE (12) MONTHS OF THIS AGREEMENT. APMS RELIES ON MEDI-SPAN OR INDUSTRY COMPARABLE DATABASES IN PROVIDING CLIENT AND ELIGIBLE MEMBERS WITH DRUG UTILIZATION REVIEW SERVICES. APMS HAS UTILIZED DUE DILIGENCE IN COLLECTING AND REPORTING THE INFORMATION CONTAINED IN THE DATABASES AND HAS OBTAINED SUCH INFORMATION FROM SOURCES BELIEVED TO BE RELIABLE. APMS, HOWEVER, DOES NOT WARRANT THE ACCURACY OF REPORTS, ALERTS, CODES, PRICES OR OTHER DATA CONTAINED IN THE DATABASES. THE CLINICAL INFORMATION CONTAINED IN THE DATABASES AND THE FORMULARY IS INTENDED AS A SUPPLEMENT TO, AND NOT A SUBSTITUTE FOR, THE KNOWLEDGE, EXPERTISE, SKILL, AND JUDGMENT OF PHYSICIANS, PHARMACISTS, OR OTHER HEALTH-CARE PROFESSIONALS IN ELIGIBLE MEMBERS' CARE. THE ABSENCE OF A WARNING FOR A GIVEN DRUG OR DRUG COMBINATION SHALL NOT BE CONSTRUED TO INDICATE THAT THE DRUG OR DRUG COMBINATION IS SAFE, APPROPRIATE OR EFFECTIVE IN ANY ELIGIBLE MEMBER. LU/Fs/CGLobbmk 4 9. General. (a) Notice. Any notice required to be given pursuant to the terms and provisions of this Agreement shall be in writing and shall be sent by certified mail, return receipt requested, or by overnight delivery service to the parties at the addresses below or such other address as shall be specified by the parties by like notice: ,I &f•M APMS ParadigM, Inc. Attn: Vice President - Legal Affairs P.O. Box 542906 Dallas, Texas 75354-2906 and to Client at: City of Lubbock Attn: P.O. Box 2000 1625 13th Street Lubbock, TX 79457 (b) Binding Nature and Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their successors and assigns. Neither party may assign this Agreement without the prior written consent of the other; provided, however, that either party may transfer or assign its rights and obligations under this Agreement, to any affiliate, and provided further that no such assignment shall have the effect of releasing such party from any of its obligations under this Agreement. (c) Headings and Interpretation. The headings of the various sections of this Agreement are inserted for convenience only and do not, expressly or by implication, limit, define or extend the specific terms of the section so designated. (d) Governing Law. The validity, enforceability, and interpretation of this Agreement shall be determined and governed by the internal laws of the State of Texas (and not the law of conflicts). (e) Entire Agreement. This Agreement contains all the terms and conditions agreed upon by the parties, and supersedes all prior understandings, writings, proposals, representations, or communications, oral or written, of the parties hereto. (f) Authority. APMS and Client warrant that each has full power and authority to enter into and perform this Agreement, and the person signing this Agreement on behalf of each party certifies that such person has been properly authorized and empowered to enter into this Agreement on behalf of such party. (g) Force Majeure. APMS shall not be liable for any failure or delay in performing all or part of its obligations under the terms of this Agreement resulting from unavailability of pharmaceuticals, legislative action, war, acts of any person engaged in a subversive activity, sabotage, riot, strikes, slow -downs, lock -outs, or labor stoppage, freight embargoes, fires, explosions, flood, earthquake or other acts of God, or by reason of the judgment, filing or order of any court or agency of competent jurisdiction occurring subsequent to the signing of this Agreement, or any other circumstances beyond its control. LUNS/CGLubbock 5 (i) Survival. Should any part, term or condition of this Agreement be declared illegal or unenforceable or in conflict with any other laws, the remaining provisions shall be valid and not affected thereby. 0) Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which taken together shall constitute one and the same instrument. (k) Further Assurances. From time to time upon request and without further consideration, the parties hereto shall, and shall cause their subsidiaries, to execute, deliver or acknowledge such documents and do such further acts as the other party hereto may reasonably require to effectuate its obligations contemplated by this Agreement. By executing the Agreement, the undersigned individuals hereby warrant and represent that they have read this Agreement in its entirety, both agree to all its terms, and are duly authorized to execute this Agreement on behalf of their respective parties. ADVANCE PARADIGM MAIL SERVICES, INC. ATTEST: &,It,— kk 3,J2,,J Bett M. Johridon, City Secretary APPROVED AS TO ONTENT: Mary Andobws, Director of Human Resources APPROVED AS TO FORM: OolzaCld G. Vandiver, Assistant City Attorney LUTSXC/L.ubboct 6