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#11-5729 (Allegiance Benefit Plan Management, Inc.) .., Coun:ty Purchasing Department 3327 Tamiami Trail East Naples, Florida 34112 Telephone: (239) 252-2667 FAX: (239) 252-6593 Email: LynWood@collierqov.net www.collierqov.net!pu rchasinq Adrninl~ services (lvision Purchasing Memorandum J::Iooo c:: Ci) w o -0 3: .r::- .. Subject: Solicitation # 11-5729 "Third Party Administrator for Group Health Plan" Date: August 15, 2011 rjr- U1 U1 From: Lyn M. Wood, C.P.M., Procurement Strategist To: Ray Carter, Risk Manager This Contract was approved by the BCC on July 26, 2011 Agenda Item 16.E.5 The County is in the process of executing this contract with Allegiance Benefit Plan Management, Inc. Please review the Insurance Certificate(s) for the referenced Contract. "-=> - - - (") PCl - r-.' '"7" .:! c-: rr t> '0 ::::t-,; 0. :n:e 2m ~ . If the insurance is not in order. please contact the vendor/insurance company to obtain a proper certificate. Once you receive the proper certificate(s), please acknowledge your approval and send to the County Attorney's office via the attached Request for Legal Services. . If the insurance is in order. please acknowledge your approval and send to the County Attorney's office via the attached Request for Legal Services. stion please contact me at the above referenced information. C: Jeff Walker, Risk Management MTE RECEtvtD AUG 1 6 2011 RISK tMA6EMENT (Please route to County Attorney via attached Request for Legal Services) w~~\\ G/Acq uisitions/AgentF ormsandLetters/RiskMgmtReviewofl nsurance4/15/201 0/16/09 11.5729 "Third Party Administrator for Health Benefits" ADMINISTRATIVE SERVICES AGREEMENT THIS Administrative Services Agreement (hereinafter "Agreement"), effective for the thirty-six (36) month period beginning January 1,2012, and ending December 31,2014, and may be renewed for two (2) additional one (1) year periods as mutually agreed by the parties in writing, is entered into by COLLIER COUNTY GOVERNMENT, a political subdivision of the State of Florida, Collier County, Naples (hereinafter referred to as the "Plan Sponsor"), and ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC., a corporation duly organized and existing under the laws of the State of Montana (hereinafter referred to as the "TPA"). WHEREAS, the Plan Sponsor sponsors self-funded employee welfare benefit plans (the "Plan"); WHEREAS, the Plan Sponsor desires to make available a program of health care benefits under the Plan; WHEREAS, the Plan Sponsor wishes to contract with an independent third party administrator to perform certain administrative services with respect to the Plan as described herein; WHEREAS, the TPA desires to contract with the Plan Sponsor to perform certain administrative services with respect to the Plan as described herein; and THEREFORE, in consideration of the promises and mutual covenants contained herein, the Plan Sponsor and the TPA enter into this Agreement for administrative services for the Plan. ARTICLE I: DEFINITIONS For the purposes of this Agreement, the following words and phrases have the meanings set forth below, unless the context clearly indicates otherwise and, wherever appropriate, the singular shall include the plural and the plural shall include the singular. 1.1 "Claim" means each bill, invoice, claim form or other document representing a request for payment for medical, dental or vision services, which is received by the TPA. Each such document will be considered to be one "claim", regardless of the number of itemized lines on the document and regardless of whether the document is a duplicate of previous documents or whether the services indicated on the document are eligible for coverage under the applicable Plan. 1.2 "Claimant" means a Covered Person or entity on behalf of a Covered Person, submitting expenses for payment or reimbursement from the Plan. 1.3 "Claims Payment Account" means an account utilized by the Plan Sponsor for payment or reimbursement for Covered Services, which account balances shall constitute assets of the Plan Sponsor and not the Plan. 1.4 "COBRA" means the Consolidated Omnibus Budget Reconciliation Act of 1985 or the Public Health Service Act, as amended, together with all regulations applicable thereto. 1.5 "COBRA Participant" means any person who is properly enrolled for and entitled to benefits from the Plan policy, pursuant to COBRA continuation coverage. 1.6 "Complete Claim" means a claim for benefits for a Covered Person that has been submitted by a licensed Health Care Provider or the Covered Person, void of any omissions of pertinent information, coordination of benefits or liability issues, in a form satisfactory to TPA and with sufficient documentation to substantiate the claim for benefits under the Plan that is necessary or required according to industry standards or requirements in order for the TPA to make a determination of benefits under the Plan. 1.7 "Covered Person" is a person who is properly enrolled and entitled to benefits from the Plan. 1.8 "Covered Services" means the care, treatments, services or supplies described in the Plan Document as eligible for payment or reimbursement from the Plan. 1.9 "Creditable Coverage" means health or medical coverage under which a Covered Person was covered prior to enrollment under this Plan which prior coverage was under any of the following: (a) A group health plan; (b) Health Insurance coverage; (c) Part A, Part B or Part C of Title XVIII of the Social Security Act (Medicare); (d) Title XIX of the Social Security Act, other than coverage consisting solely of benefits under 91928 (Medicaid); (e) Chapter 55 of Title 10, United States Code (active military and CHAMPUS); (f) A medical care program of the Indian Health Service or a tribal organization; (g) A state health benefits risk pool; MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 1 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) 1.10 1.11 1.12 1.13 1.14 (h) A health plan offered under Chapter 89 of Title 5, United States Code (Federal Employee Health Benefits ); (i) A public health plan; or U) A health benefit plan under 95(e) of the Peace Corps Act. (k) A state Children's Health Insurance Program (CHIP). "Employer" means the Plan Sponsor and any successor organization or affiliate of such Employer which assumes the obligations of the Plan and this Agreement. "ERISA" means the Employee Retirement Income Security Act of 1974, as amended, together with all regulations applicable thereto. "Fee Schedule" means the listing of fees or charges for services provided under this Agreement. This Fee Schedule may be modified from time to time in writing by the mutual agreement of the parties. The Fee Schedule is contained in Appendix A and is a part of this Agreement. "Flexible Benefits Plan" for the Employees of Plan Sponsor, means the Flexible Benefits Plan which the Plan Sponsor has established pursuant to the Plan Document. "Health Care Providers" means physicians, dentists, hospitals, or other health care practitioners or health care facilities that are duly licensed and authorized to receive payment or reimbursement for Covered Services in accordance with the terms of the Plan. 1.15 "HIPAA" means the Health Insurance Portability and Accountability Act of 1996, as amended, together with all applicable regulations thereto. 1.21 1.22 eligibility and benefit provisions of the Plan, which provide for the payment or reimbursement of Covered Services. "Plan Participant" is any employee, retiree or COBRA beneficiary who is properly enrolled and eligible for benefits under the Plan. "Plan Year" means the twelve-month period of time beginning with the effective date of the Plan as specified in the Plan Document. 1.23 "Qualified Beneficiary" means a Covered Person under the Plan Sponsor's Plan, who is eligible to continue coverage under the Plan policy in accordance with the applicable provisions of Title X of COBRA or 9609(a) of ERISA regarding Qualified Medical Child Support Orders, or in accordance with any similar applicable state law. Qualified Beneficiary also means a child born to, adopted or placed for adoption with a Participant or former Participant, who is a COBRA participant, at any time during active COBRA continuation coverage of that Participant or former Participant. 1.16 "Medical Expense Reimbursement Plan" (hereinafter referred to as the health reimbursement arrangement or HRA Plan) means a healthcare expense reimbursement plan within the meaning of Section 105 of the Internal Revenue Code of 1986, as amended, and regulations issued thereunder. 1.24 "Qualifying Event" means: 1.17 "Paid Claims" means claims for benefits under the Plan that have been processed for payment by the TPA, have been funded in U.S. Dollars by the Plan or the Plan Sponsor, and for which payment or electronic payment has been issued and transmitted to the Claimant or assignee. (a) With respect to an eligible Participant: 1. The termination (other than by reason of gross misconduct) of the covered Participant's employment; or 2. The reduction in hours of the covered Participant's employment causing the Participant to become ineligible for coverage. (b) With respect to covered Dependents: 1. Death of the covered Participant; 2. Termination of the covered Participant's employment; 3. Reduction in hours of the covered Participant's employment causing the Participant to become ineligible for coverage; 4. The divorce or legal separation of the covered Participant from his or her spouse; 5. The covered Participant's entitlement to Medicare; or 6. A covered Dependent child ceases to be a Dependent as defined by the Plan. (c) Qualifying Events for retired Participants, for purposes of this section, are: 1. Bankruptcy, if the covered Participant retired on or before the date of any substantial elimination of group health coverage due to bankruptcy. (d) Qualifying Events for the Dependents of retired covered Participants, for purposes of this section, are: 1. Bankruptcy, if the Dependent was a covered Dependent of a covered retiree on or before the day before the bankruptcy Qualifying Event. 1.18 "Plan" means the self-funded health and welfare benefit plan which is the subject of this Agreement and which the Plan Sponsor has established pursuant to the Plan Document. 1.19 "Plan Administrator" means the person or entity, including an insurance company, designated by the Plan Sponsor to manage the Plan and make all discretionary decisions regarding Plan terms and managing Plan assets. 1.20 "Plan Document" means the instrument or instruments that set forth and govern the duties of the Plan Sponsor and MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 2 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) 1.25 "Stop Loss or Excess Loss Insurance" means an insurance policy obtained by the Plan or the Plan Sponsor to provide coverage for individual claims at a specified stop loss limit and/or group claims at an aggregate stop loss limit that are incurred and paid during a defined period of time by the insurance policy. 1.26 "Summary Plan Description" means the document that describes the terms and conditions under which the Plan operates. 1.27 "Utilization Management" means the evaluation of medical necessity and appropriateness of the use of health care services, procedures, and facilities utilized by a Covered Person under the terms of the Plan. 1.28 "Working Days" shall mean a regular business day, which is not a recognized federal or banking holiday, and specifically excluding any Saturday or Sunday. ARTICLE II. RELATIONSHIP OF THE PARTIES 2.1 The Plan Sponsor acknowledges that the TPA is an independent contractor for purposes of this Agreement. As such, the TPA is not an agent or employee of the Plan Sponsor and does not assume any liability or responsibility for any breach of duty or act of omission by the Plan Sponsor. The Plan Sponsor delegates to the TPA only non-discretionary authority with respect to assisting Plan Sponsor in the development, maintenance and administration of the Plan as specifically described in this Agreement. Any function not specifically delegated by Plan Sponsor to, and agreed to be assumed by the TPA in writing pursuant to this Agreement shall remain the sole responsibility of the Plan Sponsor. The Plan Sponsor shall retain all discretionary authority, control and responsibility for the operation and administration of the Plan. 2.2 The parties acknowledge that: (a) This is a contract for administrative services only as specifically set forth herein; (b) The TPA shall not be obligated to disburse more in payment for Claims or other obligations arising under the Plan than the Plan Sponsor shall have made available in the Claims Payment Account; (c) This Agreement shall not be deemed a contract of insurance under any laws or regulations. The TPA does not insure, guarantee or underwrite the liability of the Plan Sponsor under the Plan. The TPA has no responsibility and the Plan Sponsor has total responsibility for payment of Claims under the Plan and all expenses incidental to the Plan; and (d) The TPA is not the plan administrator, plan sponsor or plan fiduciary and the Plan Sponsor will not identify the TPA or any of its affiliates as such. The Plan Sponsor acknowledges and agrees that it is the plan sponsor, plan administrator and named fiduciary as such terms are defined by ERISA, or other applicable law. 2.3 Except as specifically set forth herein, this Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective legal successors provided, however, that neither party may assign this Agreement without the prior written consent of the other, which consent shall not be unreasonably withheld. 2.4 Dispute Resolution. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of both parties with full decision-making authority and by Plan Sponsor's staff person who would make the presentation of any settlement reached during negotiations to Plan Sponsor for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of TPA with full decision-making authority and by Plan Sponsor's staff person who would make the presentation of any settlement reached at mediation to Plan Sponsor's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under Section 44.102, Fla. Stats. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 2.5 It is agreed by the parties to this Agreement that any cause of action brought by either party to this contract must be made within five (5) years of the date of occurrence of any alleged breach, infraction or dispute, or within five (5) years of the termination date of this Agreement, whichever occurs first, in compliance with Section 95.11, Florida Statutes.. 2.6 The Plan Sponsor acknowledges and agrees that the TPA will not be deemed to be a legal or tax advisor for the Plan or the Plan Sponsor as a result of the performance of its duties under this Agreement. The TPA makes no representation to the Plan Sponsor concerning federal, state, or local laws, rules or regulations applicable to the Plan. Company must seek its own counsel for legal advice and guidance. In no event shall the TPA be liable for special or consequential damages, even if the TPA was advised of the possibility of such damages. 2.7 The TPA may secure the services of actuaries, computer software companies, computer service firms, insurance consultants and producers, legal counsel, accountants, utilization management consultants, pharmacy benefit MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 3 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) management companies, preferred provider organizations, claims negotiation companies, subrogation firms, and any other entities that it deems necessary in the performance of its obligations under this Agreement. At the discretion of the TPA, such services may be performed directly by the TPA, wholly or in part, through a subsidiary or affiliate of TPA or under an agreement with an organization, agent, advisor or other person of its choosing. Any such services resulting in a fee not agreed to in the Fee Schedule, Appendix A, must first be authorized in writing by the Plan Sponsor. 2.8 The TPA agrees to be duly licensed as a Third Party Administrator to the extent required under applicable law and agrees to maintain such licensure throughout the term of this Agreement. 2.9 The TPA will possess through the term of this Agreement an in-force fidelity bond or other insurance as may be required by state and federal laws for the protection of its clients. Additionally, the TPA agrees to comply with any state or federal statutes or regulations regarding its operations. 2.10 The TPS shall provide to Plan Sponsor: A. Commercial General Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent Consultants; Products and Completed Operations and Contractual Liability. B. Business Auto Liability: Coverage shall have minimum limits of $1,000,000 Per Occurrence, Combined Single Limit for Bodily Injury Liability and Property Damage Liability. This shall include: Owned Vehicles, Hired and Non-Owned Vehicles and Employee Non-Ownership. C. Workers' Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. D. Professional Liability Insurance: The TPA shall maintain Insurance to insure it's legal liability for claims arising out of the performance of professional services under this Agreement. Coverage shall have minimum limits of $1,000,000 Per Occurrence. Special Requirements: The Plan Sponsor shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability Policy. Current, valid insurance policies meeting the requirement herein identified shall be maintained by the TPA during the duration of this Agreement. Renewal certificates shall be sent to the Plan Sponsor thirty (30) days prior to any expiration date. There shall be a thirty (30) day notification to the Plan Sponsor in the event of cancellation or modification to any stipulated coverage. TPA shall insure that all of TPA's subConsultants comply with the same insurance requirements that he is required to meet. The same TPA shall provide Plan Sponsor with certificates of insurance meeting the required insurance provisions. 2.11 The TPA shall be entitled to rely upon, without investigation or inquiry, any written or oral information or communication of the Plan Sponsor or agents, including but not limited to consultants, actuaries, attorneys, accountants, auditors, managed care organizations, preferred provider organizations, pharmacy benefit management companies, mental health care management companies or brokers retained by the Plan Sponsor. 2.12 The TPA will indemnify, defend, save and hold the Plan Sponsor harmless from and against any and all claims, suits, liabilities, losses, penalties or damages including court costs and attorneys' fees with respect to the Plan which directly result from or arise out of the dishonest, fraudulent, grossly negligent or criminal acts of the TPA or its employees, except for any acts taken at the specific direction of the Plan Sponsor. 2.13 The Plan Sponsor will indemnify, defend, save and hold the TPA harmless from and against any and all claims, suits, actions, liabilities, losses, penalties or damages, including court costs and attorneys' fees to the extent that such claims, losses, liabilities, damages and expenses arise out of or are based upon the gross negligence, fraudulent, criminal or dishonest acts of the Plan Sponsor, its agents or employees, in the performance of their duties, a release of Claims data by the TPA to the Plan Sponsor, or an interpretation of the Plan by the Plan Sponsor on which the TPA acts. To the extent authorized by law and applicable to contract and indemnity claims, the foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limit set forth in Section 768.28, Florida Statutes. ARTICLE III. THE TPA'S RESPONSIBILITIES The TPA will provide the following Plan Administrative services for the Plan Sponsor: 3.1 Maintain Plan records based on eligibility information submitted by the Plan Sponsor as to the dates on which a Covered Person's coverage commences and terminates. Maintain Plan records of Plan coverage applicable to each Covered Person based on information submitted by the Plan Sponsor. Maintain Plan records regarding payment of Claims, denial of Claims, and Claims pending. 3.2 Administer enrollment of Covered Persons, create and distribute enrollment forms and answer inquiries, create and maintain enrollment records for Covered Persons, provide on-line electronic enrollment services for all MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 4 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) benefits, and distribute identification cards to the Plan Sponsor in accordance with Appendix A, the Fee Schedule. Provide "Welcome Packets" in TPA's format for all Participants and for Community Health Partnres and Lee County PHO providers. 3.3 Process Complete Claims submitted by Covered Persons or Health Care Providers according to the terms of the Plan Document as construed by the Plan Sponsor. These Claims will be processed in accordance with prevailing industry practices and the TPA will use an industry- recognized method of determining usual, customary, and reasonable charges or the prevailing fee allowance as determined by the Plan Sponsor in the Plan. The TPA will not be required by the Plan Sponsor to alter its standard claims processes, procedures or regular mail dates to manipulate the Paid Claims date for any purpose. The TPA will process claims received on a basis consistent with prevailing industry practice for timeliness and accuracy, in accordance with the terms of the Plan Document as construed by the Plan Sponsor, and consistent medical information forms, pre-existing conditions requirements, disability determinations and coordination of benefits situations. Unless specifically agreed by the parties in writing, the TPA's duties with respect to subrogation situations shall be limited to informing the Plan Sponsor that subrogation rights may exist. The terms, conditions and fees for any additional agreement regarding subrogation are as stated in the attached Subrogation Services Appendix, if applicable. The TPA will process Claims or request additional information in order to be able to process a Complete Claim within an average of fourteen (14) Working Days from the date the Complete Claim is received by the TPA. If additional information is needed for a Complete Claim, the TPA will send through the U.S. Mail to the appropriate persons (with a copy to the Plan Participant) a follow-up request for the required information for a Complete Claim requesting a response to the request for additional information for a Complete Claim within a maximum of forty-five (45) days. The follow-up request will indicate that no additional requests for information will be sent and the file will be closed, and the initial incomplete claim will be denied, if the requested information is not provided within the specified time. When all necessary documents and Claim information have been received to constitute a Complete Claim and the Complete Claim has been approved, a Claim check or draft will be remitted on the next Paid Claims batch disbursal date provided that the Plan Sponsor has provided funds for such Complete Claims or advance funding has been provided by the Stop Loss or Excess Loss insurance company. All Complete Claims will remain in a processed but pended status until funded by the Plan Sponsor or its Stop Loss or Excess Loss insurance company. The Plan Sponsor must provide funding of all Complete Claims within five (5) Working Days of receipt of request for funding from the TPA. Customer Service Representatives of the TPA will inform any Plan Participant or Health Care Provider who inquires about any Claim which is pended for lack of funds that such Claim has been received and processed and is pending receipt of funds. No further explanation will be required of the TPA by the Plan Sponsor under such circumstances. Unless otherwise advised by the Plan Sponsor, the Plan Sponsor agrees that the order of claims payment by TPA of new claims submitted under the Plan shall be based on processing first the oldest claims with complete medical, repricing/discount, and other necessary information with permitted exceptions for those claims identified with excess loss insurance reimbursement potential or which face loss of any available discounts for the medical services so rendered. Any payment by TPA is contingent upon the availability adequate funding by the Plan Sponsor. If the funds provided by the Plan Sponsor are insufficient to pay all adjudicated claims, then, at the specific direction of Plan Sponsor, the funds will be applied to pay claims as noted above to the extent funds are available except that large claims that cannot be funded by the then available funding will be skipped in favor of more recent claims that can be covered with then available funding. Further, all claims for a participant and his or her covered dependents subsequent to the first claim that cannot be funded due to insufficient funding from the Plan Sponsor shall be skipped in favor of more recent claims from other participants and/or their dependents if the Plan Sponsor funding is not sufficient to cover all adjudicated claims for the participant and/or his or her dependent. 