Agenda 01/10/2023 Item #16E3 (To continue compliance with the data reporting requirements of the Affordable Care Act with a qualified vendor to perform data reporting)16.E.3
01 / 10/2023
EXECUTIVE SUMMARY
Recommendation to approve an Assumption Agreement assigning all rights, duties and benefits, and
obligations from HealthCare Impact Associates, LLC, to Equifax Workforce Solutions LLC, concerning
Agreement No. 15-6505, "Affordable Care Act Data Reporting Services."
OBJECTIVE: To continue compliance with the data reporting requirements of the Affordable Care Act with a
qualified vendor to perform data reporting.
CONSIDERATIONS: Effective July 7, 2015, the Board approved Agreement No. 15-6505 (the "Agreement"),
"Affordable Care Act Data Reporting Services" with HealthCare Impact Associates, LLC, to provide required
services assisting the Risk Management Division.
On or about August 3, 2021, Equifax Workforce Solutions LLC, a Missouri limited liability company registered to
transact business in Florida, acquired all of HealthCare Impact Associates, LLC's assets; and further represents and
warrants to the County that it is now the successor in interest to the Agreement with the County. Staff obtained
documentation of the merger, along with other necessary business documents from Equifax Workforce Solutions
LLC, which have been reviewed and accepted by the County Attorney's Office.
Staff is recommending approval of the attached Assumption Agreement with Equifax Workforce Solutions LLC,
assigning all rights, duties, benefits, and obligations under Agreement, including any amendments thereto.
FISCAL IMPACT: The assumption of Agreement 15-6505 does not cause any additional fiscal impact.
GROWTH MANAGEMENT IMPACT: There is no Growth Management Impact associated with this Executive
Summary.
LEGAL CONSIDERATIONS: This item is approved as to form and legality and requires majority vote for
Board approval.-SRT
RECOMMENDATION: To approve the attached Assumption Agreement assigning all rights, duties and benefits
and obligations to Equifax Workforce Solutions LLC, under Agreement No. 15-6505, "Affordable Care Act Data
Reporting Services," and authorize the Chairman to sign the attached Agreement.
Prepared by: Sue Zimmerman, Procurement Contracts Manager, Procurement Services Division
ATTACHMENT(S)
1. 15-6505-Assumption Agreement_ Vendor signed(PDF)
2. Equifax Workforce Solutions, LLC Sunbiz (PDF)
3. 15-6505 Equifax COI 1 (PDF)
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16.E.3
01/10/2023
COLLIER COUNTY
Board of County Commissioners
Item Number: 16.E.3
Doe ID: 24241
Item Summary: Recommendation to approve an Assumption Agreement assigning all rights, duties, benefits, and
obligations from HealthCare Impact Associates, LLC, to Equifax Workforce Solutions LLC, concerning Agreement
No. 15-6505, "Affordable Care Act Data Reporting Services."
Meeting Date: 01/10/2023
Prepared by:
Title: Planner — Procurement Services
Name: Sue Zimmerman
12/29/2022 3:34 PM
Submitted by:
Title: Manager - Procurement — Procurement Services
Name: Sandra Herrera
12/29/2022 3:34 PM
Approved By:
Review:
Procurement Services
Risk Management
Procurement Services
County Attorney's Office
Office of Management and Budget
County Attorney's Office
Community & Human Services
County Manager's Office
Board of County Commissioners
Ana Reynoso
Level 1 Purchasing Gatekeeper
Sonja Sweet
Additional Reviewer
Sandra Herrera
Director Review
Scott Teach
Level 2 Attorney Review
Debra Windsor
Level 3 OMB Gatekeeper Review
Jeffrey A. Klatzkow Level 3 County Attorney's Office Review
Maggie Lopez
Additional Reviewer
Dan Rodriguez
Level 4 County Manager Review
Geoffrey Willig
Meeting Pending
Completed
12/30/2022 10:29 AM
Completed
01/03/2023 12:54 PM
Completed
01/03/2023 12:58 PM
Completed
01/03/2023 1:31 PM
Completed
01/03/2023 1:46 PM
Completed
01/03/2023 3:39 PM
Completed
01/03/2023 6:08 PM
Completed
01/04/2023 8:28 AM
01/10/2023 9:00 AM
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16.E.3.a
ASSUMPTION AGREEMENT
This Assumption Agreement is made and entered into on this loth of January, 2023 by
and between EQUIFAX WORKFORCE SOLUTIONS LLC ("Equifax") and
COLLIER COUNTY, a political subdivision of the State of Florida ("County"), (collectively the
"Parties").
