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#12-5854 (Naples Physician Hospital Organization, Inc. DBA Community Health Partners)
MEMORANDUM Date: March 29, 2012 To: Lyn Wood, Contract Specialist Purchasing Department From: Martha Vergara, Deputy Clerk Minutes and Records Department Re: Contract #12-5854 "Managed Care Service Agreement" Contractor: Community Health Partners Attached are one (1) original of the Contract, referenced above (Agenda Item #11G) approved by the Board of County Commissioners on March 13, 2012. One original has been kept by the Minutes and Records Department to be kept as part of the Boards Official Records. If you should have any questions please contact me at 252-7240. Thank you. OFFiCE OF THE Purchasing Depar WN7 ATTORNEY ler County Ca 3327 Tamiami Trail East Naples, Florida 2847i a 7 2 Am . Telephone:(239)252- f . . 3 i Purchasing FAX: (239)252- Email: a(�colliergov.net www.colliergov.netlpurchasinq Memorandum Subject: Solicitation # 12-5854— Managed Care Service Agreement Date: 3/19/12 From: Lyn M Wood Procurement Strategist To: Ray Carter Manager, Risk Finance This Contract was approved by the BCC on 3/13/12, agenda item 11.G. The County is in the process of being executing this contract with Naples Physician Hospital Organization, Inc. d/b/a Community Health Partners. The execution of the contract cannot take place until verification is received from Risk that all the insurance requirements, per the contract, have been met. A copy of the original solicitation is attached. The insurance requirements are the last two pages of the contract. Please review the Insurance Certificate(s) for the referenced Contract. • 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. If you have any questions, please contact me at the above referenced information. Insurance Approved By: Risk Management Signature Date (Please route to County Attorney via attached Request for Legal Services) WC.l .,b\ '1 `Z/ G/Acq u isitions/AgentFormsa ndLetters/RiskMgmtReviewofl nsu ra nce4/15/2010/16/09 NAPLES PHYSICIAN HOSPITAL ORGANIZATION,INC.d/b/a COMMUNITY HEALTH PARTNERS MANAGED CARE SERVICE AGREEMENT#12-5854 This MANAGED CARE SERVICE AGREEMENT(the "Agreement")effective as of the 13� day ofA Gh , 2012 , (the "Effective Date"), is entered into by and between Naples Physician Hospital Organization, Inc. d/b/a Community Health Partners ("CHP") and Collier County, Florida, a political subdivision of the State of Florida("County"). WITNESSETH• WHEREAS, Community Health Partners has as its primary objective arranging for the delivery or provision of certain Managed Care Services, Utilization Review Services, Case Management Services, and Advocacy Services through a cost effective, coordinated,and integrated health care delivery system. WHEREAS, the County has adopted a self-insured employee benefit plan for the provision of Health Care Benefits, Managed Care Program and Utilization Review Program to Plan Members; WHEREAS, the County, a self-insured employer, is ultimately responsible for payment of Health Care Benefits, Managed Care Program, Utilization Review Program, Case Management Program, and Advocacy Program in accordance with the terms and conditions of this Agreement; and WHEREAS, the County desires to increase control over the cost of providing Health Care Benefits to Plan Members and enters into this Managed Care Agreement to arrange for CHP, through CHP Providers, to render Managed Care Program(s) to Plan Members in conjunction with County's various Benefit Programs. NOW, THEREFORE, for and in consideration of the mutual covenants contained in this Agreement, the parties agree as follows: ARTICLE I DEFINITIONS For purposes of this Agreement, the following terms shall have the meaning ascribed thereto: 1.1 Agreement. This Managed Care Agreement. 1.2 Benefit Program. The County's self insured employee benefit plans covered under this Agreement, as amended from time to time. 1.3 Medical Emergency. The sudden onset of a medical condition manifesting itself by acute symptoms of sufficient severity which, if not immediately diagnosed and treated, could reasonably be expected to result in serious physical impairment to a bodily function, or serious and permanent dysfunction of any body, organ or body part, or to cause other serious medical consequences which include placing a Plan Member's health in permanent jeopardy. 1.4 CHP Hospital. Any hospital facility that has contracted as an independent contractor with CHP to provide certain Health Benefit Plan to Plan Members. Page 1 02/28/12 1.5 CHP Physician. A physician who has contracted as an independent contractor with CHP. 1.6 CHP Provider. A CHP Physician, CHP Hospital,and any licensed health care facility or professional, who or which has entered into a written agreement with CHP. 1.7 Plan Benefits. Those inpatient and outpatient services that are ordered for Plan Members by physicians and other licensed health care providers,covered under a Benefit Program. 