3.4 After a preliminary review to determine that the Claim was correctly processed, the TPA will refer any doubtful, disputed or appealed Claims to the Plan Sponsor for a final decision. The TPA will provide initial claims adjudication and assist the Plan Administrator with appeals. The Plan will pay the actual cost of any expert medical consultation required to determine claims eligibility under the Plan as a claims cost. 3.5 Process, issue and distribute Claims checks, Explanations of Benefits, drafts or electronic funds transfer, as instructed by the Plan Sponsor to Plan Participants, Health Care Providers, or others as may be applicable. Every week the TPA will notify the Plan Sponsor of the Claims batch amount required to be prospectively deposited to the Claims Payment Account to pay the Claims liability after these Claims are processed for payment. The TPA shall establish and maintain customary investigative benefit and Claims review procedures within the prevailing standard of care in the TPA industry. The TPA shall take reasonable measures and precautions to prevent the allowance and payment of improper benefits and Claims. The TPA shall not be liable for fraud by any Health Care Provider or Covered Person or for errors in MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) Page 5 of 41 3.10 3.11 Claim payment made to Covered Persons or designated assignees in good faith. The TPA shall not be liable for any loss of discount or increase in charges arising from a Claim due to a delay in the payment of a Claim. If a Claim payment error is discovered, the Health Care Provider or Covered Person will be notified and requested to refund payment. In the event that the Covered Person or his/her assignee does not respond to the refund request or refuses payment, the Plan Sponsor will be notified. The Plan Sponsor shall have the right to bring action against any employee or provider of service who does not voluntarily agree to repay the Plan for payments made in error. The TPA shall not be liable for misrepresentations, inflated charges, omissions, errors or fraud by any Health Care Provider or Covered Person which may result in any ineligible or excessive Claim payments. information for certificate of need reviews; for medical necessity determinations; to set uniform data standards; to update relative values scales; to use in claims analysis; to further cost containment programs; to verify eligibility; to comply with federal, state or local laws; for coordination of benefits; for subrogation; in response to a civil or criminal action upon issuance of a subpoena, or with the written consent of the Covered Person or his or her legal representative. 3.12 Provide and maintain a specimen Plan Document and Summary Plan Description in a format acceptable to the TPA for review and final approval by the Plan Sponsor and the Plan Sponsor's legal counsel. Upon approval of the Plan Document from the Plan Sponsor, the TPA will forward copies of plan document and amendments, if any, to the Stop Loss or Excess Loss insurance company. 3.6 Notify Covered Persons in writing through the U.S. Mail of ineligible Claims received. The computerized Explanation of Benefits form (EOB) shall indicate the general reason why such Claim is ineligible for payment. The EOB shall also contain notice of the written Claims review and appeal procedure in the Plan. This notification will be made within an average of fourteen (14) Working Days of the date the TPA receives the Complete Claim documentation and any Plan interpretations by the Plan Sponsor. The TPA will maintain an electronic Claims file on every Claim reported to it by the Covered Persons. The TPA shall retain such files and all Plan-related information for a period of six (6) years. Copies of such records shall be made available to the Plan Sponsor for inspection during a regularly scheduled Working Day at the office of the TPA for consultation, review and audit upon advance notice of a minimum of fourteen (14) Working Days. The TPA will furnish a master Summary Plan Description to the Plan Sponsor, either electronically (PDF format), or in printed form, and Summary Plan Description booklets in TPA's format for the fees stated in Appendix A. 3.7 Respond to Claims inquiries by a Covered Person, the estate of a Covered Person, an authorized member of a Covered Person's family unit, the Covered Person's authorized legal representative or an authorized Health Care Provider. 3.8 The Plan Sponsor shall pay for any audit made at its request. Maintain local telephone service and toll-free telephone lines during regular business hours for inquiries made by Covered Persons regarding the status of their Claims. Such telephone conversations may be recorded by the TPA. In the event this Agreement is terminated, the Plan Sponsor shall have a continuing obligation and liability to pay the TPA for all costs and professional, executive, managerial and clerical time expended by the TPA and its employees for any audit conducted by the Plan Sponsor or its Stop Loss or Excess Loss insurance company, and this obligation and liability shall survive and continue beyond the termination of this Agreement. The Plan Sponsor shall pay the TPA for the TPAs expenses to provide information and documentation to any such auditor. Provide secure on-line internet web-based information for Participants and Dependents for claims information, PPO look-up, SPDs, and for on-line communication with TPA. 3.9 Maintain an Internet Inquiry site for Paid Claims, processed claims and related information. Maintain an interactive voice response system and fax back service for the convenience of Covered Persons and Health Care Providers for Claim or coverage inquiries. Any audit shall be conducted by an auditor mutually acceptable to the Plan Sponsor and the TPA and the audit shall include, but not necessarily be limited to, producing photocopies of Claims and funding information in the TPA's existing format(s), a review of procedural controls, a review of system controls, a review of Plan provisions, a review of sampled Claims, and comparison of results to TPA industry performance standards or any statistical models previously agreed to by the Plan Sponsor and the TPA in writing. Provide on-site claims and customer service personnel in a location provided by Plan Sponsor. Maintain information that identifies a Covered Person in a confidential manner. The TPA agrees to take all reasonable precautions to prevent disclosure or use of Claims information for a purpose unrelated to the administration of the Plan. TPA shall not be liable for fraud, deceit, misrepresentation or any other false, misleading or erroneous representations made by the Plan Sponsor, any Covered Person, any Health Care Provider or any other person pertaining to any confidential, personal or protected health information or claim request. The TPA will only release non-protected health or Claims Nothing in this Agreement, expressed or implied, shall require the TPA disclose any proprietary information, including, but not limited, file layout or record formats of its Claims processing system or procedures, provide records or information in a format not in use by the TPA, or to create unique information formats solely for the use of the MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 6 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) auditor(s), consultant(s), agent( s) or broker(s) for the Plan Sponsor. 3.13 Upon request of the Plan Sponsor, provide COBRA continuation coverage services through a related corporation, Allegiance COBRA Services, Inc. (ACSI). A separate fee will be charged for COBRA continuation services, which fee is set out in a COBRA Services Agreement, Appendix C, hereby attached and incorporated by reference. If the Plan Sponsor does not request COBRA continuation services from ACSI, all responsibility and liability for administration of COBRA continuation shall remain with the Plan Sponsor, and neither the TPA nor ACSI will have any obligation or responsibility for providing such services or consultation regarding such services. 3.14 Provide the following reports: (a) (b) (c) (d) (e) (f) monthly summary of benefits paid analysis by type of Claim and total dollar amounts; weekly check register; monthly cumulative aggregate deductible to paid Claims report; annual summary management report within sixty (60) days after the close of the Plan Year; annual loss analysis report; and special ad hoc reports requested by the Plan Sponsor which the TPA agrees to produce. 3.15 Procure, through Intermountain Underwriters, Inc., an affiliated company of TPA, Stop Loss or Excess Loss (specific and aggregate) insurance proposals and policies for the Plan Sponsor's consideration and selection, which Excess Loss or Stop Loss insurance will be an asset of the Plan Sponsor and not of the Plan. Intermountain Underwriters, Inc. may act as agent of record for the Plan Sponsor in placing Stop Loss or Excess Loss for the Plan Sponsor. 3.16 If applicable: (a) Notify the Stop Loss or Excess Loss insurance company of any potential large Claims, which may become a Claim under the Stop Loss or Excess Loss coverage. (b) On behalf of the Plan Sponsor, the TPA will file with the insurance company or its designee any Complete Claims for consideration for reimbursement under the Stop Loss or Excess Loss policies. (c) Promptly forward to the Plan Sponsor any premium, claim reimbursement, Stop Loss or Excess Loss or other notices received from the Stop Loss or Excess Loss insurance carrier concerning the policy. 3.17 If applicable, conduct utilization review for the Plan, including pre-certification of hospital stays, concurrent review of hospital stays, discharge planning, preliminary review for potential hospital bill audits, large case management or any other managed care programs as 3.21 agreed to between the Plan Sponsor and the TPA. A separate fee will be charged for these services as stated in Appendix A. Provide data extracts to Plan Sponsor's predictive modeling vendor. 3.18 Maintain working relationships with networks of Health Care Providers through Preferred Provider Organizations (PPO) contracted by the Plan Sponsor or arranged by the TPA. The TPA shall be entitled to rely upon any and all representations made by Health Care Providers/PPO regarding their qualifications as Health Care Providers, and shall have no obligation or liability to obtain, verify or monitor such qualifications or credentials. Reprice PPO or other similar provider discounted claims. If applicable, a separate fee will be charged for PPO network services, TPA coordination and system maintenance for PPO networks, as stated in Fee Schedule, Appendix A. The TPA will not be responsible for any services provided (or any failure to provide services) by a participating PPO or Health Care Providers and specifically makes no representation, warranty or guarantee whatsoever regarding any such PPO, Health Care Providers, or their representations, qualifications or credentials. 3.19 If checked as an included service in Appendix A, the TPA will provide coordination of services for wellness and health assessment through a third party vendor, Behavioral Health Care Options, Inc. 3.20 Provide, within thirty (30) days after termination of this Agreement, a summary paid Claim report of all Claims paid twenty-four (24) months prior to the date of termination, copies of any governmental reports, and other plan documentation to the Plan Sponsor. Until that time, these records will be maintained at the TPA's principal administrative office. Claim files will be kept in secure storage facilities or electronic media for at least six (6) years following the termination of the Plan Year. Copies of any materials in storage will be available to the Plan Sponsor for a copy fee of fifteen ($.15) cents per page copied plus a retrieval fee ofTen Dollars ($10.00) per box or electronic media access. At the end of the six (6) year period or termination of this Agreement, if earlier, the TP A shall notify the Plan Sponsor that these records will be destroyed. Provide Certificates of Creditable Coverage and other Creditable Coverage services as required by HIPAA for employees of the Plan Sponsor and their eligible dependents. 3.23 3.22 Provide Medicare, MSP, and 9111 reporting services. Page 7 of 41 Provide non-proprietary information and documents as requested by the Plan Sponsor to brokers and agents designated by the Plan Sponsor. However, if the Plan Sponsor has entered into an agent of record agreement MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) with any new agent or broker, and the TPA has notice of the same, the TPA shall not be required to provide any information or documentation to other agents or brokers unless or until the Plan Sponsor has terminated the original agent of record agreement and notified the original agent of record of the termination. The TPA shall have the express right to contact any agent of record to verify the agent of record agreement has been terminated. A separate fee will be charged for this service as stated in Appendix A. 3.24 For Plan Sponsors which have designated subsidiaries, divisions, or which are a Multiple Employer Welfare Arrangement (MEWA): when any designated subsidiary, division or member employer of a MEWA terminates coverage under the plan that is the subject of this Agreement, the TPA will automatically perform run-out services for a period of three (3) months after the date of such termination for such designated subsidiary, division or member employer, unless directed not to do so by the Plan Sponsor in writing. The fee for each month of run-out services will be equal to the claims processing fee(s) stated in Appendix A, based upon the designated subsidiary's, division's or MEWA member employer's number of enrolled Plan Participants for the month immediately prior to the date of termination of coverage. Plan Sponsor will also pay the TPA run-out services fees for any enrolled Plan Participants who were laid-off or otherwise terminated from the rolls of the Plan during the term of this Agreement if the total number of such laid-off or terminated Plan Participants exceeds five (5%) percent of the total number of enrolled Plan Participants during the first month of this Agreement. Final reconciliation of run- out services fees will be made within ninety (90) days of the end of this Agreement. 3.25 Fees for the services described in Article III are set out in Appendix A hereto. Such fees are fixed for the initial term of this Agreement except that the fees are subject to change under the following conditions, with sixty (60) days' written notice to Plan Sponsor: (a) if the Plan Sponsor's census of enrolled employees increases or decreases by more than five (5%) percent from the number of employees that were enrolled on the commence of this Agreement; (b) if the Plan Sponsor significantly alters the design or complexity of its health benefit plan; or (c) regularly requesting and obtaining extra- contractual services from the TPA. 3.26 The TPA will comply with the applicable laws and rules for the storage, transmission and release of any "protected health information" (used herein as such is defined in HIPAA). Notwithstanding any other provision of this Agreement, the TPA shall not be required to do any act which in its judgment violates HIPAA. 3.27 The TPA will provide consolidated billing services if checked as an included service in Appendix A. Specifically, the TPA will bill fees and premiums for other employee benefits including, but not limited to, group life, group AD&D and/or group short term and long term disability to the Plan Sponsor, and will remit the premium collected to the applicable carrier. 3.28 The TPA will perform such supervisory services with respect to the medical expense reimbursement plan (hereinafter referred to as the health reimbursement arrangement or HRA Plan) in accordance with Appendix D, hereby attached and incorporated by reference. ARTICLE IV: THE PLAN SPONSOR'S RESPONSIBILITIES The Plan Sponsor or Employer will: 4.1 Establish the Plan together with a framework of policies, interpretations and rules, which shall be the basis for the TPA's performance of its duties under this Agreement. Maintain current and accurate Plan eligibility and coverage records, verify Covered Person eligibility and submit eligibility and coverage information monthly, or more often if requested by the TPA, to the TPA at its designated electronic or postal address. This information shall be provided in a format acceptable to the TPA and shall include the following for each Covered Person: name and address, Social Security number, date of birth, type of coverage, sex, relationship to employee, changes in coverage, date coverage begins or ends, and any other information as necessary to determine eligibility and coverage under the Plan. The Plan Sponsor assumes the responsibility for and will hold the TPA harmless from the erroneous disbursement of benefits by the TPA in the event of error or neglect by the Plan Sponsor or Employer in providing eligibility and coverage information to the TPA, including, but not limited to, failure to give timely notification if ineligibility or termination of a former Covered Person, or fraudulent enrollment and/or continuation of coverage. 4.2 The TPA shall make recommendations regarding Claims determinations. The Sponsor shall have the sole authority to resolve all Plan ambiguities and interpretations, questions and disputes relating to the Plan eligibility of a Covered Person, Plan coverage and denied Claims. The Plan Sponsor shall have the sole authority to make determinations regarding appeal of denied Claims. The Plan Sponsor will respond to any written request for information made by the TPA within ten (10) Working Days of receipt of the request. Resolve all Plan ambiguities, questions and disputes relating to the Plan eligibility of a Covered Person, Plan coverage, denial of Claims or decisions regarding appeal or denial of Claims, or any other Plan interpretation questions. The Plan Sponsor will respond to any written request made by the TPA within ten (10) Working Days of receipt of the request. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) Page 8 of 41 The TPA will administer and process Claims in accordance with Article III if the Plan Document and Summary Plan description are clear and unambiguous as to the validity of the Claims and the Covered Person's eligibility for coverage under the Plan. The TPA will have no discretionary authority to interpret the Plan or adjudicate Claims. If processing a benefit Claim requires interpretation of ambiguous Plan language, and the Plan Sponsor has not previously indicated to the TPA the proper interpretation of the language, then the Plan Sponsor will be responsible for resolving the ambiguity or any other dispute. In any event, the TPA shall rely upon the Plan Sponsor's decision as to any Claim (whether or not it involves a Plan ambiguity or other dispute) and such decision by the Plan Sponsor shall be final and binding unless modified or reversed by a court or regulatory agency having jurisdiction over such Claim matter. 4.3 Fully fund the Claims Payment Account every week based upon the Claims batch report provided by the TPA. 4.4 Set funding levels for the Plan at a minimum level necessary to cover the expected Claims costs, administrative expenses and incurred but not reported Claims liability and fund the Plan at such level. Not request or require the TPA, under any circumstances, to issue Claims drafts for Claims, stop loss or excess loss insurance premiums, or any other costs arising out of the subject matter of this Agreement, unless the Plan Sponsor has so authorized and has previously deposited sufficient funds to cover such Complete Claims or other Plan expense obligations and payment(s). 4.5 4.6 Provide the TPA with copies of any and all revisions or changes to the Plan at least five (5) Working Days prior to the effective date of the changes. Failure to provide timely notice may result in additional claims processing fees as set forth in Appendix A. 4.7 Provide, and timely distribute, all notices and information required to be given to Covered Persons, including Summary Annual Reports. Maintain and operate the Plan in accordance with applicable law. Maintain all record keeping and file all forms relative thereto pursuant to any federal, state or local law, unless this Agreement specifically assigns such duties to the TPA. 4.8 Acknowledge that it is the Plan Sponsor, Plan Administrator, and Named Fiduciary. As such, the Plan Sponsor retains full discretionary control and authority and discretionary responsibility in the operation and administration of the Plan. 4.9 Pay any taxes, assessments for fees arising solely out of the operations of the Plan or the services provided under this Agreement that are levied against the Plan or against the TPA by any governmental entity whether federal, state or local, or any political subdivisions or instrumentality thereof. Taxes based on TPA's net income or licenses TPA is required to maintain to provide the services under this Agreement shall be the sole responsibility of TPA. 4.14 4.15 4.10 Hold confidential information that is proprietary to the TPA or information or material not generally known by personnel other than management employees of the TPA. The Plan Sponsor agrees not to use or disclose proprietary information of the TPA. Such proprietary information includes, but is not limited to, information designated as "trade secrets" under the Montana Uniform Trade Secrets Act, Title 30, Chapter 14, Part 4 of the Montana Code Annotated and any other constitutional protections. The Plan Sponsor acknowledges that such proprietary information shall include all financial information, PPO network or provider contracting arrangements, reasonable and customary Claims levels, fee schedules, conversion factors and Claims administration guidelines or procedures of the TPA or its affiliates or subcontractors. Confidentiality is subject to Chapter 119, Florida Statutes, also known as the Public Records Law. 4.11 Pay, in accordance with the Fee Schedule, Appendix A, the TPA's fees for services rendered under this Agreement. The TPA is expressly directed by the Plan Sponsor to pay any excess loss insurance premiums (where applicable), fee, cost or charge then due to the TPA prior to application of funds to payment of Claims or any other costs arising out of the Plan or subject matter of this Agreement. The Plan Sponsor specifically directs that all funds provided to TPA under this Agreement will be disbursed in the following order: First to pay excess loss insurance premiums where applicable, claims administration fees, costs and related expenses incurred by TPA and second, to pay benefit claims arising under the Plan. 4.12 Maintain any fidelity bond or other insurance as may be requested by state or federal law for the protection of the Plan and Covered Persons. 