WHEREAS, on July 7, 2015 (Agenda Item 16.E.1) the County awarded an Agreement No.
15-6505, "Affordable Care Act Data Reporting Services," to HealthCare Impact Associates, LLC
("HIA"), and attached hereto as Exhibit "A" (hereinafter referred to as "Agreement"); and
WHEREAS, on August 3, 2021, Equifax, acquired all of HIA's assets as memorialized in
attached Exhibit "B;" and
WHEREAS, Equifax, hereby represents to Collier County that by virtue of an acquisition
of HIA's assets it is the successor in interest in relation to the Agreement; and
WHEREAS, the parties wish to formalize Equifax's assumption of rights and obligations
under the Agreement effective as of the date first above written.
NOW THEREFORE, IN CONSIDERATION of the mutual promises in this Assumption
Agreement, and for other good and valuable consideration, the receipt and sufficiency of which
are acknowledged by the parties, it is agreed as follows:
1. Equifax accepts and assumes all rights, duties, benefits, and obligations of HIA
under the Agreement, including all existing and future obligations to perform under the
Agreement. N
2. The parties hereby reaffirm and ratify each of the terms and conditions in the
Agreement.
3. Equifax will promptly deliver to County evidence of insurance consistent with the
Agreement.
4. Further supplements to, or modifications of, the Agreement shall be approved in
writing by both parties.
Notice required under the Agreement to be sent to Equifax shall be directed to:
CONSULTANT:
Equifax Workforce Solutions LLC
11432 Lackland Road
St Louis, MO 63146
Attention: President
Copy to: Health e(fx)
6101 Baker Road, Ste. 205
Minnetonka, MN 55345
Page 1 of 2
CUS-22.23090
December 20, 2022/For Execution
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16.E.3.a
5. The County hereby consents to Equifax's assumption of the Agreement in order to
continue the services provided under Agreement No. 15-6505. No waivers of performance or
extensions of time to perform are granted or authorized. The County will treat Equifax as it would
have HIA for all purposes under the Agreement, Except as provided herein, all other terms and
conditions of the Agreement remain in full force and effect.
IN WITNESS WHEREOF, the undersigned have executed and delivered this Assumption
Agreement effective as of the date first above written.
ATTEST:
Crystal K. Kinzel, Clerk
& Comptroller
By:
, Deputy Clerk
Approved as to Form and Legality:
Deputy County Attorney
Equifax's Witnesses:
KAeS—s ne iD, 29. 202210: 1161)
First Witness
Katie Shasserre
TType/print witness nameT
Z,W/sa Ree/e-
Luisa Ueekgr f Dec 29, 2022 .12:59i STL
Second Witness
Luisa Meeker
TType/print witness nameT
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
Chairman
Equifax Workforce Solutions LLC
Page 2 of 2
CUS-22-23090
December 20, 2022/Por Execution
Signature
Rhona Parry General Manager, ACA
TType/print signature and titleT
12/29/2022
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16.E.3.a
EXHIBIT "A"
HEALTH C(D®
Clarity. Compliance, Control,
SOFTWARE AND SERVICE AGREEMENT
("Master Agreement")
This Agreement is made on the _ day of , 2015 (the "Effective
Date") by and between HealthCare Impact Associates, LLC ("HIA"), A Minnesota limited liability
company with primary office at 6121 Baker Road, Suite 104, Minneapolis, MN 55345, and
Collier County, a political subdivision of the State of Florida ("Employer" or "the County"), with
an office at 3299 Tamiami Trail E., Suite 303, Naples, Florida 34112.
WHEREAS, HIA is the developer and exclusive owner of an Affordable Care Act
management information system known as Health E(fx)® (which, together with its
accompanying documentation and other materials, shall be referred to hereafter as the
"Software" or "Service"); and
WHEREAS, as further described on the proposal provided to Employer, dated April 15,
2015 and attached hereto as Exhibit A (the "Proposal") the Software: (1) aggregates and
analyzes raw employer data received from Employer source systems, including payroll, HRIS,
time and attendance and benefits administration; C2) complies with applicable regulations of the
Affordable Care Act as of the date of its implementation, and is designed to maintain
compliance to subsequent regulation changes as introduced; (3) measures, reports, and alerts
on employee medical benefits eligibility and plan affordability compliance under the Affordable
Care Act; (4) provides employer management reporting, compliance reporting, and employee
notifications and federal reporting; and (5) enables complex data modeling and analytics (when
the analytics module is purchased) to assess and evaluate risk, cost, and strategies related to
an employer's medical benefits program; and
WHEREAS, Employer wishes to license and use the Software and HIA services for the
price and on the terms set forth herein;
NOW, THEREFORE, in consideration of the mutual covenants and premises herein
contained, the parties hereto agree to the terms and conditions of this Agreement (also called
"Master Agreement").