1.8 Plan Member. Any person who has elected to receive health care benefits from or through County's Benefit Program and who is eligible to receive Plan Benefits under the Utilization Review, Managed Care or Advocacy portion of the Benefit Program included in this Agreement. ARTICLE II PROVISION OF SERVICES 2.1 UTILIZATION MANAGEMENT PROGRAM Community Health Partner's Utilization Management Program shall use nationally recognized guidelines to determine the appropriateness of medical services as well as the delivery setting and length of stay for inpatient hospital and MRI/CT services only. The appropriateness guidelines have been developed to create practice pathways that integrate with procedures that require precertification. Community Health Partners will be responsible for: • Maintaining a local telephone line and an out of area toll free telephone line for enrollees of the County's Benefit Plan to call for Precertification of defined procedures and medical services. This may include non-emergent inpatient hospital confinements, outpatient hospital services, surgeries, diagnosis testing and/or medical procedures. • Providing Utilization Management service that will be available during standard business days, Monday through Friday 8:00 am through 5:00 pm EST. Voice mail messaging will be available during non-business hours/days, and calls will be returned on the next business day. • Responding to Utilization Management requests for the medical services within twenty-four (24) hours of the request verbally when all necessary medical information and eligibility status is provided. Written confirmation of the decision will be mailed within the next business day of the decision. • Providing retrospective process of emergent admissions. • Performing concurrent review and assist with discharge planning. • Providing Precertification forms. • Assisting County to determine the medical services and procedures that are to be included in the Utilization Management Program. Page 2 02/28/12 • Providing analysis and reports of the Utilization Management Program. Standard reporting of authorizations and Denials by CPT codes. • Providing Precertification information to the County's claim administrator via email or fax. CHP will coordinate with claim administrator the assignment of authorization numbers. • Following CHP Grievance Procedure process that does not include medical services excluded by the benefit plan. • Providing Nurse and Physician review as necessary. • Providing Pharmacy over rides for PPI's only and Pharmacy utilization reports. • Providing basic Case Management. • Providing basic Benefit Verification and Eligibility Information. • Precertification process will not include any medical services requested or begun prior to the effective date of this Agreement. CHP will not handle overlap Precertification processing. The County will be responsible for: • Providing written notification to their Benefit Plan enrollees of the Utilization Management Program and the requirements of this program. • Providing up to date enrollment eligibility information to CHP online. • Assisting CHP with the integration of the Utilization Management Program with the County's claim administrator. • Distributing the Precertification forms as necessary to enrollees. 2.2 LARGE CASE MANAGEMENT Community Health Partners will be responsible for: • Case managing catastrophic chronic and acute illness. • Case managing transplants, inclusive of negotiating rates, all authorizations, working with in-house case management with discharge planning, i.e. home health,DME, Rehab services, etc. • The CHP Case Manager will use claims data to determine which members can most benefit from the program. Members will be selected by high cost and high complexity diagnoses. Need for out-of- network services will also be a factor. • The CHP Case Manager will attempt to negotiate rates for all services not available within the CHP network, or the employer's national network. This service will be provided only with the written approval of the employer's reinsurer when applicable. Page 3 02/28/12 • Determining inappropriate Emergency Room utilization of members that have had (3) or more emergency room visits per calendar year. The ICD-9 codes will be reviewed, and members with inappropriate ER use will be contacted by the case manager. The case manager will encourage the member to establish with a participating Primary Care Physician. County will be responsible for: • Encouraging their enrollees to participate in the Large Case Management Program. • Assisting with the notification to employees about the Large Case Management Program. • Providing Preventative Benefits to help identify potential health problems early. • Facilitating the production of monthly claims data files to the Large Case Management program. 2.3 MANDATORY CASE MANAGEMENT Community Health Partners (CHP)will be responsible for: • Monitoring a Covered individual's emerging risk, a condition or diagnosis that may be potentially significant by utilizing several different methods such as Verisk Medical Intelligence,Notification request, Pharmacy and TPA reports. • CHP Registered Nurse Case Managers communicating on a weekly basis until less intensity is needed as determined by the Case Manager or the Covered Person is dis-enrolled from program. • Communicating with individuals in the form of letters, phone calls,face to face meeting or encrypted email. 2.4 SMARTCHOICE PROGRAM(Disease Management) The SmartChoice Disease Management portion of the program will be used on a case by case as needed basis for those employees seeking Gastric Bypass Surgery. Each employee will need to actively enroll in SmartChoice and comply with an Active Participation Agreement for a period of one (1) year prior to the surgery. Reimbursement for this program will be calculated based on the number of individuals enrolled. Community Health Partners will be responsible for: • Providing telephonic entry assessment to determine eligibility for Smartchoice program. • Providing Disease Management for the following diagnoses: Coronary Vascular Disease, Asthma, Diabetes and Life Style Management for those individuals seeking gastric surgery for weight loss only. Page 4 02/28/12 • Discharging members from the Smart Choice Disease Management program when they are in compliance with the Active Participation Agreement and have completed one (1) year in the program. • Providing anonymous cost savings report to the County. County will be responsible for: • Encouraging their enrollees to participate in the Smartchoice Program. • Assisting with the notification to employees about the Smartchoice Program. • Providing claims data to the Smartchoice program as described below. 