4.13 Maintain Stop Loss or Excess Loss insurance with an admitted insurance company in the minimum amount set forth in the Fee Schedule, Appendix A. Promptly notify the TPA of any termination notice, expiration lapse, or modification of Stop Loss or Excess Loss insurance, life insurance, disability insurance, conversion insurance or any other insurance purchased in conjunction with the Plan. Ensure that there is adequate release and authorization from each participant and/or beneficiary under the Plan permitting Health Care Providers to share with TPA and TPA to share with Health Care Providers and other service providers to the Plan any and all information, whether protected or individually identifiable, which may be necessary to perform the services anticipated by this Agreement and any Appendices hereto. TPA may in its sole discretion, require participants and/or beneficiaries of the Plan to execute additional releases and authorizations for the use and disclosure of such information. TPA may refuse to release protected or other individually identifiable health care information to Plan Sponsor, its agents and designees if such authorizations and/or releases are not provided. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) Page 9 of 41 4.16 Have the sole responsibility for reporting and disclosure, including but not limited to plan documents, summary plan descriptions, summaries of material modifications, participant communications, pre-retirement counseling to participants, bonding filings or other compliance required of, by or for the Plan, their participants and beneficiaries, or the Plan Sponsor by ERISA, the Internal Revenue Code, or any other related and/or applicable federal, state or local laws, rules or regulations. Plan Sponsor shall indemnify and hold harmless TPA from any claim or expense incurred as a result of the Plan Sponsor's failure to comply with the requirements or provisions of applicable, federal, state, and local laws, rules and regulations. To the extent authorized by law, and applicable to contract and indemnity claims the foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Section 768.28, Florida Statutes. 4.17 Shall be solely responsible for paying all fees, expenses, or costs attributable to any legal action or proceeding brought to recover a refund of a claim for benefits under the Plan brought or prosecuted by or on behalf of the Plan Sponsor or Plan Administrator. TPA shall, however, make available to the Plan Sponsor and its counsel, such evidence which relates to or is relevant to such action or proceeding as TPA may have as a result of the performance of the services set forth in this Agreement. TPA shall promptly notify the Plan Sponsor in writing of any legal actions of which it becomes aware that involve the Plan or the Plan Sponsor. Any legal fees incurred by TPA in connection with any legal action or proceeding. 4.18 Provide timely, accurate and complete information required by TPA to provide the services that TPA has agreed to perform under this Agreement. TPA shall have the right to rely on such information. Such information shall include but not be limited to all necessary eligibility enrollment and participant data; and copies of all goveming documents of the Plan and any amendments thereto, including any written policies, interpretations, rules, practices or procedure concerning same. Such information shall be provided upon execution of this Agreement and immediately following modification or amendment. TPA shall have the right to assume that all such information is accurate and complete and TPA shall be under no duty to question such information. Plan Sponsor shall reimburse TPA at its standard hourly rates for TPA's costs incurred for efforts expended to remedy data or information inaccuracies as were provide by the Plan Sponsor. 4.19 Provide suitable and adequate office space at Plan Sponsor's location for TPA's onsite claims and customer service personnel, at no cost to TPA, provided however, TPA shall bear all costs for its office equipment and telephone and internet services and connectivity. ARTICLE V: DURATION OF AGREEMENT 5.1 This Agreement shall commence and end on the dates first written above, unless terminated earlier in accordance with this Article. The fee quote in this subsection must be accepted, in writing, by the Plan Sponsor prior to the renewal date for the period to which the fee quote applies. Non-acceptance of the renewal fee quote shall cause this Agreement to lapse and terminate at 5:00 P.M. on the last Working Day of this Agreement. 5.2 At any time during the term of this Agreement, either the Plan Sponsor or the TPA may amend or change the provisions of this Agreement. These amendments or changes must be agreed upon in advance in writing by both the Plan Sponsor and the TPA. If any such amendment increases the anticipated Claims experience under the Plan or the TPA's cost of administering the Plan, the Plan Sponsor agrees to pay any increase in Claims expenses, as well as increases in administrative fees or other costs which the TPA reasonably expects to incur as a result of such modification. Any amendment which affects only the Fee Schedule, Appendix A, may be made subject to an amendment in writing by the parties and approved by the Collier County Board of County Commissioners. All fee quotes accepted by the Plan Sponsor for renewals of this Agreement will be incorporated into this Agreement as amendments to the Fee Schedule, Appendix A. 5.3 Either the Plan Sponsor or the TPA may terminate this Agreement at any time, by giving ten (10) days advance written notice to the other party unless both parties agree to waive such advance notice. At the option of the party initiating the termination, the other party may be permitted a cure period (of a length determined by the party initiating the termination) to cure any default. 5.4 The TPA may, at its sole option, terminate this Agreement with ten (10) days written notice upon the occurrence of anyone or more of the following events pertaining to the Plan Sponsor: (a) The Plan Sponsor fails to fund the Claims Payment account; (b) The Plan Sponsor fails to pay administration fees or other fees for the TPA's services upon presentation for payment and in accordance with the Fee Schedule, Appendix A; (c) The Plan Sponsor fails to comply with any federal, state or other government statute, rule or regulation; (d) The Plan Sponsor, through its acts, practices, or operations, exposes the TPA to any existing or potential investigation or litigation. (e) The Plan Sponsor permits its stop loss or excess loss insurance to lapse, whether by failure to pay premiums or otherwise; (f) The Plan Sponsor loses its licensure or certification, if required by law, to continue the Plan; (g) Insolvency of the Plan; (h) Court appointment of a permanent receiver for substantially all of the Plan Sponsor's assets; (i) A general assignment of the benefit of credits by the Plan Sponsor; or MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 10 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) U) The filing of a voluntary or involuntary petition of bankruptcy, if such petition is not dismissed within forty-five (45) days of the date of filing, provided that an order for relief from automatic stay has been obtained, or with respect to a Chapter 11 proceeding, that the bankrupt or Bankruptcy Trustee fails to reaffirm this Agreement and provide adequate assurances pursuant to 11 USC 365. 5.5 The Plan Sponsor may, at its option, terminate this Agreement with ten (10) days written notice upon the occurrence of anyone or more of the following events pertaining to the TPA: (a) Court appointment of a permanent receiver for all or substantially all of the TPA's assets; (b) A general assignment of the benefit of credits by the TPA; (c) The filing of a voluntary or involuntary petition of bankruptcy, if such petition is not dismissed within forty-five (45) days of the date of filing, provided that an order for relief from automatic stay has been obtained, or with respect to a Chapter 11 proceeding, that the bankrupt or Bankruptcy Trustee fails to reaffirm this Agreement and provide adequate assurances pursuant to 11 USC 365; (d) The TPA loses its licensure or certification required by law to continue its business or continue as third party administrator; or (e) The TPA fails to comply with any federal, state or other governmental statute, rule or regulations. 5.6 At the written request of the Plan Sponsor and subject to the Plan Sponsor's continuing obligation to fund the Claims Payment Account, and to timely pay any outstanding amounts due and payable to the TPA under the terms of this Agreement, the TPA will process incurred but not reported Claims after the termination of this Agreement (Run-Out Services). The written request of the Plan Sponsor for Run-Out services must be received before the date of termination of this Agreement. A separate Run-Out Services Agreement will be provided after receipt of the request for Run-Out services. The fee for Run Out Services is stated in Appendix A hereto. 5.7 If this Agreement terminates for any reason and no Run- Out Service Agreement is requested, or if the TPA declines to provide Run-Out Services, the TPA shall have no obligation to: (a) Complete the processing of any claim requests that were pending or otherwise not Complete Claims or complete the processing of any Complete Claims if the Plan Sponsor has failed to provide funds for the payments of any benefits due; (b) Accept or process requests for claim payments presented to it after termination of this Agreement irrespective of when such claim was incurred; 6.3 (c) Issue claims checks after the termination date of this Agreement for any request for claims payments relative to conditions existing before, on or after such a date. Provide ongoing customer service to Plan Participants or Health Care Providers; or Perform any other task or requirement of this Agreement, except for those requirements that specifically survive termination of this Agreement. (d) (e) 5.8 If the Plan Sponsor terminates this Agreement on or before the expressed expiration date of this Agreement, but after such termination date becomes entitled to any reimbursement(s) pursuant to the provisions of the Plan Sponsor's Stop Loss or Excess Loss insurance policy aggregate or specific loss reimbursement provisions, and no separate Run-Out Services Agreement is executed, the Plan Sponsor shall pay to the TPA an hourly fee of One Hundred and no/100 Dollars ($100.00) per hour for all services rendered by the TPA after termination of this Agreement regarding such reimbursement(s) request made to or claims paid by a Stop Loss or Excess Loss insurance company. 5.9 In the event this Agreement is terminated for any reason and Plan Sponsor cannot be located following reasonable efforts by TPA, TPA shall charge a $50.00 per check administrative charge for its efforts to return any stale dated funds (defined as a check with an original issue date greater than 180 days) belonging to Plan Sponsor or belonging to a plan participant who, likewise, cannot be located. The administrative charge may be paid from any funds of the Plan Sponsor held by TPA, or billed directly to the Plan Sponsor. This provision shall survive termination of this Agreement. ARTICLE VI: MISCELLANEOUS 6.1 This Agreement, together with all addenda, exhibits and appendices, supersedes any and all prior representations, conditions, warranties, understandings, proposals or other agreements between the Plan Sponsor and the TPA hereto, oral or written, in relation to the services and systems of the TPA, which are rendered or are to be rendered in connection with its assistance to the Plan Sponsor in the administration of the Plan. 6.2 This Agreement, together with the aforesaid addenda, exhibits, and appendices, constitutes the entire Administrative Services Agreement of whatsoever kind or nature existing between or among the parties. Appendices attached hereto and incorporated by reference include: Appendix A, Fee Schedule and Financial Arrangement; Appendix B, Subrogation and Reimbursement Services; Appendix C, COBRA Administrative Services and Certification of Creditable Coverage Agreement; Appendix D, Section 105 Medical Expense Reimbursement Plan and Appendix E, Flexible Benefits Plan. The parties hereto, having read and understood this entire Agreement, acknowledge and agree that there are no MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 11 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) other representations, conditions, promises, agreements, understandings or warranties that exist outside this Agreement which have been made by either of the parties hereto, which have induced either party or have led to the execution of this Agreement by either party. Any statements, proposals, representations, conditions, warranties, understandings or agreements which may have been heretofore made by either of the parties hereto, and which are not expressly contained or incorporated by reference herein, are void and of no effect. 6.4 Except as provided in Article V, no changes in or additions to this Agreement shall be recognized unless and until made in writing and signed by all parties hereto. 6.5 In the event any provision of this Agreement is held to be invalid, illegal or unenforceable for any reason and in any respect, such invalidity, illegality or unenforceability shall in no event affect, prejudice or disturb the validity of the remainder of this Agreement, which shall remain in accordance with its terms. 6.6 The Plan Sponsor will notify the TPA within ten (10) Working Days of any inquiry made by any Covered Person or authorized representative of any Covered Person related to Plan Documents, Plan Records, Claims, Claims Appeals, Claims Disputes, threatened litigation, lawsuits pertaining to the Plan or any inquiry made by federal or state authority regarding the Plan. 6.7 In the event that either party is unable to perform any of its obligations under this Agreement because of natural disaster, fire, flood, wind storm, power outage, labor unrest, civil disobedience, acts of war (declared or undeclared), or actions or decrees of governmental bodies or any event which is referred to as a "Force Majeure Event", the party who has been so affected shall immediately notify the other party and shall do everything possible to resume performance. Upon receipt of such notice, all obligations under this Agreement shall be immediately suspended. If the period of non-performance exceeds fourteen (14) Working Days from the receipt of notice of the Force Majeure Event, the party whose ability to perform has not been so affected may terminate this Agreement by giving ten (10) Working Days' written notice. 6.8 All notices required to be given to either party by this Agreement shall, unless otherwise specified in writing, be deemed to have been given three (3) days after deposit in the U.S. Mail, first class postage prepaid, certified mail, return receipt requested. Any official notice to the TPA will be mailed to the attention of: President, 2806 South Garfield St., Missoula, MT 59801. Any official notice to the Plan Sponsor will be mailed to the attention of: Jeff Walker, Director, Collier County Risk Management Department, 3311 Tamiami Trail East, Naples, Florida 34112. 6.9 This Agreement shall be interpreted and construed in accordance with the laws of the state of Florida except to the extent superseded by federal law. Venue shall be in the U.S. Middle District Court of Florida. 6.10 The parties agree to use and disclose protected health information about a Covered Person in accordance with the terms of a separately provided Business Associate Agreement. 6.11 The TPA may enter into arrangements with a Health Care Provider or group of Health Care Providers to obtain discounts in charges for Covered Services. TPA makes no representations that such discounts will continue for any period of time or will apply in any particular factual context. In no event will TPA be responsible for the loss of any such discounts except in the sole event that such loss is directly cause by commissions or omissions of TPA which constitute gross negligence. 6.12 No forbearance or neglect on the part of either party to enforce or insist upon any of the provisions of this Agreement shall be construed as a waiver, alteration or modification of the Agreement. 6.13 Should TPA's performance of its duties under this Agreement be made materially more burdensome or expensive due to an increase in US Postal Service rates or due to a change in federal, state or local laws or imposition of fees there under, any such additional fees shall be paid by Plan Sponsor upon sixty (60) days notice in writing from TPA to Plan Sponsor. 6.14 The TPA and the Plan Sponsor specifically state, acknowledge and agree that it is their intent that no other parties including, but not limited to, all persons eligible for benefits under the Plan, all covered employees, and their assignees shall be third party beneficiaries of this Agreement. The parties further agree that nothing herein shall be deemed to impose on the TPA any obligation to any other party including, but not limited to, all persons eligible for benefits under the Plan, all covered employees, and their assignees. 6.15 The Plan Sponsor acknowledges that the TPA shall have no responsibility or liability for any fines or penalties assessed by the Internal Revenue Service as a result of the issuance of annual 1099 forms to medical service providers so long as the TPA has issued the 1099 to the same name, address and TIN as billed by the medical services provider at the point of claim submission. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 12 of41 MED STD SNGL EMP REV. 2011-2 (6-11) IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on their behalf by their duly authorized representatives' signatures, effective as of the date first written above. COLLIER COUNTY GOVERNMENT ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. 2806 S. Garfield St. Missoula, MT 59801 By: By: _Fred W. Coyle, Chairman (Name/Title) ~,~'7 =f /1. (p /20' I By: Ronald K. Dewsnup BY.~~ ~ (Si~ture) Date: 0 If; ~I/ Date: ATTEST: . Dwight E. B-;<?Q:\<"9~~k of Courts ~,/"~'?1: ;".. .,. .:'. L~t,:;,;~ '.1'" or . k..-. ,"-~~ Approved as to form and legal sufficiency: C4QCJ2v.fY1 ~ Assistant County Attorney" ~ reen fVl6r~ Print Name MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 13 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) I Fee Schedule The Plan Sponsor and the TPA hereby agree to the compensation schedules set forth below as being the sole compensation to the TPA for the performance of its obligations under this Agreement. Monthly fees are based upon Plan Participant enrollment as of the beginning of each month. A. Administration fees are guaranteed from January 1, 2012 through December 31, 2016, as follows: The above fees shall include services for production and maintenance of Plan Documents/Summary Plan Description, plan building, amendment production, plan document compliance, and HIPAA compliance, regulatory compliance (if applicable) and production and mailing via bulk mail to the Plan Sponsor of health plan identification cards, and all of the following services that are checked: ~ Medical Claims ~ Vision Claims ~ PPO Management and Provider Network Coordination ~ Predictive Modeling Disease Management Data Extracts ~ Consolidated Billing ~ COBRA services and HIPAA Certificates of Creditable Coverage, provided by Allegiance COBRA Services, Inc. pursuant to the COBRA Administrative Services and Certification of Creditable Coverage Agreement Appendix C, attached hereto. (In addition to this fee, the TPA will also retain two (2) percent of all COBRA premiums as fees for COBRA services.) ~ any administrative fees charged by the Pharmacy Benefit Management (PBM) company that is utilized by the Plan Distribution of plan materials will be delivered to the Plan Sponsor. An additional postage and handling fee will be paid to the TPA for mailing materials to individual Plan Participants, except for Welcome Packets and identification cards.. B. Run out fees. Run Out services shall be based upon a separate run out agreement executed at the time Run Out is requested. However, the fees therefore shall be calculated as follows: There shall be a single fee payable in advance, equal to three times the administration fee paid for the month immediately preceding the date Run Out Services are requested. C. Hourly fee of $125.00 for welfare plan consulting. Such services must be agreed to in advance by the Plan Sponsor. D. Hourly fee of $125.00 for stop-loss reimbursement services, audit assistance services and any other services provided by the TPA after termination of this Agreement and in the absence of a separate Run-Out Services Agreement. E. Hourly fee of $125.00 for special programming requests or research including production of any special claims history reports. Such services must be agreed to in advance by the Plan Sponsor. F. Special Reports requested by the Plan Sponsor and produced by the TPA upon prior agreement as to report(s) and fee(s), if any. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 14 of41 MED STD SNGL EMP REV. 2011-2 (6-11) G. Final fee of $500.00 for forwarding magnet diskette of eligibility/enrollment file in DBC or ASCII format to the Plan Sponsor (if requested). H. Final fee of $1,500.00 for forwarding magnetic diskette of Claims history file in DBC or ASCII format to the Plan Sponsor (if requested). I. Check customization, customized printed material, special statistical reports other than those enumerated in this contract, special medical underwriting, new taxes assessed against the Plan, or other services mutually agreed upon will be billed separately at the rate of $125.00 per hour for such services. Such services must be agreed to in advance by the Plan Sponsor. J. A fee equal to the actual costs for printing Summary Plan Description Booklets, together with costs of shipping for each booklet. K. A fee of $125.00 per hour for time expended producing and providing information to agents, consultants or brokers for whom the Plan Sponsor requests Plan information be provided, together with any postage, shipping and copying costs. Paper copies will be billed at fifteen ($.15) cents per copy and electronic copies shall be billed at $500.00 per disk in DBC or ASCII format only. L. PPO access fees for any PPO organization or claim negotiation company that assesses a per Plan Participant fee, a per Claim fee, or a percentage of claims savings fees not to exceed twenty-five (25%) percent of the actual savings amount between the charges billed by the Health Care Provider and the discounted amount agreed to between the PPO or Claims Negotiation Company and the Health Care Provider, except for those entities specifically listed below, for which no service fee applies. The amount charged under this Agreement shall be equal to the amount charged by the PPO or Claims Negotiation Company. The TPA, its parents or its affiliates, may be paid a service fee by the PPO for claim repricing or other administrative services associated with the claims discount or negotiation. The Plan Sponsor will receive a report that outlines the total billed charges, the total discounts obtained, the net claims cost and the total claim savings to the Plan. Any additional fee in excess of this amount must be approved in advance by the Plan Sponsor. The TPA may be paid a fee not to exceed twenty-five (25%) percent of net savings payable to TPA, its parent or its affiliates, realized as a result of any negotiation or reduction in the amount of claims paid or any recovered funds obtained by TPA through employment of cost containment companies. Specific fees at the inception of this contract for which a per Participant per month rate is charged are: $ -0- per Plan Participant per month for Community Health Partners PHO $ -0- per Plan Participant per month for Lee County PHO 10% of savings for claims through CIGNA PPO Network M. Funds held in accounts by TPA, until paid out for benefits, may accrue interest. The interest accrued will be retained by TPA as reasonable compensation and fees for fees assessed on the accounts, for paper, printing and postage, record keeping and account reconciliation, bank service fees, trust tax return preparation; and SAS 70 and related trust activities audit fees. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 15 of41 MED STD SNGL EMP REV. 2011-2 (6-11) II Funding and Fee Payment Terms Plan Sponsor will establish and maintain a zero balance Claims Payment Account for payment and reimbursement of Covered Services. TPA will notify Plan Sponsor or its designee on a weekly basis of amount required to be deposited to the Claims Payment Account to pay claims after they have been processed for payment. Notification of the amount required to be deposited will take place as follows: On Monday of each week (Tuesday, if Monday coincides with a recognized Federal holiday), an electronic notification will be provided to Plan Sponsor that the weekly report of claims processed for payment is available on TPA's secured website. Upon approval from Plan Sponsor, TPA will release the claims checks issued for the batch approved for that week. . TPA will generate a monthly bill for fees. Payment of monthly billing will be as follows: On or about the 25th of each month, TPA will provide an electronic notification to Plan Sponsor that the monthly bill is available on TPA's secured website. Upon approval from Plan Sponsor, TPA will effect an electronic withdrawal of funds from an account designated by Plan Sponsor on the Debit Authorization Form. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 16 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) APPENDIX B 11-5729 "Third Party Administrator for Health Benefits" SUBROGATION AND REIMBURSEMENT SERVICES The Plan Sponsor and TPA hereby agree that TPA will perform certain services in connection with the Plan regarding subrogation and reimbursement rights of the Plan and for the fees stated in this Appendix. A. TPA shall provide recovery services for subrogation/reimbursement of Complete Claims paid by the Plan. Subrogation services shall include direct recovery on behalf of the Plan against third parties and reimbursement services shall include recovery of Plan funds from those Covered Persons who have recovered damages from third parties. Such services shall include review of paid Complete Claims and applicable medical records, identifying potential subrogation and reimbursement claims, follow up questionnaires to Covered Persons and Health Care Providers, additional research as necessary, notification to Health Care Providers, Covered Persons, and their authorized representatives, settlement of claims with prior authorization from the Plan Administrator, and other acts necessary to effectuate recovery of Plan funds. B. The Plan Sponsor shall pay direct costs incurred by the TPA if written approval is given in advance by Plan Sponsor for subrogation and reimbursement services, including, but not limited to costs of consultants, outside legal counsel, and other professionals. The Plan Sponsor shall also pay the TPA fifteen percent (15%) of the total funds recovered from subrogation or reimbursement less any direct costs incurred by the TPA. Plan Sponsor shall never receive less than 85% of any subrogation recovery. C. If necessary to retain outside legal counsel for recovery of Plan funds, the Plan Sponsor shall have sole discretion to select and retain legal counsel. D. Plan Sponsor and TPA acknowledge that negotiation or waiver of a subrogation/reimbursement claim may be necessary as a result of state or federal law or the specific facts and circumstances of the disputed Claim. The TPA shall refer any requests for negotiation or waiver of a claim to the Plan Sponsor for final settlement. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 17 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) APPENDIX C 11-5729 "Third Party Administrator for Health Benefits" COBRA ADMINISTRATIVE SERVICES ANDCERTIFICATION OF CREDITABLE COVERAGE AGREEMENT This COBRA Administrative Services and Certification of Credible Coverage Agreement (hereinafter "Agreement") is entered into January 1, 2012, by and between COLLIER COUNTY GOVERNMENT (hereinafter "Plan Sponsor"), whose address and phone number are 3299 Tamiami Trail East, Suite 303" Naples, Florida 34112, (239) 252-8461, and ALLEGIANCE COBRA SERVICES, INC., (hereinafter "TPA"), whose address and phone number are 2806 S. Garfield St, PO Box 2097, Missoula, MT 59806; (406) 721-2222. WHEREAS, the Plan Sponsor and/or the plan administrator of the group health plan sponsored by the Plan Sponsor is required to perform certain duties pursuant to continuation of benefits coverage and certification of credible coverage requirements. WHEREAS, the Plan Sponsor has selected the TPA to perform certain nondiscretionary and ministerial duties pursuant to the Plan Sponsor's continuation of benefits coverage and certification of credible coverage requirements. NOW THEREFORE, in consideration of the terms and conditions hereinafter set forth, the parties agree as follows: SECTION 1: Definitions 1.1 "COBRA" means the Consolidated Omnibus Budget Reconciliation Act of 1985 or the Public Health Service Act, as amended or interpreted from time to time, and applicable regulations. 1.2 "COBRA Participant" means any person who is properly enrolled for and entitled to benefits from the Plan, pursuant to COBRA continuation coverage. 1.3 "Creditable Coverage" means health or medical coverage under which a Covered Person was covered prior to enrollment under this Plan, which prior coverage was under any of the following: (a) A group health plan (b) Health Insurance coverage (c) Part A, Part B or Part C of Title XVIII of the Social Security Act (Medicare) (d) Title XIX of the Social Security Act, other than coverage consisting solely of benefits under Section 1928 (Medicaid) (e) Chapter 55 of Title 10, United States Code (active military and CHAMPUS) (f) A medical care program of the Indian Health Service or a tribal organization (g) A state health benefits risk pool (h) A health plan offered under chapter 89 of Title 5, United States Code (Federal Employee Health Benefits) (i) A public health plan 0) A health benefit plan under section 5(e) of the Peace Corps Act (k) A state Children's Health Insurance Program (CHIP) 1.4 "HIPAA" means the Health Insurance Portability and Accountability Act of 1996, as amended or interpreted from time to time, together with applicable regulations. 1.5 "Plan" means the self-funded health and welfare benefit plan which is the subject of this Agreement and which the Plan Sponsor has established pursuant to the Plan Document. 1.6 "Plan Administrator" means the person or entity and designated by the Plan Sponsor to manage the Plan and make all discretionary decisions regarding Plan terms and managing Plan assets. 1.7 "Plan Participant" is any employee, retiree or COBRA beneficiary who is properly enrolled and eligible for benefits under the Plan. 1.8 "Qualified Beneficiary" means a covered person under the Plan, who is eligible to continue coverage under the Plan in accordance with the applicable provisions of COBRA, regarding Qualified Medical Child Support Orders, or in accordance with any other applicable Federal or State law. "Qualified Beneficiary" also means a child born to, adopted by or placed for adoption with a covered employee or former employee, at any time during active COBRA continuation coverage of that employee or former employee. 1.09 "Qualifying Event" means: a. With respect to a covered employee or former employee, termination of employment of the employee (except for termination as a result of gross misconduct), or reduction of hours of employment causing the employee to become ineligible for coverage. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) Page 18 of41 b. With respect to an eligible dependent or spouse of a covered employee or former employee, termination of employment of the employee (except for termination as a result of gross misconduct), reduction of hours of employment causing the employee to become ineligible for coverage, the covered employee's entitlement to Medicare, the death of the covered employee, the divorce or legal separation of the spouse from the covered employee, and an eligible dependent who ceases to be a dependent as that term is defined by the Plan. c. With respect to eligible retirees and their eligible dependents, the commencement of a bankruptcy proceeding. d. Any other qualifying event as defined by law and as the law may be amended or interpreted from time to time. SECTION 2: Relationship of Parties 2.1 Independent Contractor. Plan Sponsor acknowledges that the TPA is an independent contractor as defined in section 39-71-120 of the Montana Code Annotated, as amended, for purposes of this Agreement. As such, the TPA is not an agent or employee of Plan Sponsor and does not assume any liability or responsibility for any breach of duty or act of omission by Plan Sponsor. 2.2 Plan Fiduciarv. Plan Sponsor acknowledges and agrees that the performance by the TPA of its obligations under this Agreement does not make the TPA a plan administrator, plan sponsor, or fiduciary as defined by ERISA or other applicable law, and Plan Sponsor will not identify the TPA or any of its affiliates as such. The Plan Sponsor further acknowledges and agrees that it is the plan sponsor, plan administrator, and named fiduciary as defined by ERISA or other applicable law. As such, Plan Sponsor retains full discretionary authority, control, and responsibility for the operation and administration of the Plan. 2.3 No Leoal or Tax Advice. Plan Sponsor acknowledges and agrees that the TPA will not be deemed to be a legal or tax advisor as a result of the performance of its duties under this Agreement. 2.4 Subcontractors. The TPA may subcontract the services of computer companies, consultants, attorneys, accountants, and other organizations that it deems necessary in the performance of its obligations under this Agreement. At the discretion of the TPA, such services may be performed directly by the TPA, wholly or in part, through a subsidiary or affiliate of the TPA or under an agreement with an organization, agent, or other person of its choosing. Any such services resulting in a fee not agreed to in Appendix A, Fee Schedule and Financial Arrangement in the Administrative Services Agreement between Plan Sponsor and Allegiance Benefit Plan Management, shall have prior written authorization by the Plan Sponsor. 2.5 Third Partv Administrator Licensure. The TPA represents that it is licensed and/or registered as a third party administrator in the following states: Montana, California, Colorado, Idaho, Kansas, Nebraska, North Dakota, Oregon, South Dakota, Utah, Washington, Wisconsin, and Wyoming. SECTION 3: Responsibilities of Plan Sponsor 3.1 Initial Notice: If applicable, Plan Sponsor will notify the TPA within thirty (30) days after employees and/or their dependents enroll in Plan Sponsor's Plan, of such enrollment to allow the TPA to send the employee an initial COBRA notice. 3.2 Qualifvino Event Notice: Plan Sponsor will notify the TPA or cause the TPA to be notified when employees and/or their dependents have a Qualifying Event as follows: a. Within 30 days of the employee's death, termination from employment for any reason including gross misconduct, or reduction of employment hours. b. Within 60 days of the divorce or legal separation of the employee or the date at which a dependent child ceases eligibility under the Plan. c. Within 60 days of a second Qualifying Event of a Qualified Beneficiary dependent or spouse, such as the divorce or legal separation from the covered employee, death of the covered employee, entitlement to Medicare or the dependent child ceasing eligibility under the Plan. 3.3 Late Notice of Qualifvino Event: If any employee or dependent of an employee provides notice to the Plan Sponsor of divorce or legal separation, entitlement to Medicare, or that a dependent child ceases eligibility under the Plan, and such notice is made more than 60 days after the Qualifying Event, Plan Sponsor will notify the TPA in writing of the same within 10 days after receiving the notice. The TPA will not enroll those persons who provided notice in such manner for COBRA continuation coverage, unless specifically directed to do so in writing, by the Plan Sponsor and/or the Plan Administrator. 3.4 Qualified Beneficiarv Information: Plan Sponsor will provide the TPA the following information with notice of a Qualifying Event: a. The name, address, and Social Security number of the employee. b. The name, address, and Social Security number for any covered dependents. c. Date and description of the Qualifying Event, or if not a Qualifying Event, the date and reason, if known, for dropping or terminating Dependent coverage. If the Plan Sponsor knows that the Participant's reason for dropping or terminating Dependent coverage is in contemplation of divorce or legal separation, Plan Sponsor shall notify the TPA of the same to assure MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) Page 19 of 41 3.5 3.6 3.7 3.8 3.9 that any affected Dependent receives notice of any COBRA rights to which he or she is entitled. SSI Determination Letters: Plan Sponsor will forward copies of any Social Security Disability Determination letters it may receive from COBRA Participants, within 10 days after Plan Sponsor receives the same and has date stamped the letter. Plan Sponsor Plan. Chanoes. and Amendments: Plan Sponsor will notify the TPA of any changes in benefits, eligibility and/or premiums for Plan Sponsor's Plan, in accordance with the terms of the Administrative Service Agreement for the Plan Sponsor's Plan. COBRA Premiums: Plan Sponsor will determine the amount to be charged for COBRA premiums and notify the TPA of the same, in writing, upon execution of this Agreement. Plan Sponsor will notify the TPA in writing of any premium changes at least thirty (30) days prior to the effective date of the change or as soon as reasonably possible thereafter. COBRA Election Forms: If Plan Sponsor receives requests for COBRA coverage, Plan Sponsor will record on the form the date it was received by Plan Sponsor. Plan Sponsor will fax a copy of the form to the TPA on the date it is received by Plan Sponsor, and will mail a copy of the same to the TPA within five (5) days of receipt by Plan Sponsor. Premium Trust Accounts: Plan Sponsor will establish, or cause to be established, a premium trust account at a bank designated by the TPA. Plan Sponsor, and not the TPA, will be the owner of such account. 3.10 Plan Sponsor authorizes the TPA to endorse COBRA premium payments received by stamping the same with "FOR DEPOSIT ONLY" and the applicable premium trust account number and to deposit the payments into the premium trust account. Premium Payments Received from COBRA Participants: If Plan Sponsor receives premium payments directly from COBRA Participants, Plan Sponsor will notify the TPA in writing on the date of receipt, or cause the TPA to be notified in writing on the date of receipt, of the premium amount, the name of the COBRA Participant(s) for whom the premium applies, date of receipt, and period for which the premium applies. Plan Sponsor shall forward premium checks received to the TPA for deposit into the premium trust account. 4.1 4.2 SECTION 4: COBRA Services of the TPA Initial Notice. If applicable, within fourteen (14) days of receipt of notice from Plan Sponsor of a newly-enrolled employee and/or spouse, the TPA will mail to the employee and/or spouse an initial notice of COBRA continuation coverage rights. Enrollment Packet: Within 14 days of receipt of notice from the Plan Sponsor of a Qualifying Event, the TPA will mail to Qualified Beneficiaries a notice of the right to elect COBRA continuation coverage. 4.3 Enrollment of Qualified Beneficiaries: The TPA will enroll all Qualified Beneficiaries who elect COBRA continuation coverage within the time permitted by law. 3.11 Initial Grace Period: Plan Sponsor designates that the initial 45 day grace period for the premium payment will begin on the date of COBRA election. 4.4 Notice of Open Enrollment. The TPA will notify COBRA participants of any open enrollment periods held for employees under Plan Sponsor's Plan. 3.12 Other: Plan Sponsor will provide any other information required by the TPA to perform its obligations under this Agreement. 4.5 Contemplation of Divorce: Upon receipt of notice from the Plan Sponsor, the TPA will provide notices to spouses and other Dependents whose coverage is being terminated in contemplation of divorce or legal separation that they may have rights to COBRA continuation coverage when the divorce decree or legal separation is entered by a court. 4.6 Post-Election Notices: The TPA will provide all post election notices to employees and their spouses required by applicable law, including but not limited to notice of ineligibility for COBRA continuation coverage, notice of nonpayment of premium, and notice of termination of COBRA coverage. If the notice of ineligibility is due to the employee's termination of employment for gross misconduct, the Plan Sponsor shall be solely responsible for the determination of gross misconduct. 4.7 Plan Chanoes and Amendments: The TPA will inform COBRA Participants under the Plan of any changes in benefits, eligibility requirements, or premiums of the Plan. The obligations of the TPA under this subsection will be limited to mailing to COBRA Participants, copies of all Plan amendments, changes, modifications, or other notices as received from the Plan Sponsor. 4.8 Customer Service Toll-Free Line: The TPA will provide customer service assistance regarding COBRA issues to Plan Sponsor and beneficiaries under Plan Sponsor's Plan through a toll-free telephone number during regular business hours. 4.9 COBRA Participant Premiums: The TPA will bill COBRA Participants for the premiums as designated by Plan Sponsor and in accordance with applicable law. The TPA will not be required to bill for any premium amount that does not comply with applicable law. The TPA will direct COBRA Participants to make premium payments payable to the Plan Sponsor and to send payments to the TPA for deposit into the premium trust account. If the TPA receives premium checks made payable to the TPA, the TPA will endorse them over to MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 20 of41 MED STD SNGL EMP REV. 2011-2 (6-11) Plan Sponsor, without recourse. The TPA will collect COBRA premiums and deposit them in the Plan Sponsor's premium trust account no less frequently than weekly. The TPA will establish, or cause to be established, a system to credit the premium payments to the appropriate Qualified Beneficiary or COBRA Participant. 4.10 Late Premium Notices: The TPA will send a reminder notice to Qualified Beneficiaries and COBRA Participants whose premium payment has not been received on or about the twentieth day of the month. 7.1 4.11 Late Premium Pavments: If the TPA receives a premium payment past the premium due date (including any grace period provided by law or the Plan), the TPA will return the payment to the sender with a notice that it cannot be accepted. The TPA will return the payment to the sender, with such notice, within five (5) days of receiving the payment. 7.2 4.12 COBRA Terminations: The TPA will notify the Plan Sponsor of the date COBRA continuation coverage will expire in the absence of any default, for each COBRA Participant. Such notice will be given in an eligibility report provided by the TPA to the Plan Sponsor on a monthly basis. 4.13 Notice of Default: The TPA will notify each COBRA Participant, in writing, of any default in payment of premium, or other default causing loss of coverage, 7.3 including the date of default and the date COBRA continuation coverage terminated. Notice will be sent by first class mail within five (5) days following receipt of notice from Plan Sponsor and/or Plan Administrator. 4.14 Notice of COBRA Exhaustion: The TPA will notify each COBRA Participant of the date COBRA continuation coverage will expire in the absence of any default. Such notice will be sent by first class mail within thirty (30) days 7.4 of the termination date. 4.15 Conversion Coveraoe: If applicable, the TPA shall provide notices to eligible COBRA Participants of their rights to obtain conversion coverage. Such notices shall be supplied at the expense of the Plan. The TPA shall administer conversion rights in accordance with the provisions of the Plan document. SECTION 5: Creditable Coverage Certification Services of the TPA 5.1 Customer Service Toll-Free Line: The TPA will provide customer service assistance regarding Creditable Coverage to Plan Sponsor and beneficiaries under Plan Sponsor's Plan through a toll-free telephone number during regular business hours. 5.2 Certificates of Credible Coveraoe: The TPA will provide Certifications of Creditable Coverage as required by law, to employees, dependents and others authorized to receive this information. SECTION 6: TPA Compensation Plan Sponsor agrees to pay the TPA its compensation for services provided under this Agreement in accordance with the terms and conditions outlined in Appendix A, "Fee Schedule and Financial Arrangement" in the Administrative Services Agreement between Plan Sponsor and Allegiance Benefit Plan Management. SECTION 7: Limitations on Liability Premium Pavments/Loss of Coveraoe: Except as provided for under section 8.1, the TPA will have no liability to any person or entity regarding the processing of premium payments. Provided the TPA acts in accordance with this Agreement, the TPA will have no liability to any person or any entity for loss of COBRA coverage as a result of late or nonpayment of premium. Failure of Plan Sponsor to Notifv: The TPA will provide all notices to COBRA Participants and Qualified Beneficiaries in accordance with this Agreement. Provided the TPA acts in accordance with this Agreement, the TPA will have no liability to any COBRA Participant or Qualified Beneficiary for failure of the Plan Sponsor to properly notify the TPA and provide the information required for the TPA to perform its obligations under this Agreement. The TPA will have no liability for the accuracy of the information provided by the Plan Sponsor and for any actions taken in reliance upon any such information. NSF Checks: This Agreement will not be construed in any manner to require the TPA to collect insufficient funds, "stop-payment" or otherwise dishonored checks, or other negotiable instruments received for premium payments, which are subsequently not paid by the maker. The TPA will not be liable for any losses to Plan Sponsor or Plan Sponsor's Plan as a result of such checks or negotiable instruments. Determinations of Gross Misconduct: The TPA shall not make any determinations of any nature regarding whether a Qualified Beneficiary's termination from employment was due to gross misconduct. The TPA shall be entitled to rely upon any determinations of gross misconduct as made by the Plan Sponsor and shall have no liability for actions taken in reliance upon any such information as provided by the Plan Sponsor. SECTION 8: Indemnification 8.1 Plan Sponsor Indemnification: The TPA will indemnify, defend, save and hold the Plan Sponsor harmless from and against any and all claims, suits, actions, liabilities, losses, penalties or damages including court costs and attorneys' fees with respect to the Plan to the extent they are caused by the gross negligence, malfeasance, or criminal acts or omissions of the TPA or its employees in the performance of its duties under this Agreement and for any acts taken at the specific direction of the Plan Sponsor. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 21 of41 MED STD SNGL EMP REV. 2011-2 (6-11) 8.2 TPA Indemnification: The Plan Sponsor will indemnify, defend, save, and hold the TPA harmless from and against any and all claims, suits, actions, liabilities, losses, penalties or damages, including court costs and attorneys' fees, to the extent that such claims, losses, liabilities, damages and expenses are caused by the gross negligence, malfeasance or criminal acts or omissions of the Plan Sponsor, its agents and employees, in the performance of its duties under this Agreement and in those situations under Section 7 where the TPA is exculpated from liability. To the extent authorized by law, and applicable to contract and indemnity claims the foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Section 768.28, Florida Statutes. SECTION 9: Term and Termination of Agreement 9.1 Term and Renewal Term. The term of this Agreement shall commence on January 1, 2012, and end on December 31, 2014, and may be renewed for two (2) additional one (1) year periods as mutually agreed by the parties in writing unless terminated earlier in accordance with the Administrative Services Agreement. 9.2 Termination. This Agreement shall be terminated in accordance with the provisions of Article V: Term and Termination of the Administrative Services Agreement. 9.3 Survival: The provisions of Sections 2, 7, and 8 shall survive termination of this Agreement. SECTION 10: General Provisions 10.1 Authorization: Plan Sponsor grants to the TPA the authority to do all acts it deems necessary to carry out the terms of this Agreement. 10.2 Waiver: No forbearance or neglect on the part of either party to enforce or insist upon any of the provisions of this Agreement will be construed as a waiver, alteration, or modification of this Agreement. 10.3 Entire Aareement. Amendments. Modification: This Agreement and any attachments constitute the entire agreement between the parties with respect to its subject matter. This Agreement supersedes all existing agreements and all other oral, written or other communications between them concerning its subject matter. This Agreement or any attachment shall not be amended or modified except as agreed upon in writing and signed by the parties. If any such modification or amendment increases the direct costs to the TPA under this Agreement, the Plan Sponsor agrees to pay any increases in direct costs that the TPA reasonably expects to incur as a result of such modification. 10.4 Severabilitv: If any provision of this Agreement is held to be invalid, illegal, or unenforceable by any court of final jurisdiction, it is the intent of the parties that all other provisions of this Agreement be construed to remain fully valid, enforceable, and binding on the parties. 10.5 Aareement Counteroarts: This Agreement may be executed in two or more counterparts, each and all of which will be deemed an original and all of which together will constitute but one and the same instrument. 10.6 Assianment. Neither party shall assign, transfer, or subcontract any portion of this Agreement without the prior written consent of the non-assigning party. 10.7 Notice of Threatened Litiaation: The Plan Sponsor will notify the TPA within ten (10) days of any threatened litigation, lawsuits or regulatory complaints or inquiries pertaining to the subject matter of this Agreement, or any inquiry made by any federal or state authority regarding the same. 10.8 Service of Notice. Neither party will be bound by any notice, directive or request unless and until it is received in writing, or by facsimile transmission, or bye-mail address at the addresses in this subsection. All notices given to either party under this Agreement shall, unless otherwise specified in writing, be deemed to have been given three (3) days after deposit in the U.S. Mail, first class postage prepaid, certified mail, return receipt requested.; date of facsimile transmission; or date of e-mail transmission Notice to the TPA shall be directed to: Dirk Visser, CEO, Allegiance Benefit Plan Management, Inc., 2806 South Garfield St., PO Box 3018, Missoula, MT 59806-3018; Phone: (406) 721-2222; Fax: (406) 721- 2252; Email: dvisser@askalleaiance.com. Notice to the Plan Sponsor shall be directed to: Jeff Walker, Director, Collier County Risk Management Department, 3311 Tamiami Trail East, Naples, Florida 34112; Phone: (239) 252-8906; Fax: (239) 252-8048; Email: JeffWalker@colliergov.net. 10.9 Choice of Law and Venue. This Agreement shall be governed and construed in accordance with the laws of the State of Florida. 10.10 Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of the TPA with full decision- making authority and by Plan Sponsor's staff person who would make the presentation of any settlement reached during negotiations to Plan Sponsor for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of the TPA with full decision-making authority and by Plan Sponsor's staff person who would make the presentation of any settlement reached at mediation to Plan Sponsor's board for approval. Should either party fail to submit to mediation as required MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 22 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) hereunder, the other party may obtain a court order requiring mediation under Section 44.102, Fla. Stats. 10.10 HeadinQs: Section headings are included only for convenient reference and do not describe the sections to which they relate. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 10.11 Interpretation of Words: Words denoting the singular include the plural and vice versa. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 23 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) APPENDIX D 11-5729 "Third Party Administrator for Health Benefits" ADMINISTRATIVE SERVICES AGREEMENT SECTION 105 MEDICAL EXPENSE REIMBURSEMENT PLAN This Agreement, effective for the period beginning January 1, 2012, and ending December 31,2014, and may be renewed for two (2) additional one (1) year periods as mutually agreed by the parties in writing, is entered into by Collier County Government, a political subdivision of the State of Florida, Collier County, Naples (hereinafter referred to as the "Plan Sponsor") and Allegiance Benefit Plan Management, Inc., a corporation duly organized and existing under the laws of the State of Montana (hereinafter referred to as the "TPA"). WHEREAS, the Plan Sponsor sponsors a medical expense reimbursement plan (hereinafter referred to as the health reimbursement arrangement or HRA Plan) which is a healthcare expense reimbursement plan within the meaning of Section 105 of the Internal Revenue Code of 1986, as amended, and regulations issued thereunder, for all employees participating in the Plan Sponsor's health or welfare benefits plan; and WHEREAS, the Plan Sponsor wishes to contract with an independent third-party administrator to perform certain supervisory services with respect to the HRA Plan; and WHEREAS, the TPA desires to contract with the Plan Sponsor to perform such supervisory services with respect to the Plan, as set forth below; and WHEREAS, the parties wish to enter into this Agreement to set forth the obligations and duties of both parties with regard to such supervisory services. THEREFORE, in consideration of the promises and mutual covenants contained herein, the Plan Sponsor and the TPA enter in to this Agreement for administrative services for the HRA Plan. SECTION 1. DEFINITIONS the Employer as a contract worker, independent contractor, temporary employee or casual employee, whether or not any such persons are on the employer's W-2 payroll, or any individual who performs services for the Employer but who is paid by a temporary employment agency under a professional employer arrangement or other employment agency, or any employee for whom the terms of a collective bargaining agreement would supersede the terms of this plan. For the purposes of this Agreement the following words and phrases have the meanings set forth below, unless the context clearly indicates otherwise and, wherever appropriate, the singular will include the plural and the plural will include the singular. 1.1 "COBRA" means the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended, together with all regulations applicable thereto. 1.6 "Employer" means the Plan Sponsor and any successor organization or affiliate of such Employer which assumes the obligations of the HRA Plan and this Agreement. 1.2 "Code" means the Internal Revenue Code of 1986, and any applicable amendments and any Treasury regulation applicable to the section or subsection. 1.7 "ERISA" means the Employee Retirement Income Secu rity Act of 1974, as amended, together with all regulations applicable thereto. 1.3 "Covered Person" means any Participant or Dependent of a Participant meeting the eligibility requirements for coverage and properly enrolled for coverage as specified in the Plan. 1.8 "Fee Schedule" means the listing of fees or charges for services provided under Appendix A of this Appendix this Agreement. This Fee Schedule may be modified from time to time in writing by the mutual agreement of the parties. The Fee Schedule is contained in Appendix A and is a part of this Agreement. 1.4 "Dependent" means any eligible Dependent who is a Tax Dependent for the tax year during which expenses were incurred. 1.5 "Employee" means an individual that the Employer classifies as a common-law employee and who is paid by the Employer, but does not include any leased employee (including but not limited to those individuals defined in Code 9414(n)), or any individual classified by 1.9 "Group Health Plan" means any group health care, disability, #dental or vision care plan provided by premiums to and contract with a third-party insurer that is in force for Employees of the Employer and as may MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 24 of41 MED STD SNGL EMP REV. 2011-2 (6-11) 1.10 1.11 1.12 1.13 be amended or replaced from time to time at the discretion of the Employer. "HIPAA" means the Health Insurance Portability and Accountability Act of 1996, as it may be amended from time to time, and all regulations applicable thereto. "Participant" is any employee, retiree or COBRA beneficiary who is eligible for, properly enrolled in and entitled to benefits from the HRA Plan. "Plan" means the Medical Expense Reimbursement Plan for the Employees of #, Plan Sponsor, which is the subject of this Agreement and which the Plan Sponsor has established pursuant to the Plan Document, together with any and all amendments, supplements and appendices and any other relevant documents pertinent to its operation and maintenance. "Plan Administrator" means the Employer and/or any person or entity designated by the Plan Sponsor which is responsible to manage the day-to-day functions and management of the HRA Plan and make all discretionary decisions regarding Plan terms and managing Plan funds. The Plan Administrator may employ persons or firms to process premium payments and perform other Plan-connected services. For the purposes of the Employee Retirement Income Security Act of 1974, as amended, and any applicable state legislation of a similar nature, the Employer will be deemed to be the Plan Administrator of the Plan unless by action of the Board of Directors or equivalent authority the Employer designates an individual or committee to act as Plan Administrator. 1.14 "Plan Document" means the instrument or instruments that set forth and govern the duties of the Plan Sponsor and eligibility and benefit provisions of the HRA Plan which provide for reimbursement of out-of-pocket healthcare expenses not covered under the Plan Sponsor's employee health and welfare benefits plan. 1.18 2.1 "Working Day" means a regular business day that is not a recognized federal or banking holiday, and specifically excluding any Saturday or Sunday. SECTION 2. RELATIONSHIP OF THE PARTIES 1.15 "Plan Sponsor" will be as defined in Section 3(16)(A) of ERISA and means the entity and any successor entity or organization, which is responsible for and which has created, established and maintains an employee health and welfare benefit plan for the benefit of a group or groups of employees. Plan Sponsor includes any successor organization or affiliate of such Plan Sponsor that assumes the obligations of the HRA Plan and this Agreement. The Plan Sponsor delegates to the TPA only those powers and responsibilities with respect to development, maintenance and administration of the HRA Plan that are specifically enumerated in this Agreement. Any function not specifically delegated to and assumed by the TPA in writing pursuant to this Agreement will remain the sole responsibility of the Plan Sponsor. The Plan Sponsor retains the responsibility for any obligations under the Consolidated Omnibus Budget Reconciliation Act (COBRA) of 1985, as amended, and obligations under the Health Insurance Portability and Accountability Act of 1996 (HIPAA) unless this Agreement and the Fee Schedule in Appendix A expressly include language and fees for COBRA or HIPAA administrative services by the TPA. 2.2 The TPA is acting as an independent contractor for purposes of this Agreement. As such, the TPA is not a fiduciary and does not assume any liability or responsibility for any breach of duty or act of omission by Plan Sponsor. 1.16 "Plan Year" means the twelve-month period of time commencing with the effective date of this HRA Plan or the Plan anniversary date, and terminating on the date of the next succeeding Plan anniversary date. The Plan anniversary date will be January 1 st of each year. 2.3 The parties acknowledge that: 1.17 "Plan Summary" means the document that describes the terms and conditions under which the HRA Plan operates. A. This is a contract for administrative services only as specifically set forth herein; and B. This Agreement will not be deemed a contract of insurance under any laws or regulations. The TPA does not insure, guarantee or underwrite the liability of the Plan Sponsor under the Plan. The Plan Sponsor has total responsibility for payment of contributions for the employee health and welfare benefits reimbursement plan under the HRA Plan and all expenses incidental to the Plan. 2.4 Except as specifically set forth herein, this Agreement will inure to the benefit of and be binding upon the parties hereto and their respective legal successors provided, however, neither party may assign this Agreement without the prior written consent of the other, which consent will not be unreasonably withheld. There are no intended third-party beneficiaries to this Agreement, and this Agreement will not be construed in any manner as to create same. 2.5 Any dispute as to the applicability of this Agreement between the parties or the respective rights and obligations of the parties under this Agreement which the parties are unable to resolve, will be determined by arbitration. Either party may submit the dispute to arbitration before a single arbitrator and in accordance with the rules of the American Arbitration Association. The cost of such arbitration will be paid by the party that MEDICAL AsA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 25 of 41 MED STD sNGL EMP REV. 2011-2 (6-11) does not substantially prevail. The decision of the arbitrator will be final and binding upon the parties and may be filed with any court of competent jurisdiction and enforced as judgment of that court. 2.6 It is agreed by the parties to this Agreement that any cause of action brought by either party to this contract must be made within two (2) years of the date of occurrence of any alleged breach, infraction or dispute, or within two (2) years of the termination date of this Agreement, whichever occurs first. 2.7 The TPA agrees to be duly licensed as a Third Party Administrator to the extent required under applicable law and agrees to maintain such licensure throughout the term of this Agreement. 2.8 The parties to this Agreement acknowledge that TPA will have no obligation of any sort, express or implied, in this contract to provide Plan Sponsor with any proprietary, confidential or trade secret information of TPA. Plan Sponsor is entitled to its claims information and other information which the Plan Sponsor and Plan Administrator are required to retain by applicable law, but any proprietary, confidential or trade secret information of TPA shall be removed from such information. TPA will not disclose proprietary, confidential or trade secret information to Plan Sponsor without Plan Sponsor first executing a legally binding Confidentiality and Non-Disclosure Agreement regarding such information. SECTION 3. THE TPA'S RESPONSIBILITIES The TPA will provide the following HRA Plan Supervisory Services for the Plan Sponsor. The fees for these services are stated in the Fee Schedule in Appendix A. 3.1 The TPA will assist Plan Sponsor in developing and designing the HRA Plan and any amendments, revisions or modifications, SUbject to approval by Plan Sponsor or Plan Sponsor's attorney. 3.2 The TPA will maintain HRA Plan records based on information submitted by the Plan Sponsor as to the dates on which the Plan becomes effective. 3.3 The TPA will perform the following specific services for Plan Sponsor as requested: A. Receive reimbursement requests and supporting documentation (Explanations of Benefits) from Participants for processing. B. Process Qualifying Expenses and determine Reimbursable Expenses in accordance with the terms of the Medical Expense Reimbursement Plan Document. C. Notify Plan Sponsor for funding requirements in order to fully fund and pay claims as required by applicable law. D. Prepare and transmit reimbursement for Reimbursable Expenses as defined in the Plan Document. 3.4 The TPA agrees to be duly licensed as a Third Party Administrator to the extent required under applicable law and agrees to maintain such licensure throughout the term of this Agreement. 3.5 The TPA will possess throughout the term of this Agreement an in-force fidelity bond or other insurance as may be required by state and federal laws for the protection of its clients. Additionally, the TPA agrees to comply with any state or federal statutes or regulations regarding its operations. 3.6 The TPA will maintain information that identifies a Participant in a confidential manner. The TPA agrees to take all reasonable precautions to prevent disclosure or the use of premium payment information for a purpose unrelated to the administration of the Plan. 3.7 Plan Sponsor may provide its own Plan Document and Summary Plan Description at its expense, used by TPA for review and approval by Plan Sponsor's legal counsel, subject to review and approval by TPA. 3.8 The TPA will provide non-proprietary information and documents as requested by the Plan Sponsor to brokers and agents designated by the Plan Sponsor, provided, however, if the Plan Sponsor has entered into an agent of record agreement with any agent or broker, and the TPA has notice of the same, the TPA will not be required to provide any information or documentation to other agents or brokers unless or until Plan Sponsor has terminated the agent of record agreement and notified the agent of record of the termination. The TPA will have the express right to contact any agent of record to verify the agent of record agreement has been terminated. A separate fee will be charged for this service as stated in Appendix A. 3.9 The TPA will have no obligation whatsoever with regard to the Plan Sponsor's obligations and responsibilities under the Consolidated Omnibus Budget Reconciliation Act (COBRA) of 1985, as amended, or the Health Insurance Portability and Accountability Act (HIPAA) of 1996, unless specifically requested by Plan Sponsor, in which case TPA's responsibilities for COBRA administration are stated in the COBRA Appendix C attached hereto and made a part hereof by this reference. 3.10 Upon request of Plan Sponsor, TPA will perform 25% Key Employee Concentration discrimination testing and/or prepare the IRS Form 5500 for the Plan referenced in this Agreement. However, by providing MEDICAL AsA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. MED STD sNGL EMP REV. 2011-2 (6-11) Page 26 of 41 these services, TPA is not acting as Plan Sponsor's legal counselor tax advisor. All services provided by TPA under this paragraph should be reviewed by Plan Sponsor's legal counsel and tax advisors. SECTION 4. PLAN SPONSOR OBLIGATIONS 4.9 4.10 4.11 4.12 4.13 4.14 4.15 4.16 4.17 Plan Sponsor will hold confidential information obtained that is proprietary to the TPA or information or material not generally known by personnel other than management employees of the TPA. Confidentiality is subject to Chapter 119, Florida Statutes, also known as the public Records Law. Plan Sponsor will pay, in accordance with the Fee Schedule, the TPA's fees for services rendered under this Agreement. Plan Sponsor will maintain any insurance as may be required by state or federal law for the protection of the Plan and Participants. Plan Sponsor will notify the TPA of any requests for HRA Plan documents. Plan Sponsor will maintain a supply of election forms and other documents provided by the TPA and will make them available to participating employees. Plan Sponsor will provide all reports and documents required from time to time to satisfy governing law or to promote effective HRA Plan operation, including, but not limited to, year-to-date payroll deduction summaries. Plan Sponsor retains sole responsibility for Plan Sponsor's obligations and responsibilities under the Consolidated Omnibus Budget Reconciliation Act (COBRA) of 1985, as amended, orthe Health Insurance Portability and Accountability Act (HIPAA) of 1996 , unless Plan Sponsor has specifically requested TPA to provide COBRA administrative services, in which case TPA's responsibilities for COBRA administration are stated in the COBRA Appendix C attached hereto and made a part hereof by this reference. If the Plan Sponsor elects Set-Up Services only, as shown on the Fee Schedule in AppendiX A, and elects not to have the TPA provide Re-Enrollment Services, the TPA will have no responsibility whatsoever for notifying Plan Sponsor of changes in, and required compliance with, the laws applicable to this Plan including Plan Document revisions required for such compliance. The Plan Sponsor will remain solely responsible for remaining apprised of such future changes in laws and required compliance with regard to Plan Documents. TPA provides a website to its customers for access to plan information which includes Protected Health Information (PHI) as that term is defined by the Health Insurance Portability and Accountability Act of 1996 (HIPAA). Access to PHI via the website is limited to the person to whom the PHI belongs by use of a unique personal password mailed to that person's known address. Plan Sponsor has requested TPA issue passwords to persons requesting them via the TPA's website. 4.1 Plan Sponsor will furnish to the TPA the following reports and information to allow effective performance by the TPA: A. Certification of participation in the HRA Plan and such other information as may be necessary. 4.2 Plan Sponsor will give notice of the establishment of the HRA Plan to its employees and will be responsible for distributing copies of the Plan Summary to participating employees. 4.3 Plan Sponsor will maintain current and accurate Plan eligibility and participation records, verify Participant eligibility and submit this information if requested by the TPA, to the TPA at its designated mailing address. This information will be provided in a format acceptable to the TPA and will include the following for each Participant: name and address, Social Security number, date of birth, type of coverage, sex, relationship to employee, changes in participation, date participation begins or ends, and any other information necessary to determine eligibility and participation levels under the Plan. 4.4 Plan Sponsor will resolve all Plan ambiguities and disputes relating to the eligibility of a Plan Participant or any other Plan interpretation questions. The Plan Sponsor will respond to any written request made by the TPA within ten (10) working days. 4.5 Plan Sponsor will provide the TPA with copies of any and all revisions or changes to the Plan within five (5) Working Days of the effective date of the changes. 