1. Term and Termination. This Agreement shall become effective upon the date the Board of
County Commissioners approves ("Effective Day") and shall be for thirty-six (36) months
beginning on the Effective Date, at the end of which time it may be renewed for additional
twelve (12) month periods until terminated by (1) mutual agreement of the parties, (2) the
Employer upon ninety (90) days' notice to HIA, or (3) as otherwise provided herein. All
services and products provided prior to termination shall be paid for in full, upon receipt of a
proper invoice and upon approval by the Risk Management Director, or his designee, and in
compliance with Chapter 218, Fla. Stats., otherwise known as the "Local Government
Prompt Payment Act". Provisions of this Agreement which by their terms are intended to
survive the termination of this Agreement, Including but not limited to Sections 5, 6, 7, and 9,
shall survive termination of this Agreement.
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2. Services; License. Subject to the terms of this Agreement and in exchange for the fees
below, HIA will provide to Employer the services described on the Proposal and purchased
by Employer, including the grant of a non-exclusive non -transferable, license to use the
Software as set forth more particularly in the End User Software License and Warranty
Agreement ("EULA" ), which is attached hereto as Appendix A and Incorporated by reference
herein,
3, Fees: Employer shall pay fees as follows:
a. Implementation Fee. The Implementation Fee is a one-time non-refundable
fee securing the implementation schedule and include set-up, system
configuration, data file(s) integration and testing, hosting and deployment, and
standard training.
b. Software and Service Fees. In addition to the Implementation Fee, Employer
shall pay an annual Software and Service Fee for the Health E(fx) Compliance
Module. Employer will be provided access to and use of the Health E(fx)®
Analytics Module for a period of three (3) months (the "Trial Period") from the
"Go -Live" date free of charge, at which time additional fees for continued use will
apply (as shown in the Applicable Software and Service Fees table below).
Employer has the right to cancel access and use of Analytics Module upon
written notice up to ten (10) days in advance of the end of the Trial Period. All
fees associated with the Annual Software and Service Fees are in effect for a
period of three (3) years from Agreement date, subject to an annual 4%
adjustment at the start of years two and three. "Go -Live" shall begin when the
Employer's system is moved to production subsequent to Employer's
documented acceptance sign -off, which sign -off shall not be unreasonably
withheld. Support and maintenance Services shall be governed by the Support
and Service Level Agreement, which is attached hereto as Appendix B and
Incorporated by reference.
C.
Applicable Software and Service Fees:
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Additional Services
*Managed Services
PEPM $1.25
One Time Set Up Fee - $1,150
Standard Print and Mail Per
Form - $0.92
1095 Forms Fulfillment
Combined Print and Electronic
Portal Per Form - $1.30
Annual Portal License Fee
$1,725
Unlimited User Seats
Included
d. Basis For Fees.
Fees are based on implementation of standard Software functionality
and include Implementation of current month and historical data testing, E
and validation of the data feeds from Employer source systems identified o
in the proposal data form provided by Employer ("Data Form") appended
to this Agreement as Appendix C, and using secure data acquisition
processes integral and proprietary to the Software. Implementation
requires timely tendering of required source data to maintain v
implementation schedule.
ll. Historical data load is included provided historical data is provided to MIA
in the agreed data specification ("Implemented Data Files") established
between Employer and HIA during implementation.
ill. A one-time historical data load is included in the Implementation Fee. If
additional support is required and/or historical data must be reloaded
due to errors or changes caused by Employer, additional fees may apply
and are subject to a written scope change document, upon prior
approval by the Employer.
IV. Additional consulting resulting from additional requests. not included in
licensing or which are not identified in the Employer Data Form
(Appendix C), or changes that are made to Employer's data feeds
subsequent to Go -Live, shall be invoiced at $235 for compliance and
client services, and $175 per hour for technical services. Such costs are
in addition to the fees set forth in sections 3a, 3b and 3c above and will
be documented as a scope change for Employer's approval before work
is undertaken.
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e. Invoicing. Payment will be made upon receipt of a proper invoice and upon
approval by the Risk Management Director, or his designee, and in compliance
with Chapter 218, Fla. Stats., otherwise known as the "Local Government
Prompt Payment Act", The Implementation Fee is due upon execution of this
Agreement. The Annual Subscription Software and Service Fees shall be
invoiced after Go -Live acceptance.