2.5 HEALTH ADVOCACY PROGRAM Community Health Partners Health Advocates collaborate with the members of Collier County Government to promote personal wellness goals and encourage their overall health status. They provide support and guidance as members complete their preventative screenings for the "Invest in Your Health" program. All CHP Health Advocates are Certified Health Coaches, have a background in Nursing or Exercise physiology, and are skilled in motivational interviewing. They meet confidentially with members to discuss personal results from labs/biometrics and the health risk questionnaire. The Health Advocates assist members enrolling in all educational wellness requirements including Tobacco Cessation, Pre-diabetes, Diabetes and Heart Smart. They also identify and initiate referrals to Case Management, Dietary Counseling, Exercise programs, and Behavioral Health Services. Health Advocates focus on prevention, wellness, and personal accountability. This dynamic partnership encourages members to minimize those personal health risk factors that can lead to chronic medical illnesses. Community Health Partners will be responsible for: • Providing three(3)Community Health Partners employees dedicated to the Collier County Government Health Advocacy Program. Employees will consist of: o Two(2) Health Advocates(Job Description Exhibit 2) o One (1)Health Coordinator o Each employee will work a minimum of forty(40)hours per week. Local travel will be required. • Health Advocacy staff working with Collier County Government Wellness Program Manager to collaborate on the start up, implementation,and day to day management of the Health Advocacy Program. • Providing all applicable and necessary office equipment required for the employees including but not limited to: o Furniture o Technology—computer, internet access, copier and fax machines o Miscellaneous office supplies(paper,pens,notepads,etc.) Page 5 02/28/12 • Securing and maintaining a three(3)year agreement with WellSource to provide Collier County Government employees with access to the WellSource Personal Wellness Profile and Health Activity Tracker program. • Creating and maintaining a website specifically for the Health Advocacy Program. • Assisting with notification to members reminding them to utilize their Preventative Benefits and call for free telephonic assessment to determine entry to Smartchoice Program under Advocacy Program. County will be responsible to: • Provide to CHP reimbursement for services on a quarterly basis as established in Schedule 4.7 attached. CHP will conduct a bi-annual review of services/staff provided to the Health Advocacy Program and adjustment of payment terms may be granted with mutual agreement by both parties. • Provide to CHP reimbursement for any travel related expenses of dedicated Health Advocacy Program staff in accordance with Section 112.061, Florida Statutes. • Provide to CHP monthly reimbursement for the hosting of the Health Advocacy Program website. • Provide to CHP Health Advocate staff the following operational equipment: o Office Space o Telephone [Minimum of three(3)] o Appropriate printed/promotional material related to the Health Advocacy Program. 2.6 WORKCARE PROGRAM Community Health Partners will be responsible to: • Provide County with a Tracking Report template, for printing of Tracking Report forms and provide instruction on the use. • Provide County or County's workers' compensation claim administrator with verification, either verbal or written, of a beneficiary's work-related injury or illness within twenty-four(24)hours of the beneficiary's evaluation and notification by a participating provider, provided that the Participating Provider or County notify's WorkCare of the injury or illness. • Provide County or County's workers' compensation claim administrator with completed Tracking Reports within twenty-four(24)hours of receipt from Participating Provider. • Provide Case Management services on call twenty-four(24)hours a day, seven(7)days a week. • Provide County or County's workers' compensation claim administrator with progress and status reports for rehabilitation services only, every two (2) weeks on beneficiaries receiving treatment from rehabilitation participating providers, provided that the Participating Providers provide such information. Page 6 02/28/12 • Assist County with training its management personnel with respect to participating in the WorkCare Program. • Case Manager will authorize all non-emergent medical care and provide documentation of authorizations. • Notify employer or County when there is a question of compensability for a reported injury. • Provide case management services by a registered nurse case manager for up to one (1)year from date of injury or date of surgery. Refer to Exhibit 4.7 of the Agreement for cost to provide case management after one(1)year. • Provide pre-certification utilizing Interqual criteria for all tests, procedures and surgeries with expected cost