4.6 Plan Sponsor will provide, and timely distribute, all notices and information required to be given to Participants, maintain and operate the Plan in accordance with applicable law, maintain all record keeping, and file all forms relative thereto pursuant to any federal, state, or local law, unless this Agreement specifically assigns such duties to the TPA. 4.7 Plan Sponsor will at all times aCknowledge that it is the Plan Sponsor, Plan Administrator, and Named Fiduciary, as these terms are defined in ERISA. As such, Plan Sponsor retains full discretionary control and authority and discretionary responsibility in the operation and administration of the Plan. 4.8 Plan Sponsor will pay any and all taxes, licenses, and fees levied, if any, by any local, state, or federal authority in connection with the Plan. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 27 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) Assuming there are no technological impediments to providing this service to Plan Sponsor, Plan Sponsor and TPA agree to the following: The person requesting a password will certify their identity by using unique identifiers. TPA will not be responsible or liable in any way as the Business Associate of Plan Sponsor for any fraud or identity misrepresentation which causes a password to be issued to the wrong person. SECTION 5. DURATION OF AGREEMENT B. The Plan Sponsor engages in any unethical business practice or conducts itself in a manner which in the reasonable judgment of the TPA may be a violation of any federal, state, or other government statute, rule, or regulation; 5.1 This Agreement shall commence on January 1, 2012, and end on December 31,2014. and may be renewed for two (2) additional one (1) year periods as mutually agreed by the parties in writing. In the event of a change in the Fee Schedule for a subsequent twelve (12) month period, an amendment shall be issued and signed by the parties. C. The Plan Sponsor, through its acts, practices, or operations, exposes the TPA to any existing or potential investigation or litigation; 5.2 5.3 At any time during the term of this Agreement, either the Plan Sponsor or the TPA may amend or change the provisions of this Agreement. These amendments or changes must be agreed upon in advance in writing by both the Plan Sponsor and the TPA. If any such amendment increases the TPA's cost of administering the Plan, the Plan Sponsor agrees to pay any increase in funding expenses, as well as increases in administrative fees or other costs which the TPA reasonably expects to incur as a result of such modification. 5.6 D. Insolvency; E. Court appointment of a permanent receiver for all or substantially all of the Plan Sponsor's assets; F. A general assignment of the benefit of creditors by the Plan Sponsor; or G. The filing of a voluntary or involuntary petition of bankruptcy, if such petition is not dismissed within forty-five (45) days of the date of filing, provided that an order for rei ief from automatic stay has been obtained, or with respect to a Chapter 11 proceeding, that the bankrupt or Bankruptcy Trustee fails to reaffirm this Agreement and provide adequate assurances pursuant to 11 USC 365. The Plan Sponsor may, at its option, terminate this Agreement within ten (10) days written notice upon the occurrence of anyone or more of the following events pertaining to the TPA: A. B. Insolvency; Any amendment which affects only the Fee Schedule, Appendix A, shall be made, in writing signed by all parties,. All fee quotes accepted by Plan Sponsor for renewals of this Agreement will be incorporated into this Agreement as amendments to the Fee Schedule, Appendix A. 5.4 This Agreement may be terminated by either party at any time upon providing the terminating party with sixty thirty (60) days prior notice of intent to terminate unless both parties agree to waive such advance notice. At the option of the party initiating the termination, the other party may be permitted a cure period (of a length determined by the party initiating the termination) to cure any default. Court appointment of a permanent receiver for all or substantially all of the TPA's assets; C. A general assignment of the benefit of creditors by the TPA; 5.5 The TPA may, at its sole option, terminate this Agreement within ten (10) days written notice upon the occurrence of anyone or more of the following events pertaining to the Plan Sponsor: D. The filing of a voluntary or involuntary petition of bankruptcy, if such petition is not dismissed within forty-five (45) days of the date of filing, provided that an order for relief from automatic stay has been obtained, or with respect to a Chapter 11 proceeding, that the bankrupt or Bankruptcy Trustee fails to reaffirm this Agreement and provide adequate assurances pursuant to 11 USC 365; A. The Plan Sponsor fails to pay administration fees or other fees for the TPA's services upon presentation for payment and in accordance with the Fee Schedule; E. The TPA engages in any unethical business practice or conducts itself in a manner which in the reasonable judgment of the Plan Sponsor may be a violation of any federal, state, or other government statute, rule, or regulation; or MEDICAL AsA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 28 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) F. The TPA loses its licensure or certification required by law to continue its business or continue as third-party administrator. 5.7 In the event this Agreement is terminated for any reason and Plan Sponsor cannot be located following reasonable efforts by TPA, TPA shall charge a $50.00 per check administrative charge for its efforts to return any stale dated funds (defined as a check with an original issue date greater than 180 days) belonging to Plan Sponsor or belonging to a plan participant who, likewise, cannot be located. The administrative charge may be paid from any funds of the Plan Sponsor held by TPA, or billed directly to the Plan Sponsor. This provision shall survive termination of this Agreement. SECTION 6. LIMITATIONS AND INDEMNIFICATION 6.1 In performing its obligations in this Agreement, the TPA is acting only as an independent contractor. Plan Sponsor shall be deemed to be Plan Administrator, unless Plan Sponsor designates an individual or committee to act as Plan Administrator. For purposes of the Employee Retirement Income Security Act of 1974 as amended from time to time and any applicable State legislation of a similar nature, Sponsor will be deemed to be Administrator of the Plan, unless Sponsor designates an individual or committee to act as Administrator. In no instance will the TPA be deemed to be or be, Administrator of the Plan for purposes of the Employee Retirement Income Security Act of 1974, as amended from time to time. 6.2 The TPA will indemnify, defend, save and hold the Plan Sponsor harmless from and against any and all claims, suits, actions, liabilities, losses, penalties or damages including court costs and attorney's fees with respect to the Plan which directly result from or arise out of the dishonest, fraudulent, grossly negligent or criminal acts of the TPA or its employees, except for any acts taken at the specific direction of the Plan Sponsor. 6.3 The Plan Sponsor will indemnify, defend, save, and hold the TPA harmless from and against any and all claims, suits, actions, liabilities, losses, penalties or damages, including court costs and attorney's fees, to the extent that such claims, losses, liabilities, damages and expenses arise out of or are based upon the gross negligence, fraudulent, criminal or dishonest acts of Plan Sponsor, its agents and employees in the performance of their duties, a release of data by the TPA to the Plan Sponsor, or an interpretation of the Plan by the Plan Sponsor on which the TPA acts. To the extent authorized by law, and applicable to contract and indemnity claims the foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limits set forth in Section 768.28, Florida Statutes. SECTION 7. MISCELLANEOUS 7.1 This Agreement, together with all addenda, exhibits, and appendices supersedes any and all prior representations, conditions, warranties, understandings, proposals, or other agreements between the Plan Sponsor and the TPA hereto, oral or written, in relation to the services and systems of the TPA, which are rendered or are to be rendered in connection with its assistance to the Plan Sponsor in the administration of the Plan. 7.2 This Agreement, together with the aforesaid addenda, exhibits, and appendices constitutes the entire Administrative Services Agreement of whatsoever kind or nature existing between or among the parties. 7.3 The parties hereto, having read and understood this entire Agreement, acknowledge and agree that there are no other representations, conditions, promises, agreements, understandings, or warranties that exist outside this Agreement which have been made by either of the parties hereto, which have induced either party or have led to the execution of this Agreement by either party. Any statements, proposals, representations, conditions, warranties, understandings, or agreements which may have been heretofore made by either of the parties hereto, and which are not expressly contained or incorporated by reference herein, are void and of no effect. 7.4 This Agreement may be executed in two or more counterparts, each and all of which shall be deemed an original and all of which together shall constitute but one and the same instrument. 7.5 Except as provided herein, no changes in or additions to this Agreement shalf be recognized unless and until made in writing and signed by all parties hereto. 7.6 In the event any provision of this Agreement is held to be invalid, illegal, or unenforceable for any reason and in any respect, such invalidity, illegality, or unenforceability shall in no event affect, prejudice, or disturb the validity of the remainder of this Agreement, which shall remain in accordance with its terms. 7.7 The Plan Sponsor will notify the TPA within ten (10) Working Days of any inquiry made by any Participant or authorized representative of any Participant related to Plan Documents, Plan Records, disputes, threatened litigation, lawsuits pertaining to the Plan or any inquiry made by any federal or state authority regarding the Plan. 7.8 In the event that either party is unable to perform any of its obligations under this Agreement because of natural disaster, labor unrest, civil disobedience, acts of war (declared or undeclared), or actions or decrees of governmental bodies (anyone of these events which is referred to as a "Force Majeure Event"), the party who MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD sNGL EMP REV. 2011-2 (6-11) Page 29 of 41 has been so affected shall immediately notify the other party and shall do everything possible to resume performance. Upon receipt of such notice, all obligations under this Agreement shall be immediately suspended. If the period of non-performance exceeds fourteen (14) Working Days from the receipt of notice of the Force Majeure Event, the party whose ability to perform has not been so affected may, by giving ten (10) Working Days written notice, terminate this Agreement. 7.9 All notices required to be given to either party by this Agreement shall, unless otherwise specified in writing, be deemed to have been given three (3) days after deposit in the U.S. Mail, first class postage prepaid, certified mail, return receipt requested. Any official notice to the TPA will be mailed to the attention of the President at 2806 South Garfield Street, Missoula, MT 59801. The TPA will not be bound by any notice, directive or request unless and until it is received in writing at this address. Any official notice to the Plan Sponsor will be mailed to the attention of Jeff Walker, Risk Management Director, at 3311 Tamiami Trail East, Naples, Florida 34112. The Plan Sponsor will not be bound by any notice, directive or request unless and until it is received in writing at this address. 7.10 7.11 This Agreement shall be interpreted and construed in accordance with the laws of the state of Florida except to the extent superseded by federal law. Venue shall be in the U.S. Middle District Court of Florida. No forbearance or neglect on the part of either party to enforce or insist upon any of the provisions of this Agreement shall be construed as a waiver, alteration, or modification of the Agreement. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) Page 30 of 41 APPENDIX A to APPENDIX D FEE SCHEDULE AND FINANCIAL ARRANGEMENT 1. FEE SCHEDULE The Plan Sponsor and the TPA hereby agree to the compensation schedules set forth below as being the sole compensation to the TPA for any of its services which relate to the Section 105 HRA Plan. Monthly fees are based upon Plan Participant enrollment as of the beginning of the month. All fees stated below are subject to Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act". Plan Sponsor shall pay THE TPA the following fees as indicated: SERVICE AMOUNT DUE A. Monthly Service Fee HRA for 2012 Monthly Service Fee HRA for 2013 and 2014 Monthly Service fee HRA for 2015 and 2016 $4.00/participant per month $4.12/ participant per month $4.25 /participant per month B. Hourly fee of $50.00 for reconciliation of contribution listing and related accounting services. C. Hourly fee of $100.00 for welfare plan consulting. Such services must be agreed to in advance by the Plan Sponsor. D. Hourly fee of $100.00 per hour for audit assistance services and any other services provided by the TPA not specifically provided for in this Agreement. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 31 of41 MED STD sNGL EMP REV. 2011-2 (6-11) APPENDIX E 11-5729 "Third Party Administrator for Health Benefits" ADMINISTRATIVE SERVICES AGREEMENT FLEXIBLE BENEFITS PLAN This Agreement, effective for the period beginning January 1, 2012, and ending December 31,2014, and may be renewed for two (2) additional one (1) year periods as mutually agreed by the parties in writing, is entered into by COLLIER COUNTY GOVERNMENT, a political subdivision of the State of Florida, Collier County, NapleS(hereinafter referred to as the "Plan Sponsor") and Allegiance Benefit Plan Management, Inc., a Corporation duly organized and existing under the laws of the State of Montana (hereinafter referred to as the "TPA"). WHEREAS, the Plan Sponsor sponsors a Flexible Benefits Plan (hereinafter referred to as the FLEX Plan) which is a "cafeteria plan" within the meaning of Section 125 of the Internal Revenue Code of 1986 as amended, and regulations issued thereunder, for all employees participating in the Plan Sponsor's health or welfare benefits plan; and WHEREAS, the Plan Sponsor wishes to contract with an independent third party administrator to perform certain supervisory services with respect to the FLEX Plan and to process reimbursement requests submitted under the FLEX Plan; and WHEREAS, the TPA desires to contract with the Plan Sponsor to provide such supervisory and reimbursement services with respect to the FLEX Plan, as set forth below; and WHEREAS, the parties wish to enter into this Agreement to set forth the obligations and duties of both parties with regard to such superviSOry and reimbursement services. THEREFORE, in consideration of the promises and mutual covenants contained herein, the Plan Sponsor and the TPA enter in to this Agreement for administrative services for the FLEX Plan. SECTION 1. DEFINITIONS Schedule may be modified from time to time in writing by the mutual agreement of the parties. The Fee Schedule is contained in Appendix A and is a part of this Appendix E. 1.7 "HIPAA" means the Health Insurance Portability and Accountability Act of 1996, as it may be amended from time to time, and all regulations applicable thereto. For the purposes of this Agreement the following words and phrases have the meanings set forth below, unless the context clearly indicates otherwise and, wherever appropriate, the singular will include the plural and the plural will include the singular 1.1 "Calendar Year" means January December 31 of the same year. through 1.8 "Participant" is any employee, retiree or COBRA beneficiary who is properly enrolled for and entitled to participate in the FLEX Plan and who submits expenses for reimbursement from the FLEX Plan. 1.2 "COBRA" means the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended, together with all regulations applicable thereto. 1.9 "Plan" means the Flexible Benefits Plan for the Employees of Plan Sponsor, which is the subject of this Agreement and which the Plan Sponsor has established pursuant to the Plan Document. 1.3 "Covered Services" means the care, treatments, services or supplies described in the Plan Document as eligible for reimbursement from the FLEX Plan. 1.10 "Plan Administrator" means the Employer and/or entity designated by the Plan Sponsor which is responsible to manage the day-to-day functions of the FLEX Plan and make all discretionary decisions regarding Plan terms and managing Plan assets. The Plan Administrator may employ persons or firms to process Reimbursement Requests and perform other Plan-connected services. For the purposes of the Employee Retirement Income Security Act of 1974, as amended, and any applicable state legislation of a similar nature, the Employer will be deemed to be the Plan Administrator of the FLEX Plan 1.4 "Employer" means the Plan Sponsor and any successor organization or affiliate of such Employer which assumes the obligations of the FLEX Plan and this Agreement. 1.5 "ERISA" means the Employee Retirement Income Security Act of 1974, as amended, together with all regulations applicable thereto. 1.6 "Fee Schedule" means the listing of fees or charges for services provided under this Agreement. This Fee MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 32 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) 1.11 1.12 1.13 1.14 1.15 2.1 unless by action of the Board of Directors or equivalent authority the Employer designates in writing an individual or committee to act as Plan Administrator. "Plan Document" means the instrument or instruments that set forth and govern the duties of the Plan Sponsor and eligibility and benefit provisions of the FLEX Plan which provide for before-tax payment of premiums for the employee health and welfare plan and the reimbursement of Covered Services. "Plan Sponsor" will be as defined in Section 3(16)(A) of ERISA and means the entity and any successor entity or organization, which is responsible for and which has created, established and maintains an employee health and welfare benefit plan and/or FLEX Plan for the benefit of a group or groups of employees. Plan Sponsor includes any successor organization or affiliate of such Plan Sponsor which assumes the obligations of the FLEX Plan and this Agreement. "Plan Year" means the twelve-month period of time beginning with the effective date of the FLEX Plan as specified in the Plan Document. "Reimbursement Account" means an account utilized for reimbursement for Covered Services. For purposes of this Agreement, the Reimbursement Account means the funds deposited for before-tax payment of premiums for the employee health and welfare benefits plan and for Reimbursement Requests. "Reimbursement Request" means a request by a Participant for reimbursement for Covered Services from the FLEX Plan. 1.16 "Summary Plan Description" means the document required to be provided under Sec. 102 of ERISA that describes the terms and conditions under which the FLEX Plan operates. Appendix E expressly include provisions and fees for COBRA or HIPAA administrative services by the TPA. 2.2 The TPA is acting as an independent contractor for purposes of this Agreement. As such, the TPA is not a fiduciary and does not assume any liability or responsibility for any breach of duty or act of omission by Plan Sponsor. 1.17 "Working Day" will mean a regular business day that is not a recognized federal or banking holiday, and specifically excluding any Saturday or Sunday. 2.3 The parties acknowledge that: SECTION 2. RELATIONSHIP OF THE PARTIES A. This is a contract for administrative services only as specifically set forth herein; and The Plan Sponsor delegates to the TPA only those powers and responsibilities with respect to development, maintenance and administration of the FLEX Plan that are specifically enumerated in this Agreement. Any function not specifically delegated to and assumed by the TPA in writing pursuant to this Agreement will remain the sole responsibility of the Plan Sponsor. The Plan Sponsor retains the responsibility for any obligations under the Consolidated Omnibus Budget Reconciliation Act (COBRA) of 1985, as amended, and obligations under the Health Insurance Portability and Accountability Act of 1996 (HIPAA) unless this Agreement and the Fee Schedule in Appendix A to B. The TPA will not be obligated to disburse more in payment for Reimbursement Requests or other obligations arising under the FLEX Plan than the Plan Sponsor will have made available in the Reimbursement Account; and C. This Agreement will not be deemed a contract of insurance under any laws or regulations. The TPA does not insure, guarantee or underwrite the liability of the Plan Sponsor under the FLEX Plan. The Plan Sponsor has total responsibility for payment of before-tax premiums for the employee health and welfare benefits plan, for Reimbursement Requests under the FLEX Plan and all expenses incidental to the FLEX Plan. 2.4 Except as specifically set forth herein, this Agreement will inure to the benefit of and be binding upon the parties hereto and their respective legal successors provided, however, neither party may assign this Agreement without the prior written consent of the other, which consent will not be unreasonably withheld. There are no intended or unintended third-party beneficiaries to this Agreement, and this Agreement will not be construed in any manner as to create same. 2.6 Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of the TPA with full decision-making authority and by Plan Sponsor's staff person who would make the presentation of any settlement reached during negotiations to Plan Sponsor for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed- upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of the TPA with full decision-making authority and by Plan Sponsor's staff person who would make the presentation of any settlement reached at mediation to OWNER'S board for approval. Should either party fail to submit to mediation as required MEDICAL AsA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 33 of 41 MED STD sNGL EMP REV. 2011-2 (6-11) hereunder, the other party may obtain a court order requiring mediation under Section 44.102, Fla. Stats. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 2.6 It is agreed by the parties to this Agreement that any cause of action brought by either party to this contract must be made within five (5) years of the date of occurrence of any alleged breach, infraction or dispute, or within five (5) years of the termination date of this Agreement, whichever occurs first, in compliance with Section 95.11, Florida Statutes. 2.7 The TPA agrees to be duly licensed as a Third Party Administrator to the extent required under applicable law and agrees to maintain such licensure throughout the term of this Agreement. 