Travel Costs. Requested travel, if any, shall be requested in advanced and
approval by the Risk Management Director is required. Requested travel will
incur costs in addition to the Implementation Fee and Software and Support
Fees, Travel expenses will include all travel time that is in addition to training
time, and shall be reimbursed as per Section 112.061 Fla. Stats.
Reimbursements shall be at the following rates:
Mileage
$0.445 per mile
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Breakfast
$6.00
Lunch
$11.00
Dinner
$19.00
Airfare
Actual ticket cost limited to tourist
or coach class fare
Rental car
Actual rental cost limited to
compact or standard -size
vehicles
Lodging
Actual cost of lodging at single
occupancy rate with a cap of no
more than $150.00 per night
Parking
Actual cost of parking
Taxi or Airport
Actual cost of either taxi or airport
Limousine
limousine
g. Print and Fulfillment Services. Managed print and electronic fulfillment is
available at Employer's request. Print and mail fulfillment services are not
included in fees above and shall be invoiced in addition to the other fees in this
Section 3, The Software is integrated with industry -leading third party tax form
vendors. An addendum will be executed should managed print and electronic
services be requested.
4. Interest charges. In addition to the default remedies available at law and in this
Agreement, any past due amounts will accrue monthly interest in accordance to Fla. Stat.
§218.74 and payable upon receipt of a proper invoice and upon approval by the Risk
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Management Director, or his designee, and in compliance with Chapter 218, Fla. Stats,,
otherwise known as the "Local Government Prompt Payment Act".
5. Confidentiality. HIA and Employer agree that each party may have access to, or become
4)
acquainted with confidential Information about the other, including customer information and
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methods and means of the operation of the business. Each party shall keep said confidential
information ("Confidential Information") of the other party in confidence and shall not use,
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copy, reveal, report, publish, disclose, transfer or otherwise make it available, directly or
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indirectly, without the prior written consent of the other party. The parties agree that all
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employee information provided by Employer to HIA hereunder, including through its use of
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the Software is "Confidential Information" and that all aspects of the Software (including but
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not limited to its functionality and design) and documentation related thereto, are likewise
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deemed Confidential Information. Each party agrees to: (a) maintain the confidentiality of all
Confidential Information using at least the degree of care and security as it uses to maintain
the confidentiality of its own Confidential Information, and in no event less than a reasonably
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degree of care, and (b) not use the other's Confidential Information except in accordance
a
with this Agreement. In the event that HIA wishes to disclose Employer's Confidential
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Information to one of its agents or subcontractors (including service providers), It may do so
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only if that agent or service provider has a need to know such Confidential Information in
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order for HIA to perform its obligations under this Agreement, and the agent, subcontractor,
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or service provider acknowledges that the Confidential Information is subject to protection
hereunder. Information shall not be considered confidential under this Section that: (1) is
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publicly known prior to or after disclosure hereunder other than through acts or omissions
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attributable to the recipient or its employees or representatives; (ii) as demonstrated by prior
written records, is already known to the recipient at the time of disclosure hereunder; (ill) is
disclosed in good faith to the recipient by a third party having a lawful right to do so; (iv) is
the subject of written consent of the party which supplied such information authorizing
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disclosure; or (v) is required to be disclosed by law; provided that the recipient shall give the
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disclosing party reasonable notice in writing prior to disclosing such information in order to
facilitate seeking a protective order or other appropriate remedy from the proper authority.
Notwithstanding the foregoing, If the parties have previously executed an agreement'
concerning confidentiality and non -disclosure, and any of those terms directly conflict with
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the terms in this Section 5, the most restrictive and protective term will prevail. HIA shall
have the right to communicate Employer use of the Software.
S. Data Security, As noted in the EULA, which is attached as Appendix A to this Agreement,
HIA has implemented and maintains an information security program that incorporates
administrative, technical, and physical safeguards designed to ensure the security,
confidentiality, and integrity of Personal Information (as defined below) in compliance with
applicable laws, including without limitation the requirements contained in the
Massachusetts Code of Regulations, 201 CMR Sections 17.00 et. seq. For purposes.of this
Agreement, the term "Personal Information" shall mean 1) Information that Is not lawfully
available to the public 2) In any medium provided by Employer to HIA, or collected or
processed by HIA on Employer's behalf, 3) that identifies or could reasonably be used to
identify any natural person, including without limitation a person's first and last name or first
initial and last name, in combination with one or more of the following: social security
number or other third -party issued identifier such as a state identification number, driver's
license number or passport number, and financial information, including credit card or bank
account information.