greater than one thousand dollars ($1000.00). • Provide file reviews with case manager and County as necessary. County will be responsible to: • Use its best efforts to assure that employees utilize the WorkCare Program and protocols. • Use best efforts to assure that management initiates Tracking Reports for employee injuries or illnesses and sends Tracking Report with employee to treatment location. • Use best efforts to assure that WorkCare is contacted within twenty-four(24)hours of beneficiary injury or initial onset of illness. • Participate in appropriate WorkCare Program training. • Find modified duty positions for beneficiaries receiving treatment when appropriate. • Upon request, provide Workcare within a reasonable period, information related to claims paid under the employer's workers'compensation program. • Verify the enrollment and eligibility status of workers who present to Workcare Case Management Program. 2.7 County Representations and Warranties.For purposes of CHF' Providers compliance with Rule 4-153, Florida Administrative Code, County represents and warrants that its Benefit Programs are completely and fully self-insured, except for any reinsurance or similar form of stop-loss insurance. 2.8 Grievances. Any complaints received by County or its claims administrator with respect to the provision of the Managed Care Program by CHP shall be forwarded to CHP and shall be submitted for resolution in accordance with CHP's patient grievance resolution procedures attached hereto as Exhibit 1. 2.9 Force Majeure. Neither CHP, any CHP Provider, nor County shall be liable or deemed to be in default for any delay or failure in performance under this Agreement or other interruption of service or employment deemed resulting, directly or indirectly, from acts of nature, civil or military Page 7 02/28/12 authority, acts of public enemy,war, accidents, fires, explosions, employee strikes or work interruptions, earthquakes, floods, hurricane, failure of transportation or any similar or dissimilar cause beyond the reasonable control of such party. 3.0 Managed Care and Utilization Review Requirements. The County shall provide CHP copies of the Utilization Review and Managed Care requirements and other conditions to be followed by CHP and Plan Members with respect to providing Managed Care Services under a particular Benefit Program. To the extent of any conflict between the terms of this Agreement and such policies the Plan Benefits shall govern if the Plan Benefits address the specific conflict and if not the terms of this Agreement shall govern provided, however,that in no event shall this Agreement amend the Benefit Program. 3.1 Review Board.The County and CHP shall actively participate in a review board and work toward creating equitable methods to measure outcomes of the CHP Managed Care Programs and utilization strategies that have an impact on medical costs. 3.2 Notification of Claims Payment Administrator. Upon execution of this Agreement, the County shall provide CHP with written notification of its designated third party administrator, if any, and shall thereafter provide CHP with written advance notice ninety(90)days prior to any changes. 3.3 Program Fees. The County shall choose the Managed Care Program(s)and pay CHP the fees for each program chosen as listed on Schedule 4.7 as compensation for each Managed Care Program CHP provides. ARTICLE III TERM AND TERMINATION 3.4 Term. The initial term of the Agreement shall be for thirty-three(33)months from April 1,2012 to December 31, 2014 and may be renewed for two (2)additional one(1)year periods in writing; upon consent of the parties, unless either party gives the other notice of it intention not to renew at least ninety(90 )days prior to the annual anniversary of the Effective Date after the initial term of this Agreement. 3.5 Termination With Cause. If either party materially breaches this Agreement(the "Breaching Party")the other party(the "Non-Breaching Party")shall have the right to give the Breaching Party written notice of the alleged breach and the Breaching Party shall have thirty(30)days following receipt of such notice to cure the breach to the reasonable satisfaction of the Non-Breaching Party. If the breach is not cured to the reasonable satisfaction of the Non-Breaching Party within the thirty(30)day period the Non-Breaching Party shall have the right to immediately terminate this Agreement. 3.6 Obligations After Termination; Continuation of Care. Termination of the Agreement shall not affect the rights, obligations and liabilities of the parties arising out of transactions occurring prior to termination. Termination of this Agreement shall be without the consent of or notice to any Plan Member or any other third party. Upon the termination of this Agreement for any reason or cause,CHP shall cooperate with County by taking reasonable and medically appropriate measures to assure the assumption of Managed Care Services to Plan Members. CHP shall be compensated for such services in accordance with the terms of this agreement. CHP shall furnish any Page 8 03/01/12 information and take any action including,without limitation,continuing to provide Managed Care Services, for up to thirty(30)days,as the County may reasonably request in order to effectuate an orderly and systematic termination of CHP duties and activities under this Agreement and the transfer of obligations. ARTICLE IV GENERAL PROVISIONS 4.1 Relationship of Parties. The County and CHP acknowledge that CHP is an independent contractor. 