2.8 The TPA may secure the services of actuaries, computer service firms, insurance consultants, legal counsel, accountants and any other entities that it deems necessary in performing its duties under this Agreement. At the discretion of the TPA such services may be performed directly by it, wholly or in part, through a subsidiary or affiliate of the TPA or under an agreement with an organization, agent, advisor or other person of its choosing. Any such services resulting in a charge not agreed to in the Fee Schedule must first be authorized in writing by the Plan Sponsor. The TPA will be entitled to rely, without investigation or inquiry, upon any written or oral information or communication of the Plan Sponsor or Agents, including but not limited to: Consultants, Actuaries, Attorneys, Accountants, auditors, or Brokers retained by the Plan Sponsor. 2.9 ALLEGIANCE will not be bound by any notice, directive or request unless and until it is received in writing at the mailing address or fax number shown below: 2806 SOUTH GARFIELD STREET MISSOULA, MT 59801 Facsimile: (406) 523-3149 Neither Plan Sponsor nor Plan Administrator will be bound by any written notice, directive or request unless and until it is received in writing at its primary place of business or fax number shown below: 3311 Tamiami Trail East Naples, Florida 34112 Facsimile: 239-252-8048 2.10 The parties to this Agreement acknowledge that the TPA will have no obligation of any sort, express or implied, in this contract to provide Plan Sponsor with any proprietary, confidential or trade secret information of TPA. The Plan Sponsor is entitled to its claims information and other information which the Plan Sponsor and Plan Administrator are required to retain by applicable law, but any proprietary, confidential or trade secret information of the TPA shall be removed from such information. The TPA will not disclose proprietary, confidential or trade secret information to the Plan Sponsor without the Plan Sponsor first executing a legally binding Confidentiality and Non- Disclosure Agreement regarding such information. SECTION 3. THE TPA's RESPONSIBILITIES The TPA will provide the following FLEX Plan Supervisory and Reimbursement Services for the Plan Sponsor. The fees for these services are stated in the Fee Schedule in Appendix A of this Appendix E. SUPERVISORY SERVICES 3.1 The TPA will assist Plan Sponsor in developing and designing the FLEX Plan and any amendments, revisions or modifications, subject to approval by Plan Sponsor or Plan Sponsor's attorney. 3.2 The TPA will maintain FLEX Plan records based on eligibility information submitted by the Plan Sponsor as to the dates on which a Participant's eligibility commences and terminates, maintain Plan records of Plan elections applicable to each Participant based on information submitted by the Plan Sponsor, and maintain Plan records regarding Reimbursement Requests, denials of Reimbursement Requests, and Reimbursement Requests pended. 3.3 Upon request of Plan Sponsor, TPA will perform twenty- five percent (25%) Key Employee Concentration discrimination testing for the Plan referenced in this Agreement. However, by providing these services, TPA is not acting as Plan Sponsor's legal counselor tax advisor. All services provided by TPA under this paragraph should be reviewed by Plan Sponsor's legal counsel and tax advisors. 3.4 The TPA will perform the following specific services for Plan Sponsor as requested: A. Project estimated costs relating to the FLEX Plan. B. Draft and prepare FLEX Summary Plan Description for review and approval by Plan Sponsor's legal counsel. C. Assist with the introduction of Plan provisions and procedures to Plan Sponsor's electing employees through materials and meetings arranged by agreement between Sponsor and the TPA. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) Page 34 of 41 3.5 D. Prepare reports as required by law for the financial management and administrative control of the FLEX Plan for use by Plan Sponsor. E. Provide to Plan Sponsor, upon request, a copy of all Plan documents which employees are entitled to examine under ERISA and any other related documents. Said documents will be limited to insurance contracts, if any, and documents required to be filed with the U. S. Department of Labor. There will be a fifteen cent ($.15) per page copy charge assessed for all copies produced hereunder. The Employer and not the TPA, is responsible for preparing and filing the IRS Form 5500 on or before the due date. The TPA will provide the necessary information to enable the Plan Sponsor to complete and file an IRS form 5500 annual report, if requested, at least thirty (30) days prior to the date such filings are due. REIMBURSEMENT PROCESSING SERVICES 3.6 As specified under the FLEX Plan, the TPA will: A. Promptly process and prepare disbursement to pay valid Reimbursement Requests submitted by participating employees. B. Provide a proper accounting and billing to Plan Sponsor of Reimbursement Requests paid. 3.10 3.11 3.12 3.13 3.14 3.15 3.16 prevent the reimbursement of improper requests. The TPA will not be liable for fraud, misrepresentation or errors by any Participant or for errors in Reimbursements made to Participants in good faith. When all necessary documents and Reimbursement Request form information have been received and the Reimbursement Request has been adjudicated, a Reimbursement check or draft will be remitted on the next Reimbursement disbursal date provided that the Plan Sponsor has provided funds for such Reimbursement. All Reimbursement Requests will remain in a processed but pended status until funded by the Plan Sponsor. Customer Service Representatives of the TPA will inform any Participant who inquires about any Reimbursement Request which is pended for lack of funds that such Reimbursement Request has been received and processed and is pending receipt of funds. No further explanation will be required of the TPA by the Plan Sponsor under such circumstances. The TPA will notify Participants in writing of ineligible Reimbursement Requests received. The TPA will process, issue, and distribute Reimbursement checks or drafts as instructed by the Plan Sponsor to Participants. The TPA will notify the Plan Sponsor of the Reimbursement Request amount required to be deposited to the Reimbursement Account to pay the Reimbursement Requests as they occur. The TPA will maintain local telephone service and toll- free telephone lines for inquiries made by Participants regarding the status of their Reimbursement Requests. The TPA may record such telephone calls. The TPA will respond to Reimbursement Request inquiries by a Participant, the estate of a Participant, an authorized member of a Participant's family unit, or the Participant's authorized legal representative. The TPA will maintain information that identifies a Participant in a confidential manner. The TPA agrees to take all reasonable precautions to prevent disclosure or the use of premium payment information or Reimbursement Request information for a purpose unrelated to the administration of the FLEX Plan. Plan Sponsor may provide its own Plan Document and Summary Plan Description at its expense, used by TPA for review and approval by Plan Sponsor's legal counsel, subject to review and approval by TPA. The TPA will maintain a Reimbursement Request file on every Reimbursement Request reported to it by the Participants. Copies of such records will be made available to the Plan Sponsor during a regularly scheduled Working Day at the office of the TPA for C. Maintain current and complete records and files of Reimbursement Requests and payments for each participating employee according to the TPA's current practices. Duplicates 2.7 3.7 The TPA will possess throughout the term of this Agreement an in-force fidelity bond or other insurance as may be required by state and federal laws for the protection of its clients. Additionally, the TPA agrees to comply with any state or federal statutes or regulations regarding its operations. 3.8 The TPA will process enrollment forms for Participants in the FLEX Plan and answer enrollment inquiries; create and maintain enrollment records for Participants and distribute FLEX Plan materials supplied by the Plan Sponsor to new Plan Participants. 3.9 The TPA will process Reimbursement Requests incurred by Participants according to the terms of the Plan Document as construed by the Plan Sponsor. The TPA will establish and maintain usual and customary Reimbursement Request review procedures within the usual standard of care in the TPA industry. The TPA will take reasonable measures and precautions to MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 35 of41 MED STD SNGL EMP REV. 2011-2 (6-11) consultation, review, and audit upon advance notice of a minimum of fourteen (14) Working Days. The Plan Sponsor will pay for any audit made at its request. A fee of fifteen cents ($.15) per photo copy will be paid by the Plan Sponsor or Plan auditor on behalf of the Plan Sponsor for any Reimbursement Request or other record. The TPA will charge an hourly fee of one hundred dollars ($100.00) for executive or professional time, fifty dollars ($50.00) per hour for department manager time and twenty-five dollars ($25.00) per hour for clerical time spent in cooperation with such consultation, review and audit. 3.17 The TPA will, upon termination of this Agreement, save all records at the TPA's principal administrative office. Reimbursement request files will be kept in secure storage facilities for at least six (6) years following the termination of a Plan Year or as required by ERISA. Copies of any materials in storage will be available to Plan Sponsor for a copy fee of fifteen cents ($.15) per page copied plus a retrieval fee of ten dollars ($10.00) per box or CD ROM diskette accessed. At the end of the six-(6) year period, the TPA will destroy all records. 3.18 The TPA will perform special Reimbursement Request history research projects upon request by the Plan Sponsor. A separate fee may be required depending upon the complexity of such request. 3.19 The TPA will provide non-proprietary information and documents as requested by the Plan Sponsor to brokers and agents designated by the Plan Sponsor, provided, however, if the Plan Sponsor has entered into an agent of record agreement with any agent or broker, and the TPA has notice of the same, the TPA will not be required to provide any information or documentation to other agents or brokers unless or until Plan Sponsor has terminated the agent of record agreement and notified the agent of record of the termination. The TPA will have the express right to contact any agent of record to verify the agent of record agreement has been terminated. 3.20 The TPA will have no obligation whatsoever with regard to the Plan Sponsor's obligations and responsibilities under the Consolidated Omnibus Budget Reconciliation Act (COBRA) of 1985, as amended, or the Health Insurance Portability and Accountability Act (HIPAA) of 1996, unless specifically requested by Plan Sponsor, in which case TPA's responsibilities for COBRA administration are stated in the COBRA Appendix C attached hereto and made a part hereof by this reference. 3.21 Upon request TPA will provide certain limited bank account management services for the reimbursement Account, for the fees and upon the conditions set out in Reimbursement Account Management Services Appendix D attached hereto and made a part hereof by this reference. SECTION 4. PLAN SPONSOR OBLIGATIONS 4.1 Plan Sponsor will furnish to the TPA the following reports and information to allow effective performance by the TPA: A. Certification of participation in the FLEX Plan and such other information as may be necessary for processing Reimbursement Requests. B. Prompt reconciliation of: (1) The itemized monthly billing provided by the TPA listing employees covered under the FLEX Plan, and; (2) The amount of premiums and contributions elected by each participating employee for the billing period. In the event the Plan Sponsor does not reconcile the contribution listing, the TPA will reconcile the contribution listing at the rates shown in the Fee Schedule in Appendix A to this Appendix E. 4.2 Plan Sponsor will give notice of the establishment of the FLEX Plan to its employees and will be responsible for distributing copies of the Summary Plan Description to participating employees. 4.3 Plan Sponsor will maintain current and accurate Plan eligibility and participation records, verify Participant eligibility and submit this information if requested by the TPA, to the TPA at its designated mailing address. This information will be provided in a format acceptable to the TPA and will include the following for each Participant: name and address, Social Security number, date of birth, type of participation, sex, relationship to employee, changes in participation, date participation begins or ends, and any other information necessary to determine eligibility and participation levels under the FLEX Plan. Plan Sponsor assumes the responsibility for the erroneous disbursement of reimbursements by the TPA in the event of error or neglect on the Plan Sponsor or Employer's part of providing eligibility and participation information to the TPA, including but not limited to, failure to give timely notification of ineligibility or termination of a former Participant. 4.4 Plan Sponsor will resolve all Plan ambiguities and disputes relating to the eligibility of a Participant, Plan participation, denial of Reimbursement Requests or decisions regarding appeal, or denial of Reimbursement Requests, or any other Plan interpretation questions. MEDICAL AsA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. MED STD sNGL EMP REV. 2011-2 (6-11) Page 36 of 41 The Plan Sponsor will respond to any written request made by the TPA within ten (10) working days. The TPA will administer and process Reimbursement Requests in accordance with this Agreement if the Plan Document and Summary Plan Description are clear and unambiguous as to the validity of the Reimbursement Requests and the Participants' eligibility for participation under the FLEX Plan, but will have no discretionary authority to interpret the FLEX Plan or adjudicate Reimbursement Requests. If processing a Reimbursement Request requires interpretation of ambiguous Plan language, and the Plan Sponsor has not previously indicated to the TPA the proper interpretation of the language, then the Plan Sponsor will be responsible for resolving the ambiguity or any other dispute. The Plan Sponsor's decision as to any Reimbursement Request (whether or not it involves a Plan ambiguity or other dispute) will be final and binding unless modified or reversed by a court or regulatory agency having jurisdiction over such matter. 4.5 Plan Sponsor will prospectively fund the Reimbursement Accounts each pay period by depositing funds deducted from Participants' wages into the Reimbursement Account. If additional funding is required to pay claims, Plan Sponsor shall advance funds in a timely manner, but in no event later than thirty (30) days after notice from the TPA of the required funding amount, so pended claims can be released. 4.6 Plan Sponsor will not demand or require the TPA, under any circumstances, to issue checks or drafts for Reimbursement Requests or any other costs arising out of the subject matter of this Agreement, unless the Plan Sponsor has so authorized and has previously deposited sufficient funds to cover such payment(s). 4.7 Plan Sponsor will provide the TPA with copies of any and all revisions or changes to the FLEX Plan within five (5) Working Days of the effective date of the changes. 4.8 Plan Sponsor will provide, and timely distribute, all notices and information required to be given to Participants, maintain and operate the FLEX Plan in accordance with applicable law, maintain all record keeping, and file all forms relative thereto pursuant to any federal, state, or local law, unless this Agreement specifically assigns such duties to the TPA. 4.9 Plan Sponsor will at all times acknowledge that it is the Plan Sponsor, Plan Administrator, and Named Fiduciary, as these terms are defined in ERISA or other applicable law. As such, Plan Sponsor retains full discretionary control and authority and discretionary responsibility in the operation and administration of the FLEX Plan. 4.10 4.11 4.12 4.13 4.14 4.15 4.16 4.17 4.18 4.19 Plan Sponsor will pay any and all taxes, licenses, and fees levied, if any, by any local, state, or federal authority in connection with the FLEX Plan. Plan Sponsor will hold confidential information obtained that is proprietary to the TPA or information or material not generally known by personnel other than management employees of the TPA. SUbject to Chapter 119, Florida Statutes, also known as the Public Records Law. Plan Sponsor will pay, in accordance with the Fee Schedule, the TPA's fees for services rendered under this Agreement. Unless otherwise agreed, the TPA may withdraw from the applicable account any fee then due to the TPA prior to application of the funds in the applicable account to pay Reimbursement Requests or any other costs arising out of the FLEX Plan or the subject matter of this Agreement. Plan Sponsor will maintain any fidelity bond or other insurance as may be required by state or federal law for the protection of the FLEX Plan and Participants. Plan Sponsor will notify the TPA of any requests for FLEX Plan documents or written inquiries about Reimbursement Requests processed under the FLEX Plan. Plan Sponsor will maintain a supply of election forms, Reimbursement Request forms, Compensation Reduction Agreement forms, and other documents provided by the TPA, and will make them available to participating employees. Plan Sponsor will submit timely payment for enrollment services and administrative fees as stated in Appendix A of this Appendix E. Plan Sponsor will provide all reports and documents required from time to time to satisfy governing law or to promote effective FLEX Plan operation. Plan Sponsor retains sole responsibility for Plan Sponsor's obligations and responsibilities under the Consolidated Omnibus Budget Reconciliation Act (COBRA) of 1985, as amended, orthe Health Insurance Portability and Accountability Act (HIPAA) of 1996, unless Plan Sponsor has specifically requested TPA to provide COBRA administrative services, in which case TPA's responsibilities for COBRA administration are stated in the COBRA Appendix C attached hereto and made a part hereof by this reference. If the Plan Sponsor elects Set-Up Services Only, as shown on the Fee Schedule in Appendix A of this Appendix E, and elects not to have the TPA provide Re- Enrollment and Discrimination Testing Services, the Plan Sponsor retains sole responsibility for Discrimination Testing, and the TPA will have no responsibility for the same. Further, if these services MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. MED sTD sNGL EMP REV. 2011-2 (6-11) Page 37 of 41 are not elected, the TPA will have no responsibility whatsoever for notifying Plan Sponsor of changes in, and required compliance with, the laws applicable to this Plan, including Plan Document revisions required for such compliance. The Plan Sponsor will remain solely responsible for remaining apprized of such future changes in laws and required compliance with regard to Plan Documents. 4.20 The Plan Sponsor has sole responsibility for preparing and filing IRS Form 5500 if applicable. 4.21 TPA provides a website to its customers for access to plan information which includes Protected Health Information (PHI) as that term is defined by the Health Insurance Portability and Accountability Act of 1996 (HIPAA). Access to PHI via the website is limited to the person to whom the PHI belongs by use of a unique personal password mailed to that person's known address. Plan Sponsor has requested TPA issue passwords to persons requesting them via the TPA's website. Plan Sponsor and TPA agree to the following: The person requesting a password will certify their identity by using unique identifiers. TPA will not be responsible or liable in any way as the Business Associate of Plan Sponsor for any fraud or identity misrepresentation which causes a password to be issued to the wrong person. SECTION 5. DURATION OF AGREEMENT 5.1 This Agreement shall commence on January 1, 2012, and end on December 31, 2014. This Agreement and may be renewed for two (2) additional one (1) year periods as mutually agreed by the parties in writing, under the same terms, conditions and Fee Schedule unless modified or terminated as described below. 5.2 In the event of a change in the Fee Schedule the fee quote described in this subsection must be accepted, in writing, by Plan Sponsor prior to the renewal date for the period to which the fee quote applies. Nonacceptance of the fee quote prior to such renewal date shall cause this Agreement to lapse and terminate at 12:01 o'clock a.m. on that renewal date. 5.3 Either party may terminate this Agreement at any time upon providing the terminating party with thirty (30) days prior notice of intent to terminate unless both parties agree to waive such advance notice. All obligations of the TPA to process benefits under the FLEX Plan are terminated on the effective date of termination even though a reimbursable expense arose prior to the termination of this Agreement. At the option of the party initiating the termination, the other party may be permitted a cure period (of a length determined by the party initiating the termination) to cure any default. 5.4 Failure of Plan Sponsor to provide funds for Reimbursement Requests or to make contributions to the FLEX Plan will result in the termination of this Agreement thirty (30) days from the date of written notice to Plan Sponsor of the lack of funds. 5.5 Upon termination of this Agreement, the TPA shall provide an accounting and reconciliation to Plan Sponsor within sixty (60) days after the effective date of termination. Together with said accounting and reconciliation, the TPA shall return to Plan Sponsor all remaining funds of Plan Sponsor and/or its employees held by the TPA. TPA shall forward to Plan Sponsor all Reimbursement Requests received but not processed by TPA. 5.6 Any amendment which affects only the Fee Schedule, Appendix A to this Appendix E, shall be made, in writing signed by all parties and approved by the Collier County Board of County Commissioners, All fee quotes accepted by Plan Sponsor for renewals of this Agreement will be incorporated into this Agreement as amendments to the Fee Schedule, Appendix A to this Appendix E. 5.7 The TPA may, at its sole option, terminate this Agreement with ten (10) days written notice upon the occurrence of anyone or more of the following events pertaining to the Plan Sponsor: A. The Plan Sponsor fails to pay administration fees or other fees for the TPA's services upon presentation for payment and in accordance with the Fee Schedule; B. The Plan Sponsor engages in any unethical business practice or conducts itself in a manner which in the reasonable judgment of the TPA may be a violation of any federal, state, or other government statute, rule, or regulation; C. The Plan Sponsor, through its acts, practices, or operations, exposes the TPA to any existing or potential investigation or litigation; D. The Plan Sponsor loses its licensure or certification required by law to continue the FLEX Plan; E. Insolvency; F. Court appointment of a permanent receiver for all or substantially all of the Plan Sponsor's assets; G. A general assignment of the benefit of creditors by the Plan Sponsor; or H. The filing of a voluntary or involuntary petition of bankruptcy, if such petition is not dismissed MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) Page 38 of 41 within forty-five (45) days of the date of filing, provided that an order for relief from automatic stay has been obtained, or with respect to a Chapter 11 proceeding, that the bankrupt or Bankruptcy Trustee fails to reaffirm this Agreement and provide adequate assurances pursuant to 11 USC 365. 