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T. HIPAA Compliance. HIA agrees to comply with all applicable laws relating to the privacy,
transmission and security of Individually identifiable personal data, including individually
identifiable health care information and, to execute a Business Associate Agreement
attached hereto as Exhibit "B."
8. Ownership of Data. All right, title and interest in the data used and/or submitted by
Employer in connection with the Software ("Data") is owned by Employer and may not be
used, disclosed, transferred, assigned, sold or published by HIA without Employer's prior,
express, written permission. HIA will not publish or sell Data or Personal Information or
employee -specific information or otherwise use any Data or Personal Information for any
purpose other than as strictly necessary to provide the Software and services to Employer.
9. Indemnification. HIA shall indemnify and hold harmless Collier County, its officers and
employees from any and all liabilities, damages, losses and costs, including, but not limited
to, reasonable attorneys' fees and paralegals' fees, to the extent caused by the intentionally
wrongful conduct of HIA or anyone employed by HIA in the performance of this Agreement
or damages resulting from any claim by any third party, including amounts incurred pursuant
to resolution or settlement agreements with government agencies (cumulatively, each a
"Claim"), arising out of; (a) any material breach by HIA of Section 5 (Confidentiality) or
Section 6 (Data Security), or (b) any determination that any of the Software or Services (or
any portion thereof) infringes a third party's patents, or infringes or misappropriates, as
applicable, such third party's copyrights, trademarks, trade secrets or other intellectual
property or proprietary rights. This indemnification obligation shall not be construed to
negate, abridge or reduce any other rights or remedies which otherwise may be available to
an indemnified party or person described in this paragraph.
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This section does not pertain to any incident arising from the sole negligence of Collier v
County.
9.1 The duty to defend under this Section 9 is independent and separate from the duty to
indemnify, and the duty to defend exists regardless of any ultimate liability of the HIA,
County and any indemnified party. The duty to defend arises Immediately upon
presentation of a claim by any party and written notice of such claim being provided to HIA.
HIA's obligation to Indemnify and defend under this Section 9 will survive the expiration or
earlier termination of this Agreement until it is determined by final judgment that an action
against the County or an indemnified party for the matter indemnified hereunder is fully and
finally barred by the applicable statute of limitations.
10. Non -Solicitation of Employees. During the term of this Agreement and for one (1) year
thereafter, each party agrees that it will not induce or attempt to influence any employee,
subcontractor, or agent of the other party to (1) terminate his/her or its relationship with the
other party, or (2) enter into any employment or other business relationship with any other
person firm or entity.
11. Independent Contractor. HIA is at all times an independent contractor and nothing in this
Agreement is intended, or construed, to create between Employer and HIA an agency, Joint
venture or partnership relationship, Except as specifically set forth herein, neither party may
act on behalf of the other.
12. Insurance. At all times during the term of this Agreement, HIA will maintain insurance
policies as set forth below, and will cause Employer to be named as an additional insured.
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Insurance shall be obtained from insurers authorized to transact the relevant type of
insurance business in the state in which work is to be performed, and shall have an A.M.
Best rating of no less than "A-", and an A.M. Best Financial Size Category of at least VII,
with at least the following provisions, coverages and limits.
1. Worker's Compensation
Statutory limits in accordance with all applicable state and federal laws, applicable in states
where work is to be performed:
Employer's Liability
Each accident
Disease (policy limit)
Disease (each employee)
$ 600,000
$ 500,000
$ 500,000
2. Commercial General Liability (including Contractual Liability Insurance coverage
based on the following minimum limits):
General Aggregate $2,000,000
Products/Completed Operations Aggregate $2,000,000
Advertising injury and Personal Injury Aggregate Limit $1,000,000
Each Occurrence $1,000,000
Medical Expenses $ 10,000
3. Umbrella liability (which shall be excess and following form with respect to
underlying coverage requirements and limits, with a minimum limit oq:
Each Occurrence
Aggregate
$3,000,000
$3,000,000
4. Technology Errors & Omissions Liability. The definition of "professional services"
under this policy shall cover the scope of work being performed under this
Agreement. The policy shall provide minimum limits of liability as follows:
Each claim
Aggregate
$3,000,000
$3,000,000
13. IRS Reporting Only. If Employer has opted to use only the IRS reporting functions of the
Software, Employer shall bear any and all liability associated with the determination of
eligibility, affordability, and the compliance data it provides to HIA that is used in fulfilling IRS
reporting data requirements. When reporting only is chosen, HIA is unable to audit employer
data, and therefore must depend on and assume the correctness and accuracy of employer
provided and determined compliance information critical to the IRS reports, including
eligibility and affordability of offer of coverage.