4.2 Recitals. Each of the recitals set forth above are true and correct and are incorporated into and made part of this Agreement by reference. 4.3 Limitation of Assignment. This Agreement shall not be assigned by either party without the prior express written consent of the other party. 4.4 Binding on Successors in Interest. To the extent permitted by this Agreement, the provisions of and obligations arising under this Agreement shall extend to,be binding upon, and inure to the benefit of the successors and assigns of CHP and the County. 4.5 Severability; Changes in Law. If any part of this Agreement is determined to be invalid, illegal, inoperative or contrary to law or professional ethics,the part shall be reformed, if possible,to conform to law and ethics;the remaining parts of this Agreement shall be fully effective and operative to the extent reasonably possible. If any restriction contained in this Agreement is held by any court to be unenforceable and unreasonable, a lesser restriction shall be enforced in its place and the remaining restrictions shall be enforced independently of each other. 4.6 Conformance With Law. Each party agrees to carry out all activities undertaken by it pursuant to this Agreement in conformance of all applicable federal, Florida and local laws,rules and regulations. 4.7 Time of the Essence. Time shall be of the essence with respect to each and every term, covenant,and condition of this Agreement. 4.8 Attorney Fees. In the event of any action, dispute, litigation or other proceeding relating to or in connection with this Agreement, each party shall be responsible for their own fees, costs, and expenses of counsel incurred in connection with that action,dispute, litigation or other proceeding. 4.9 Entire Agreement/Amendments. This Agreement supersedes all previous Managed Care Service contracts and constitutes the entire agreement between the parties relating to the subject matter of this Agreement. Oral statements or prior written materials not specifically incorporated in this Agreement shall not be of any force and effect. In entering into and executing this Agreement,the parties rely solely upon the representations and agreements contained in this Agreement. Except as otherwise expressly provided in this Agreement to the contrary, no changes in or additions to this Agreement shall be recognized unless and until made in writing and signed by an authorized officer or agent of CHP and County. 4.10 Governing Law. This Agreement has been executed and delivered and shall be construed and enforced in accordance with the laws of the State of Florida excluding and without application of any choice of law principles except to the extent pre empted by federal law. Any action Page 9 02/28/12 brought by the parties whether at law or in equity shall be commenced and maintained and venue shall properly be in Collier County,Florida. The parties knowingly, intentionally and irrevocably waive any claim that any suit, action or proceeding brought in Collier County, Florida has been brought in an inconvenient forum. Each party further waives all rights to any trial by jury in all litigation relating to or arising out of this Agreement. 4.11 Waiver of Breach. No provision of this Agreement shall be deemed waived unless evidenced by a written document signed by an authorized officer or agent of CHP and the County. The waiver by either party of a breach or violation of any provision of this Agreement shall not operate as. or be construed to be, a waiver of any subsequent breach of the same or other provision of this Agreement unless specifically provided for in the written instrument consenting to the waiver. 4.12 Paragraph and Other Headings. The section and other headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. 4.13 Gender and Number. When the context of this Agreement requires, the gender of all words shall include the masculine, feminine, and neuter, and the number of all words shall include the singular and plural. 4.14 Execution. This Agreement and any amendments may be executed in multiple originals, each counterpart shall be deemed an original, but all counterparts together shall constitute one and the same instrument. 4.15 Additional Assurances. The provisions of this Agreement are self-operative and do not require further agreement by the parties; provided, however, at the request of either party,the other shall execute,except as otherwise provided in this Agreement, any additional instruments and take any additional acts as may be reasonably necessary to effectuate this Agreement. 4.16 Construction. This Agreement shall be construed without regard to any presumption or other rule requiring construction against the party causing this Agreement to be drafted. 4.17 Authority. Each signatory to this Agreement represents and warrants that he possesses all necessary capacity and authority to act for, sign, and bind the respective entity on whose behalf he is signing. 