5.8 The Plan Sponsor may, at its option, terminate this Agreement with ten (10) days written notice upon the occurrence of anyone or more of the following events pertaining to the TPA: A. Insolvency; B. Court appointment of a permanent receiver for all or substantially all of the TPA's assets; C. A general assignment of the benefit of creditors by the TPA; D. The filing of a voluntary or involuntary petition of bankruptcy, if such petition is not dismissed within forty-five (45) days of the date of filing, provided that an order for relief from automatic stay has been obtained, or with respect to a Chapter 11 proceeding, that the bankrupt or Bankruptcy Trustee fails to reaffirm this Agreement and provide adequate assurances pursuant to 11 USC 365; E. The TPA engages in any unethical business practice or conducts itself in a manner which in the reasonable judgment of the Plan Sponsor may be a violation of any federal, state, or other government statute, rule, or regulation; or F. The TPA loses its licensure or certification required by law to continue its business or continue as third-party administrator. 5.9 In the event this Agreement is terminated for any reason and Plan Sponsor cannot be located following reasonable efforts by TPA, TPA shall charge a fifty dollar ($50.00) per check administrative charge for its efforts to return any stale dated funds (defined as a check with an original issue date greater than one hundred eighty (180) days) belonging to Plan Sponsor or belonging to a plan participant who, likewise, cannot be located. The administrative charge may be paid from any funds of the Plan Sponsor held by TPA, or billed directly to the Plan Sponsor. This provision shall survive termination of this Agreement. 5.10 TPA, in its sole discretion may provide run out services upon the termination of this agreement. The Run out period, not to exceed three (3) months, will be determined by the Plan Sponsor at the time of notification of the termination. If no run out time is specified, the TPA will cease all claims processing on the date of termination. Run out services will consist solely of processing claims incurred by a Participant prior to the date of termination of this Agreement, but submitted no later than the end of the run out period. Run out services will be provided by the TPA only if at the time of termination of this agreement, all fees due the TPA and all plan funding are paid and current. TPA will not provide run out services if the above conditions are not met, or if termination is a result of any of the conditions listed in paragraph 5.7 of this Agreement. The run out fee will be an amount equal to the amount of Plan Sponsor's administrative fees payable to the TPA for the month immediately prior to the date notice of termination multiplied by the run out time in months. Upon determination of the run out period, a run out fee schedule will be issued to the Plan Sponsor as an Appendix F to this agreement. SECTION 6. LIMITATIONS AND INDEMNIFICATION 6.1 In performing its obligations in this Agreement, the TPA is acting only as an independent contractor. Plan Sponsor shall be deemed to be Plan Administrator, unless Plan Sponsor designates an individual or committee to act as Plan Administrator. For purposes of the Employee Retirement Income Security Act of 1974 as amended from time to time and any applicable State legislation of a similar nature, Sponsor will be deemed to be Administrator of the Plan, unless Sponsor designates an individual or committee to act as Administrator. In no instance will the TPA be deemed to be or be, Administrator of the Plan for purposes of the Employee Retirement Income Security Act of 1974, as amended from time to time. 6.2 The TPA will not be liable for, and will not advance its funds for payment of Reimbursement Requests under the FLEX Plan. The TPA will not be considered the insurer or underwriter of the liability of Plan Sponsor to provide benefits for the employees participating under the FLEX Plan. Plan Sponsor will have final responsibility and liability for Reimbursement Requests in accordance with the FLEX Plan. 6.3 The TPA will indemnify, defend, save and hold the Plan Sponsor harmless from and against any and all claims, suits, actions, liabilities, losses, penalties or damages including court costs and attorney's fees with respect to the FLEX Plan which directly result from or arise out of the dishonest, fraudulent, grossly negligent or criminal acts of the TPA or its employees, except for any acts taken at the specific direction of the Plan Sponsor. 6.4 The Plan Sponsor will indemnify, defend, save, and hold the TPA harmless from and against any and all claims, suits, actions, liabilities, losses, penalties or damages, , to the extent that such claims, losses, liabilities, damages and expenses arise out of or are based upon the gross negligence, fraudulent, criminal or dishonest acts of Plan Sponsor, its agents and employees in the MEDICAL AsA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. MED STD SNGL EMP REV. 2011-2 (6-11) Page 39 of 41 performance of their duties, a release of data by the TPA to the Plan Sponsor, or an interpretation of the FLEX Plan by the Plan Sponsor on which the TPA acts. To the extent authorized by law, and applicable to contract and indemnity claims the foregoing indemnification shall not constitute a waiver of sovereign immunity beyond the limit set forth in Section 768.28, Florida Statutes SECTION 7. MISCELLANEOUS 7.8 7.9 7.10 7.11 7.12 pertaining to the FLEX Plan or any inquiry made by any federal or state authority regarding the FLEX Plan. In the event that either party is unable to perfonm any of its obligations under this Agreement because of natural disaster, labor unrest, civil disobedience, acts of war (declared or undeclared), or actions or decrees of governmental bodies (anyone of these events which is referred to as a "Force Majeure Event"), the party who has been so affected shall immediately notify the other party and shall do everything possible to resume performance. Upon receipt of such notice, all obligations under this Agreement shall be immediately suspended. If the period of non-performance exceeds fourteen (14) Working Days from the receipt of notice of the Force Majeure Event, the party whose ability to perform has not been so affected may, by giving ten (10) Working Days written notice, terminate this Agreement. All notices required to be given to either party by this Agreement shall, unless otherwise specified in writing, be deemed to have been given three (3) days after deposit in the U.S. Mail, first class postage prepaid, certified mail, return receipt requested. Any official notice to the TPA will be mailed to the attention of the President at 2806 South Garfield Street, Missoula, MT 59801. The TPA will not be bound by any notice, directive or request unless and until it is received in writing at this address. Any official notice to the Plan Sponsor will be mailed to the attention of Jeff Walker, the Risk management Director at 3311 Tamiami Trail East, Naples, Florida 34112. The Plan Sponsor will not be bound by any notice, directive or request unless and until it is received in writing at this address. The TPA has adopted an Affirmative Action Policy that is in compliance with Section 49-3-101 to Section 49-3- 303 MCA. Employees hired by the TPA are hired on the basis of merit and qualifications; and there is no discrimination on the basis of race, color, religious creed, political ideas, sex, age, marital status, physical handicap, national origin or ancestry by persons performing this Agreement. Qualifications mean such abilities as are genuinely related to competent performance of the particular occupational task. This Agreement shall be interpreted and construed in accordance with the laws of the state of Florida except to the extent superseded by federal law. No forbearance or neglect on the part of either party to enforce or insist upon any of the provisions of this Agreement shall be construed as a waiver, alteration, or modification of the Agreement. 7.1 This Agreement, together with all addenda, exhibits, and appendices supersedes any and all prior representations, conditions, warranties, understandings, proposals, or other agreements between the Plan Sponsor and the TPA hereto, oral or written, in relation to the services and systems of the TPA, which are rendered or are to be rendered in connection with its assistance to the Plan Sponsor in the administration of the FLEX Plan. 7.2 This Agreement, together with the aforesaid addenda, exhibits, and appendices constitutes the entire Administrative Services Agreement of whatsoever kind or nature existing between or among the parties. 7.3 The parties hereto, having read and understood this entire Agreement, acknowledge and agree that there are no other representations, conditions, promises, agreements, understandings, or warranties that exist outside this Agreement which have been made by either of the parties hereto, which have induced either party or have led to the execution of this Agreement by either party. Any statements, proposals, representations, conditions, warranties, understandings, or agreements which may have been heretofore made by either of the parties hereto, and which are not expressly contained or incorporated by reference herein, are void and of no effect. 7.4 This Agreement may be executed in two or more counterparts, each and all of which shall be deemed an original and all of which together shall constitute but one and the same instrument. 7.5 Except as provided herein, no changes in or additions to this Agreement shall be recognized unless and until made in writing and signed by all parties hereto. 7.6 In the event any provision of this Agreement is held to be invalid, illegal, or unenforceable for any reason and in any respect, such invalidity, illegality, or unenforceability shall in no event affect, prejudice, or disturb the validity of the remainder of this Agreement, which shall remain in accordance with its terms. 7.7 The Plan Sponsor will notify the TPA within ten (10) Working Days of any inquiry made by any Participant or authorized representative of any Participant related to Plan Documents, Plan Records, Reimbursement Requests, disputes, threatened litigation, lawsuits MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT. INC. Page 40 of 41 MED STD SNGL EMP REV. 2011-2 (6-11) APPENDIX A to APPENDIX E FEE SCHEDULE AND FINANCIAL ARRANGEMENT 1. FEE SCHEDULE The Plan Sponsor and the TPA hereby agree to the compensation schedules set forth below as being the sole compensation to the TPA for any of its services which relate to the FLEX Plan. Monthly fees are based upon Plan Participant enrollment as of the beginning of the month. All fees stated below are subject to Chapter 218, Florida Statutes, also known as the "Local Government Prompt Payment Act". Plan Sponsor shall pay THE TPA the following fees as indicated: SERVICE AMOUNT DUE A. Monthly Service Fee FSA for 2012 Monthly Service Fee FSA for 2013 and 2014 Monthly Service fee FSA for 2015 and 2016 $4.15/participant per month $4.27/ participant per month $4.40 /participant per month B. Hourly fee of $50.00 for reconciliation of contribution listing and related accounting services. C. Hourly fee of $100.00 for welfare plan consulting. Such services must be agreed to in advance by the Plan Sponsor. D. Hourly fee of $100.00 per hour for audit assistance services and any other services provided by the TPA not specifically provided for in this Agreement. E. Electronic Payment Card Service for 2012 Elecronic Payment card Service for 2013 and 2014 Electronic Payment Card Service for 2015 and 2016 $1.00 /participant per month $1.03/participant per month $1.06/participant per month F. Fee for FSA COBRA services $.25 /participanUmonth together with 2% of the COBRA fees collected. MEDICAL ASA ALLEGIANCE BENEFIT PLAN MANAGEMENT, INC. Page 41 of 41 MED STD sNGL EMP REV. 2011-2 (6-11) , ACORDTM CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) 8/04/2011 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Payne Financial Group, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE P.O. Box 3327 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 145 West Front Street Missoula, MT 59806-0638 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: The Travelers Indemnity Co. ; Allegiance Benefit Plan Management, Inc Phoenix Insurance CO. INSURER B: PO Box 3018 INSURER c: Missoula, MT 59806 INSURER D: INSURER E: Client#' 22473 ALLEGIAN COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. I NSRr POLICY NUMBER PJ>..Nf':ri~~~8m,E P~~f.r (~XJI~~N LIMITS LTR TYPE OF INSURANCE A X ~ERAL LIABILITY 1680571Y4170lND10 09/01/10 09/01/11 EACH OCCURRENCE $1 000 000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $500 000 I CLAIMS MADE ~ OCCUR M ED EXP (Anyone person) $5 000 - PERSONAL & ADV INJURY $1 000000 GENERAL AGGREGATE $2 000 000 ~'L AGGREnE LIMIT APPLIES PER: PRODUCTS - COM PlOP AGG $2000.000 POLICY j~WT n LOC B X ~TOMOBILE LIABILITY BA576Y624610SEL 09/01/10 09/01/11 COMBINED SINGLE LIMIT .!... ANY AUTO (Ea accident) $1,000,000 - ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) - .!... HIRED AUTOS BODILY INJURY $ ,.!.. NON-OWNED AUTOS (Per accident) I-- PROPERTY DAMAGE $ (Per accident) ~RAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ A X ~ESS/UMBRELLA LIABILITY ISFCUP571Y70311ND1 09/01/10 09/01/11 EACH OCCURRENCE $3.000 000 X OCCUR 0 CLAIMS MADE AGGREGATE $3 000 000 $ ~ DEDUCTIBLE $ X RETENTION $ 5000 $ WORKERS COMPENSATION AND I T~~Jn:,:~~~ I 10J~- EMPLOYERS' LIABILITY EL EACH ACCIDENT $ ANY PHOPRIETOHfPARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $ SPECIAL PROVISIONS below OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS CERTIFICATE HOLDER CANCELLATION 10 Davs or Non-Pavment SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Government DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL -3.0..... DAYS WRITTEN 3311 Tamiami Trail East NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Naples, FL 34112 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR ~" \N(;l-Ov REPRESENTATIVES. ~ A~SENTATIVE \)-.) C\)' ....N · ~ f ACORD 25 (2001/08) 1 of 2 #S674822/M545162 THW1 @ ACORD CORPORATION 1988 IMPORTANT - If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-5 (2001/08) 2 of 2 #5674822/M545162 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. INSURED ORGANIZATION TO INCLUDE SCHEDULED ENTITIES WITH SEPARATE PRIOR AND PENDING PROCEEDING AND CONTINUITY DATES ENDORSEMENT (INCREASED LIMITS) This endorsement changes the following: Managed Care Errors and Omissions Liability It Is agreed that: 1. The following is added to the definition of Insured Organization in the DEFINITIONS section of the Liability Coverage(s): Insured Organization also means the following entities: Entities Benefit Management Corp. Allegiance Life & Health Insurance Company, Inc. Allegiance Benefit Plan Management, Inc. Allegiance Re, Inc. Intennountaln Underwriters, Inc. Allegiance COBRA Services, Inc. Allegiance Provider Direct, LLC Starpoint, LLC 2. Solely with respect to any Claim based upon or arising out of any Wrongful Act by any entity scheduled below, the Prior and Pending Proceeding Date and Continuity Date in ITEM 5 of the Declarations are deleted and replaced with the dates listed directly opposite the entities scheduled below: Entitles Allegiance Life & Health Insurance Company, Inc. Starpolnt, LLC Prior and Pending Proceedlna Date April 1, 2007 May 1, 2007 Continuity Q.m Aprfl1, 2007 May 1, 2007 3. Solely with respect to the entities scheduled below and to that portion of the Liability Coverage Limit of Liability that is $1.000.000 excess of $2.000.000, the Prior and Pending Proceeding Date and Continuity Date in ITEM 5 of the Declarations are deleted and replaced with the dates listed directly opposite the entities scheduled below: Entities Benefit Management Corp. Allegiance Benefit Plan Management, Inc. Allegiance Re, Inc. Intennountaln Underwriters, Inc. Allegiance COBRA Services, Inc. Allegiance Provider Direct, LLC Prior and Pending Proceedlna Date May 31,2009 May 31, 2009 May 31, 2009 May 31,2009 May 31, 2009 May 31, 2009 Continuity Qm May 31, 2009 May 31, 2009 May 31, 2009 May 31, 2009 May 31, 2009 May 31, 2009 Issuing Company: Travelers Casualty and Surety Company of America Policy Number: 105612180 LlA-10047 Ed. 02-11 C 2012 The Travelers Indemnity Company. All rights reserved. Page 1 of 2 4. Solely with respect to the entities scheduled below and to that portion of the Liability Coverage Limit of Liability that is $2.000.000 excess of $2.000.000, the Prior and Pending Proceeding Date and Continuity Date in ITEM 5 of the Declarations is deleted and replaced with the dates listed directly opposite the entities scheduled below: Entitles Benefit Management Corp. Allegiance Benefit Plan Management, Inc. Allegiance Re, Inc. Intermountain Underwriters, Inc. Allegiance COBRA Services, Inc. Allegiance Provider Direct, LLC Prior and Pending Proceed'n!:! Date May 31,2010 May 31, 2010 May 31,2010 May 31, 2010 May 31, 2010 May 31, 2010 Continuity Date May 31, 2010 May 31,2010 May 31,2010 May 31, 2010 May 31, 2010 May 31, 2010 5. Solely with respect to the entities scheduled below and to that portion of the Liability Coverage Limit of Liability that is $2.000.000 excess of $3.000.000. the Prior and Pending Proceeding Date and Continuity Date in ITEM 5 of the Declarations is deleted and replaced with the dates listed directly opposite the entities scheduled below: Entities Allegiance Life & Health Insurance Company, Inc. Prior and Pending Proceeding Date April 30, 2011 Continuity Qm April 30, 2011 6. Solely with respect to the entities scheduled below and to that portion of the Liability Coverage limit of liability that is $4.000.000 excess of $1.000.000. the Prior and Pending Proceeding Date and Continuity Date in ITEM 5 of the Declarations is deleted and replaced with the dates listed directly opposite the entities scheduled below: Entities Starpoint, LLC Prior and Pending Proceeding Date April 30, 2011 Continuity Date April 30, 2011 Nothing herein contained shall be held to vary, alter, waive or extend any of the terms, conditions, exclusions or limitations of the above-mentioned policy, except as expressly stated herein. This endorsement is part of such policy and incorporated therein. L1A-10047 Ed. 02-11 Cl 2011 The Travelers Indemnity Company. All rights reserved. Page 2 of 2 TRAVELERSf Wrap...rSM Travelers Casualty and Surety Company of America Hartford, Connecticut 06183-9062 (A Stock Insurance Company, herein called the Company) THE LIABll..ITY COVERAGES ARE WRITTEN ON A CLAIMS-MADE BASIS. THE LIABILITY COVERAGES COVER ONLY CLAIMS FIRST MADE AGAINST INSUREDS DURING THE POLICY PERIOD. THE LIMIT OF LIABILITY A V All..ABLE TO PAY SETTLEMENTS OR JUDGMENTS Wll..L BE REDUCED BY DEFENSE EXPENSES, AND DEFENSE EXPENSES WILL BE APPLIED AGAINST THE RETENTION. THE COMPANY HAS NO DUTY TO DEFEND ANY CLAIM UNLESS DUTY-TO-DEFEND COVERAGE HAS BEEN SPECIFICALLY PROVIDED HEREIN. ITEM 1 NAMED INSURED: Allegiance Life & Health Insurance Company, Ine. D/B/A: Principal Address: 2806 S. Garfield Street Missoula, MT 59801 ITEM 2 POLICY PERIOD: Inception Date: ADrU 30. 2011 Expiration Date: Mav 31. 2012 12:0 I A.M. standard time both dates at the Principal Address stated in ITEM 1. ITEM 3 ALL NOTICES OF CLAIM OR LOSS MUST BE SENT TO THE COMPANY BY EMAIL, FACSIMILE, OR MAIL AS SET FORTH BELOW: Email: BFPclaims@travelers.com FAX: 1.888.460.6622 Travelers Bond & Financial Products Claim 385 Washington Street - Mail Code 9275-NB03A St. Paul, MN 55102 ITEM 4 COVERAGE INCLUDED AS OF THE INCEPTION DATE IN ITEM 2: ~ Managed Care Errors and Omissions Liability MCO-2001 (Ed. 05-10) Page 1 on ITEM 5 ITEM 6 ITEM 7 ITEM 8 ITEM 9 Only those coverage features marked "[gJ Applicable" are included in this policy. Limits of Liability: Managed Care Errors and Omissions Liability $5,000,000 for each Claim; not to exceed $5,000,000 for all Claims Additional Defense Coverage: D Applicable 18I Not Applicable Additional Defense Limit of LiabUity: $N/ A for all Claims Retention: 550,000 for each Claim Prior and Pending Proceeding Date: April 1, 2007 Continuity Date: April!, 2007 PREMIUM FOR THE POLICY PERIOD: SN/ A AnnuallnstaIlment Premium if ITEM 10 below is applicable TYPE OF LIABll..ITY COVERAGE: o Reimbursement [gJ Duty-to-Defend Only the type of liability coverage marked "[gJ" is included in this policy. LlABll..ITY COVERAGE EXTENDED REPORTING PERIOD: Additional Premium Percentage: 150 % Additional Months: 12 (If exercised in accordance with Section ill. CONDITIONS O. EXTENDED REPORTING PERlOD of the Liability Coverage Tenns and Conditions) LIABILITY COVERAGE RUN-OFF EXTENDED REPORTING PERIOD: Additional Premium Percentage: N/A Additional Months: N/A (If exercised in accordance with Section m. CONDITIONS K. CHANGE OF CONTROL of the Liability Coverage Tenns and Conditions) MCO-2001 (Ed. 05-10) Page 2 on ITEM 10 ANNUAL REINSTATEMENT OF THE LIABILITY COVERAGE LIMIT OF LIABILITY: o Applicable ~ Not Applicable Only those coverage features marked ..~ Applicable" are included in this policy. ITEM 11 FORMS AND ENDORSEMENTS ATTACHED AT ISSUANCE: MCO-300l, LIA-3001, MC0-7009, MC0-7014, ACF-4004, ACF-4018, ACF-7004, LIA-4016, LIA-5025, LIA-7305 THE DECLARATIONS, THE APPLICATION, THE LIABILITY COVERAGE TERMS AND CONDITIONS, THIS LIABILITY COVERAGE, AND ANY ENDORSEMENTS ATTACHED THERETO, CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE COMPANY AND THE INSURED. Countersigned By IN WITNESS WHEREOF, the Company has caused this policy to be signed by its authorized officers. ~m~ u)~ L: ~ Executive Vice President Corporate Secretary MCO-2001 (Ed. 05-10) Page 3 on ACORDTM CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) 08/15/11 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Payne Financial Group, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE P.O. Box 3327 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. 145 West Front Street Missoula, MT 59806-0638 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: The Phoenix Insurance Company Allegiance Benefit Plan Management, Inc INSURER B: PO Box 3018 INSURER c: Missoula, MT 59806 INSURER D: INSURER E: Client#: 22473 ALLEGIAN COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. l~lRR ~~~~ TYPE OF INSURANCE POLICY NUMBER prrA~~1J~f~8~~\E Pg~flt~~~~N LIMITS GENERAL LIABILITY EACH OCCURRENCE $ - COMMERCIAL GENERAL LIABILITY ~~~t~UO RENTED $ - ~ CLAIMS MADE D OCCUR - MED EXP (Anyone person) $ - PERSONAL & ADV INJURY $ - GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COM PlOP AGG $ I nPRO- n POLICY JECT LOC ~TOMOBILE LIABILITY COMBINED SINGLE LIMIT $ ANY AUTO (Ea aCCIdent) - - ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Per person) - - HIRED AUTOS BODILY INJURY $ NON-OWNED AUTOS (Per accident) - - PROPERTY DAMAGE $ (Per accident) ~RAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY: AGG $ :::JESS/UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR D CLAIMS MADE AGGREGATE $ $ ~ DEDUCTIBLE $ RETENTION $ $ A WORKERS COMPENSATION AND IKUB7620C46610 10/01/10 10/01/11 X I T'{.';~Vs;r ~J,~;, I IOJ~- EMPLOYERS' LIABILITY $1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT OFFICER/MEMBER EXCLUDED? YES E.L. DISEASE - EA EMPLOYEE $1,000,000 If yes, describe under $1,000,000 SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT OTHER DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS ** Supplemental Name ** Intermountain Underwriters, Inc Allegiance Cobra Services, Inc Benefit Management Corp (See Attached Descriptions) CERT C IFI ATE HOLDER CANCELLATION o Davs for Non-Pavment SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Collier County Government DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL -10..... DAYS WRITTEN 3311 Tamiami Trail East NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Naples, FL 34112 IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. A~SENTATIVE \)0.) ~., till ~ ACORD 25 (2001/08) 1 of 3 #S677511/M553763 J1N @) ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. 25-5 (2001/08) 2 of 3 #S677511/M553763 DESCRIPTIONS (Continued from Page 1) Allegiance Provider Direct, LLC Allegiance Re, 'nc Allegiance Life & Health Insurance Company, Inc. Starpoint, LLC AMS 25.3 (2001/08) 3 of 3 #S677511/M553763