14. Default. Failure by either party to perform as agreed upon in this Agreement shall be a
default. Prior to initiating any legal action or termination of this Agreement, the non -
defaulting party shall give written notice of the default to the other party. if the default is not
cured within ten (10) days of delivery of the notice, the non -defaulting party may, at its
option, terminate this Agreement, including Employer's rights under the EULA. In the event
of a failure to make payment when due, HIA may suspend and/or terminate service to
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Employer. Termination of this Agreement by HIA does not relieve Employer of the
obligation to make immediate payment of all outstanding amounts owing to HIA by
Employer. As set forth above, the County may terminate said agreement for cause.
16. Notices. Any notices given pursuant to this Agreement will be in writing, delivered to the
addresses set forth below (unless change by notice) and will be effective upon receipt as
documented via a return receipt or courier service.
To Employer: Collier County
3311 Tamiami Trail E.
Naples, FL 34112
Attn: Jeff Walker, Risk Management Director
Telephone No: 239-252-8461
Facsimile No: 239-252-8048
To HIA: Contract Management
HealthCare Impact Associates, LLC
Baker Technology Plaza
6121 Baker Road, Suite 104
Minnetonka, MN 55345
16. Modification of Agreement. Any modification of this Agreement shall be binding only if E
evidenced in writing, and signed by each party. o
17. Invalidity. Should any part of this Agreement for any reason be declared invalid, such W
declaration shall not affect the remaining portions of this Agreement, which shall remain in r
full force and effect as if this Agreement had been executed without the invalid portion CN
thereof. N
18. Headings. The division of this Agreement into sections and subparagraphs and the
insertion of headings are for the convenience of reference only and shall not affect the
construction or interpretation of this Agreement. o
19. Assignment. The Agreement may not be assigned by either party without the prior express
written consent of the other; such consent will not be unreasonably withheld. See Appendix
A.
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20. Force Maieure. Neither party shall be liable or deemed in default for any delay or failure in P
performance of any part of this Agreement to the extent that such delay or failure is caused Q
by the occurrence of any event beyond the reasonable control of such party, including c
without limitation, fire, flood, strikes and other industrial disturbances, accident, embargo, a
act of the government, war, terrorism or national emergency requirement, act of God, act of E
the public enemy, electrical, internet, or telecommunication outage that is not caused by the y
obligated party. Q
21, Governing Law. This Agreement shall be governed in all respects by the laws of Florida
without regard to Its conflicts of laws rules. LO
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22. Entire Agreement. This Agreement together with Exhibit A, Exhibit B and the Appendices
hereto contains the entire agreement between the parties hereto and supersedes all prior E
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agreements, arrangements, negotiations and understandings between the parties hereto
relating to the subject matter hereof,
23. Counterparts. This Agreement may be executed in counterparts, delivered by facsimile
transmission or as a .pdf attachment to an email.
(Slanature Page to Follow)
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IN WITNESS WHEREOF, the parties hereto, have each, respectively, by an authorized person
or agent, have executed this Agreement on the date and year first written above.
ATTEST:
Dwight E. Iodk: Cleri' of'Gourts
Iffy Yt•'�'•�f. f.J '�. �./�af�
By:
Dated: • • : OWE
(IS A#fit #p 'inan's
signature only.
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First Witness
0Ofr),b
TTypelprint witness name
Second Witness
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Approved as to Form and Legality:
AsslskCounty Attorney
SCat 4k:14ki
Print Name
Attachments:
Exhibit A -- Proposal
Exhibit B- Business Associate Agreement
Appendix A — End User License Agreement
Appendix B — Support and Service Level Agreement
Appendix C — Employer Data Form
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
By:
Tim Nance, Chairman
HealthCare Impact Associates, LLC
By: rz=
Signature
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EXHIBIT "B"
EQUIFAX INC.
SECRETARY'S CERTIFICATE
,Tune 13, 2022
The undersigned, being a duly elected and qualified Assistant Secretary of Equifax Inc., a
corporation organized and in good legal standing tinder the laws of the State of Georgia (the "Company"),
hereby certifies that lie or she is authorized to execute and deliver this certificate in the name and on behalf
of the Company, and not in his or her personal capacity, and hereby certifies as follows:
1. Equifax Funding LLC, a Georgia limited liability company ("Equifax Funding'), is a direct,
wholly -owned subsidiary of the Company.