4.18 Notice. Any notice given pursuant or relating to this Agreement shall be given by United States mail,postage prepaid, certified or registered mail,return receipt requested, hand delivery,or overnight delivery,and delivered to the addressee at the following address unless otherwise changed in accordance with the provisions of this Section: To Community Health Partners: To Board of County Commissioners, Collier 851 5"'Ave N Suite 201 County, Florida Naples, Florida 34102 3311 Tamiami Trail East Attention: Contracting Dept. Naples, FL 34112 Attention: Risk Management Department 4.19 Cumulative Remedies. Remedies provided for in this Agreement shall be in addition to and not in lieu of any other remedies available to either party and shall not be deemed waivers or substitutions for any action or remedy the parties may have under law or in equity. Page 10 02/28/12 4.20 Marketing and Promotion.The County and CHP each reserve the right to and control of its name, symbols,trademarks, logos and service marks presently existing or established in the future. The County agrees that CHP may use its name in any publication listing the names of managed care programs and health benefit plans with which CHP contracts. Except as provided in this Section, the use of any written promotional documents, publicity,media advertising,or any other materials for public disclosure carrying the name,trademark, service mark, or a pictorial likeness of either party shall require the prior written consent of the other party. 4.21 Confidentiality. The County and CHP shall take all reasonable precautions to maintain the confidentiality of this Agreement and any related information provided to or discovered and shall not disclose this Agreement,the terms thereof, or such other information to any party other than a party directly involved in the transaction contemplated by this Agreement. Confidentiality is subject to Chapter 119, Florida Statutes, also known as the Public Records Law. 4.22 Coordination of Defense of Claims. The County and CHP shall promptly notify the other of any claims or demands asserted by third parties that arise under or related to this Agreement. The parties shall make all reasonable efforts,consistent with advice of counsel and the requirements of the respective insurance policies and carriers,to coordinate and assist in the defense of all claims in which the other party is either a named defendant or has a substantial possibility of being named. This Section shall survive termination or expiration of this Agreement. 4.23 Compliance with Laws and Regulation.In the event any applicable federal, state, or local law or any regulation, order or policy issued under such law is changed(or any judicial interpretation thereof is developed or changed) in a way which will have a material adverse effect on the practical realization of the benefits anticipated by one or both parties to this Agreement,the adversely affected party shall notify the other party in writing of such change and the effect of the change. The parties shall enter into good faith negotiations to modify this Agreement to compensate for such change. If an agreement is not reached within thirty(30)days of such written notice; the Agreement may be terminated by either party. 4.24 Insurance. CHP shall provide insurance to County as follows: A. Commercial General Liability: Coverage shall have minimum limits of$300,000 Per Occurrence, $2,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Independent Contractors; Products and Completed Operations and Contractual Liability. B. Workers' Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. C. Professional Liability: Shall be maintained by CHP to ensure its legal liability for claims arising out of the performance of professional services under this Agreement in the amount of$500,000.00. Special Requirements: Collier County Government shall be listed as the Certificate Holder and included as an Additional Insured on the Comprehensive General Liability Policy. Current, valid insurance policies meeting the requirement herein identified shall be maintained by CHP during the duration of this Agreement. Renewal certificates shall be sent to the County ten(10)days prior to any expiration date. Page 11 02/28/12 CHP shall insure that all subContractors comply with the same insurance requirements that is required to meet. The same CHP shall provide County with certificates of insurance meeting the required insurance provisions. Page 12 02/28/12 IN WITNESS WHEREOF,the parties have caused this Agreement to be duly executed as of the Effective Date. BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA ATTEST , r Dwight'F`,lEitac i of Courts �� `..4. W By ` i, + • •`.. 40 Print Name: Fred W. Coyle D$ -- ! tn Fa . a Title: Chairman sign' i f ,; �� *.. k' + ; Date: 11I/(o.,� 13 ) Zo 1 z v: r. NAPLES PHYSICIAN HOSPITAL ORGANIZATION,INC.d COM 1 UNITY HEALTH PARTNERS / ATTEST: J I .• By: / H. David Greider,MD, Co-Chairman Corporate cret II// Date: V/V//2- Print Name By: 7 Z4 Y i Kevin Cooper, Co-Chairman Date: 37/I f O-- Approved as to form and legal suffic' cy: Deputy County Attorney _Scott Teach Print Name. I Page 12 02/27/12 SCHEDULE 4.7 PROGRAM FEES Board of County Commissioners, Collier County, Florida shall pay Community Health Partners monthly the fees listed below for the Managed Care Programs that are indicated as purchased. The fee(s) shall be paid upon receipt of a proper invoice and in accordance with Chapter 218, Florida Statutes,also known as the "Local Government Prompt Payment Act."Fees to be disbursed to: Community Health Partners 851 Fifth Avenue N. Suite 201 Naples, FL 34102 Utilization Management Fee: CHP Utilization Review Management program with Large Case Management/Care Coordination including Maternity Management $2.32 per employee per month* * to increase by 3% annually beginning January 1, 2013, and an additional 3% each year thereafter effective the first of the month of the new contract year. SmartChoice(Disease Management Fee): Six month program: $600.00 per person enrolled payable quarterly. Health Advocacy Program Fees: Year One: Total amount due for period of April 1, 2012-December 30,2012: $287,793.18 Year Two: Total amount due for period of January 1, 2013-December 30, 2013: $395,236.08 * to increase by 3% annually beginning January 1, 2014,and an additional 3% each year thereafter effective the first of the month of the new contract year. WorkCare Program Fees: CHP WorkCare Case Management program $2.65 per employee per month* * to increase by 3% annually beginning January 1, 2013,and an additional 3% each year thereafter effective the first of the month of the new contract year. D2 Verisk Predictive Modeling Software $.17 per employee per month Page 14 02/28/12 EXHIBIT 1 Community Health Partners PRECERTIFICATION POLICY& PROCEDURE Policy: Appeals Levels and Types Original Date: 4/19/01 Page: 1 of 2 Revised Date: 01/01/12 Reviewed: 01/01/12 Policy: The Utilization Management Department will provide a documented process for an appeal. The Utilization Management Precertif cation Department will accept additional information from the member, attending physician or other ordering provider over the telephone or via facsimile or other acceptable means. There are two levels of the appeal process and two types. The level is identified internal and external The two types are standard and expedited. An internal appeal requires an expert medical advisor within the Community Health Partners network to review the additional information, initial documentation provided and any plan language that may apply to render his/her decision. An external appeal requires an independent reviewer to review the additional information, initial documentation and any plan language that may apply to render the decision. A standard appeal will have a determination within 30 calendar days. An Expedited appeal will have a determination within 72 business hours. A member or provider may appeal any non-certified services within six months of the initial denial. Community Health Partners will maintain all records, correspondence, dates and minutes of any appeal process. Procedure: The Utilization Management Committee will provide direction and oversight of the expedited appeal process and will function as the Peer Review Level. Responsibilities include immediate or on-call peer review activities related to initial adverse review decisions (first level) or review consulting services. Community Health Partners PRECERTIFICATION POLICY & PROCEDURE Policy: Appeals Levels and Types Original Date: 4/19/01 Page: 2 of 2 Revised Date: 01/01/12 Reviewed: 01/01/12 • A panel of consulting physicians will be designated, as necessary to the Utilization Management Committee for specialty review support. The panel physicians minimally are board eligible and will span several specialties. However, all reviews conducted through specialty or consulting reviews will be reported back to the Utilization Management Committee. • External reviews are handled differently with respective payors: Those employers utilizing Allegiance as the TPA: All documentation will be placed on a folder on the FTP site (Appeals) and an email notification will be sent to Allegiance to notify them of the appeal. Allegiance will utilize independent reviewers of their choice for the decision. Those employers utilizing First Services Administrators as the TPA: Community Health Partners Utilization Management Department will utilize one of three independent review organizations for the external review; 1.) Medical Review Institute of America, 2.) Propeer or 3.) Healthcare Alternatives (through Specialty Care Management) • Written certification notification will be provided to the member(patient), attending physician or other ordering provider, and the facility rendering service that meets the time frame, within one business day of the determination for an expedited appeal. • The Utilization Management Committee will provide telephone notification to the attending physician or other ordering provider of the appeal outcome, and provide written notification that meets the time frame for the process, i.e. within one business day. • The physician will have an unrestricted license in the United States. Request should be submitted to: Community Health Partners, Attention: Appeals Coordination, Utilization Management. Identify the member and services to be reconsidered Mail or Fax the appeal request to PO Box 9589,Naples, Fl. 34102 or Fax to 239-659-7785. APPROVED BY: DATE: • EXHIBIT 2 -� Community Health Partners. PHYSICIAN HOSPITAL ORGANIZATION Health Advocacy Program Job Description Job Title: R.N.Health Advocate Reports to: Chief Operating Officer of Community Health Partners Description: The Health Advocate Program integrates Utilization Management,Case Management,Clinical Preventive Care/Wellness Services,Medication and Educational Programs.Nurse Advocates work closely with providers,community resources and the members for the best health outcomes. A goal of the Health Advocates is to facilitate member learning of Primary Responsibilities:s,promoting the prevention of complications and empowering for individual responsibility. • Advocacy • Responsible for overseeing members participation with PWP and Biometric screenings • Responsible for collecting data and reviewing with members to identify qualifiers • • Assist members with the process to achieve goals needed to meet qualifiers Responsible for overseeing quality of care being provided to members of the health plan. understanding of the process of change in order to empower member personal health care. • Provide educational materials,presentations and community resources. • Assist with provider referrals for appropriate healthcare. • Assist