2. On May 1, 2022, TALX Corporation, a Missouri corporation and an indirect, wholly -awned
subsidiary of the Company ("TALX'), was converted from a Missouri corporation to a Missouri
limited liability company under the name of Equifax Workforce Solutions LLC ("EWS LLC").
3. On August 9, 2021, the Company acquired 100% of the issued and outstanding limited partner
interests of HealtlCare IZnpact Associates, L.P. dlbla Health e(fx), a Minnesota limited partnership
("HIA LP") and Equifax Funding acquired I00% of the issued and outstanding general partner
interests of HIA LP (Elie "Acquisition).
4. Following the Acquisition, HIA LP was converted froze a Minnesota limited partnership to a
Minnesota limited liability company under the name of Healthcare Impact Associates II LLC ("HIA
LLC). Equifax Funding and TALX were the initial members of HIA LLC.
r
5. The membership interests of HIA LLC Initially held by Equifax Funding were then transferred to N
TALX, with TALX becoming the sole member of HIA LLC.
6. By virtue of the conversion of TALX into EWS LLC, HIA LLC is now a direct, wholly -owned
subsidiary of EWS LLC.
7. The following individual holds the position set forth opposite her name with the Employer Services
and Talent Solutions division of the Workforce Solutions business unit of the Company:
Lazne - .
FQslflon .:. .......... .
Rhona Parry
General Manager --ACA, Workforce Solutions
Em io er Services and Talent Solutions
8. By virtue of her executive position with Cho Company, the above -named individual has the authority
to execute contractual commitments with customers on behalf of EWS LLC.
[Signalare page follows)
Packet Pg. 1020
2022,
IN WITNESS WHEREOF, the undersigned has executed this Certificate on this 13th day of June,
VWA
By:
Nance: Lisa Stockard
Title: Assistant Secretary
Packet Pg. 1021
Collier County Government
Interim Agreement Report
2022-12-29
Created: 2022-12-29
By: Contract Operations (contractoperations@equifax.com)
Status: Out for Signature
Transaction ID: CBJCHBCAABAAf4ULWRechSCRyNOyOToneMCQWMtL8kLK
Agreement History
Agreement history is the list of the events that have impacted the status of the agreement prior to the final signature. A final audit report will
be generated when the agreement is complete.
"Collier County Government" History
Document created by Contract Operations (contractoperations@equifax.com)
2022-12-29 - 3:16:01 PM GMT
Document emailed to rhona.parry@equifax.com for signature
2022-12-29 - 3:17:57 PM GMT
Email viewed by rhona.parry@equifax.com
2022-12-29 - 3:36:42 PM GMT
,!�o' Signer rhona.parry@equifax.com entered name at signing as Rhona Parry
2022-12-29 - 4:11:31 PM GMT
mb
Document e-signed by Rhona Parry (rhona.parry@equifax.com)
Signature Date: 2022-12-29 - 4:11:33 PM GMT - Time Source: server
Document emailed to Katie Shasserre (katie.shasserre@equifax.com) for signature
2022-12-29 - 4:11:35 PM GMT
GSp Document e-signed by Katie Shasserre (katie.shasserre@equifax.com)
Signature Date: 2022-12-29 - 4:41:06 PM GMT - Time Source: server
Document emailed to lusia.meeker@equifax.com for signature
2022-12-29 - 4:41:07 PM GMT
Email viewed by lusia.meeker@equifax.com
2022-12-29 - 4:41:10 PM GMT
Ee+ Email sent to lusia.meeker@equifax.com bounced and could not be delivered
2022-12-29 - 4:43:45 PM GMT
Powered by
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Acrobat Sign
12/29/22, 1:11 AM Detail by Entity Name 16.E.3.b
DIVISION OF CORPORATIONS
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Department of State / Division of Corporations / Search Records / Search by Entity Name /
Detail by Entity Name
Foreign Limited Liability Company
EQUIFAX WORKFORCE SOLUTIONS LLC
Filing Information
Document Number M22000007933
FEI/EIN Number 64-0958101
Date Filed 05/19/2022
State MO
Status ACTIVE
Principal Address
1550 PEACHTREE ST. NW
ATLANTA, GA 30309
Mailing Address
1550 PEACHTREE ST. NW
ATLANTA, GA 30309
Registered Agent Name & Address
CORPORATION SERVICE COMPANY
1201 HAYS STREET
TALLAHASSEE, FL 32301-2525
Authorized Person(s) Detail
Name & Address
Title MBR
EQUIFAX INFORMATION SERVICES OF PUERTO RIC
1550 PEACHTREE ST. NW
ATLANTA, GA 30309
Annual Reports
No Annual Reports Filed
Document Images
05/19/2022 -- Foreign Limited View image in PDF format
https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOr Packet Pg. 1023
12/29/22, 1:11 AM
Detail by Entity Name
Florida Department of State, Division of Corporation..
https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOr Packet Pg. 1024
16.E.3.c
AC oR" CERTIFICATE OF LIABILITY INSURANCE
DATE
06/07/2022D/vrrY)
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on
this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
PRODUCER
CONTACT
NAME:
*MARSH USA, INC.
PNCNE FA
TWO ALLIANCE CENTER
E A/C No:
E-MAIL
ADDRESS:
3560 LENOX ROAD, SUITE 2400
ATLANTA,GA 30326
Attn: Atlanta.CertRequest@marsh.com / Fax: 212-948-4321
INSURERS AFFORDING COVERAGE
NAIC #
INSURER A: The Travelers Indemnity Company
25658
CN1 01 920890-Healt-XSe&o-21-23
INSURED Equifax Inc. &All Subsidiaries
INSURER B : Travelers Property Casualty Company Of America
25674
INSURER C : Travelers Indemnity Co Of America
25666
Healthcare Impact Associates, LLC dba: Health e(fx)
1550 Peachtree Street NW
INSURER D : Syndicate 2623-623 at Lloyds
Atlanta, GA 30309
INSURER E :
INSURER F :
COVERAGES CERTIFICATE NUMBER: ATL-005298050-12 REVISION NUMBER: 8
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
TYPE OF INSURANCE
ADOL
SUER
POLICY NUMBER
POLICY EFF
MM DD/YYYY
POLICY EXP
MM DD/YYYY
LIMITS
C
X
COMMERCIAL GENERAL LIABILITY
GLSA-8741P758-TIA-22
05/01/2022
05/01/2023
EACH OCCURRENCE
$ 1,000,000
CLAIMS -MADE � OCCUR
DAMAGE TO RENTED
PREMISES Ea occurrence
$ 1,000,OOC
MED EXP (Any one person)
$ 10,000
PERSONAL& ADV INJURY
$ 1,000,OOC
GEN'L AGGREGATE LIMIT APPLIES PER:
GENERAL AGGREGATE
$ 2,000,OOC
PRO
X JECT❑ LOC
PRODUCTS-COMP/OP AGG
2,000,OOCPOLICY
$
$
OTHER:
AUTOMOBILE
LIABILITY
COMBINED SINGLE LIMIT
Ea accident
$
BODILY INJURY (Per person)
$
ANY AUTO
OWNED SCHEDULED
AUTOS ONLY AUTOS
BODILY INJURY (Per accident)
$
PROPERTY DAMAGE
Per accident
$
HIRED NON -OWNED
AUTOS ONLY AUTOS ONLY
X
UMBRELLALIAB
X
OCCUR
CUP9P5295852213
05/01/2022
05/01/2023
EACH OCCURRENCE
$ 3,000,OOC
AGGREGATE
$ 3,000,OOC
EXCESS LIAR
CLAIMS -MADE
DED RETENTION$
$
C
A
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY Y / N
ANYPROPRIETOR/PARTNER/EXECUTIVE
OFFICERIMEMBER EXCLUDED? ❑N
(Mandatory in NH)
NIA
UB-7RO71781-22-51-K (AOS)
UB-7RO24282-22-51-R ( ) AZ,MA,WI
5l /
05/01/2022
05/01/2023
05/01/2023
X PER OTH-
STATUTE ER
E.L. EACH ACCIDENT
$ 1,000,OOC
E.L. DISEASE - EA EMPLOYEE
$ 1,000,00C
If yes, describe under
DESCRIPTION OF OPERATIONS below
I
I
E.L. DISEASE - POLICY LIMIT
$ 1,000,00C
D
Professional Liability/Cyber
W20485211001
11/11/2021
11111/2022
Primary Limit
15,000,001
DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached if more space is required)
Evidence of Coverage
CERTIFICATE HOLDER CANCELLATION
Equifax Inc. & All Subsidiaries
Healthcare Impact Associates, LLC dba: Health e(fx)
1550 Peachtree Street NW
Atlanta, GA 30309
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
7&1Cc ?2-IS11-4 %ice.
@ 1988-2016 ACORD CORPORATION. All rights reserved.
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ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD
Packet Pg. 1025