with the development of the healthcare plan in collaboration with the provider and member. • Follow up with individual member progress and adjust the plan accordingly. • Work collaboratively and efficiently to resolve provider issues. • Program Planning • Participate in ongoing program development,marketing,and enhancement in order to meet the needs of the members and the health plan. • Maintain data,follow-up and make referrals and evaluations for specifically assigned program such as nutritional counseling,smoking cessation and wellness programs • Other duties as assigned. Qualifications: • Current R.N.license in the State of Florida,BSN preferred. • Valid Florida Drivers License. • At least 3 years of case management and 3 years of clinical experience. • Organizational skills. • Excellent written and verbal communications skills. • Ability to work independently and within a team setting. • Problem solving skills. • Proficient in Microsoft Excel,Word,Outlook,Windows and Internet Usage. Performance Standards: • Must comply with all company policies and rules. • Must complete all assignments on a timely basis and in a correct manner. Equipment Used: • Computers,software packages,printers,photocopiers,facsimile machines,telephones,etc. Working Conditions: • Office environment • Wellness Center • Woriksites • Overtime may be required • Local travel is required 14125 DATE(MM/DD/YYYY) A CP CERTIFICATE OF LIABILITY INSURANCE 2/24/2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER _ CONTACT Certificate Department NAME: p Commercial Lines-(813)639-3000 PHONE 813-639-3000 FAX 855-299-7117 (A/C.No.Ex$: (A/C,No): Wells Fargo Insurance Services USA,Inc. E-MAIL clw.certre uest wellsfar o.com ADDRESS: q @ g 2502 N.Rocky Point Drive,Suite 400 INSURER(S)AFFORDING COVERAGE NAIC# Tampa,FL 33607 INSURER A: Hartford Casualty Insurance Company 29424 INSURED INSURER B: Naples Physicians Hospital Organization, Inc. INSURER C: 851 5th Avenue N,Suite 201 INSURER D: INSURER E: Naples FL 34102 INSURER F COVERAGES CERTIFICATE NUMBER: 3948341 REVISION NUMBER: See below THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LTR INSR WVD POLICY NUMBER (MM/DD/YYYY) (MM/DD/YYYY) LIMITS A GENERAL LIABILITY 21SBARP2413 05/15/2011 05/15/2012 EACH OCCURRENCE _ $ 1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE RENTED 300,000 PREMISES l(Ea a occurrence) $ CLAIMS-MADE X OCCUR MED EXP(Any one person) $ 10,000 PERSONAL&ADV INJURY $ GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ —7 POLICY PRO- JECT LOC $ A AUTOMOBILE LIABILITY 21SBARP2413 05/15/2011 05/15/2012 COMBINED ISINGLE LIMIT $ 1,000,000 ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED Y INJURY JURY BODL (Per accident) $ AUTOS AUTOS ( ) X HIRED AUTOS X NON-OWNED PROPERTY DAMAGE AUTOS (Per accident) A X UMBRELLA LIAB X OCCUR 21SBARP2413 05/15/2011 05/15/2012 EACH OCCURRENCE $ 1,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 1,000,000 DED RETENTION$ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS'LIABILITY Y/N TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? N/A E.L.EACH ACCIDENT $ (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) Collier County Government is an Additional Insured with respects to General Liability per written agreement. CERTIFICATE HOLDER CANCELLATION Collier County Government SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 3311 Tamiami Trail East,#D THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Naples,FL 34112 AUTHORIZED REPRESENTATIVE The ACORD name and logo are registered marks of ACORD ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) -!'" PHYSI-6 OP ID: DO A /RL CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 02/21/12 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER 239-649-1444 CONTACT Insurance and Risk Management PHONE I FAX Services,Inc. 239-649-7933 (NC.No,E:n: 1 (NC,No): 8950 Fontana Del Sol Way#200 E-MAIL Naples,FL 34109-4374 ADDRESS: William H.Kuhlman,CPCU,ARM INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Hartford Insurance Group 09263 INSURED Naples Physician Hospital INSURER B:Darwin Select Insurance Co. Organization,Inc. dba Community Health Partners INSURER C: 851 5th Avenue North,#201 INSURER D: Naples,FL 34102 INSURER E: I INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTRR i TYPE OF INSURANCE R WV DR POLICY NUMBER I POLICY EFF POUCY EXP LIMITS I(MM/DDIYYYY) (MM/DD/YYYY) GENERAL LIABILITY � EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY DAMAGE-TO RENTED PREMISES(Ea occurrence) $ CLAIMS-MADE OCCUR MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GENERAL AGGREGATE $ GE 'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ POLICY PRO- JECT LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE $ HIRED AUTOS AUTOS _ (Per accident) $ UMBRELLA LIAR OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS AND EMPLOYERS'LIABILITY Y I N X TORY I MITS I OER A ANY PROPRIETOR/PARTNER/EXECUTIVE— 21WECAEO673 01/01/12 01/01/13 E.L.EACH ACCIDENT $ 500,000 OFFICER/MEMBER EXCLUDED? N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 500,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 500,000 B Professional Liab. 03043578 01/14/12 01/14/13 Prof Liab 4,000,000 Ded 15,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,if more space is required) CERTIFICATE HOLDER CANCELLATION COLLCI8 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Collier County Government THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 3311 Tamiami Trail East,#D Naples,FL 34112 AUTHORIZED REPRESENTATIVE ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD