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Agenda 09/24/2013 Item #11G 9/24/2013 11 .G. EXECUTIVE SUMMARY Recommendation to approve the award of Pharmacy Benefit Management Services to Envision Rx, authorize the Chairwoman to sign the attached agreement, and terminate the current agreement with Express Scripts effective January 1, 2014. OBJECTIVE: To provide Pharmacy Benefit Management services to the Collier County Group Health Insurance Plan. CONSIDERATION: The Board of Commissioners through the Risk Management Department administers a partially self-funded group health program (the Plan) for its employees and their covered dependents. A significant component of the Plan provides coverage for prescription medications. The Plan currently utilizes Express Scripts, Inc. to provide pharmacy benefit management (PBM) services. These services include the provision of a retail pharmacy network for acute and chronic medications and a mail order pharmacy network for chronic medications. The use of a PBM enables the county to purchase medications at rates which are significantly below average wholesale rates. The current agreement with Express Scripts will expire on December 31, 2015. Since the commencement of the current agreement with Express Scripts, there have been significant customer service issues that have not been appropriately remedied. These issues primarily involve the delivery of specialty medications in a timely manner; the refund of overpayments by members; and software failures that delayed the receipt of medications by members. In April, 2013, Collier County Government and the District School Board of Collier County decided to release a joint RFP through the District School Board's purchasing department to evaluate PBM's in anticipation of a January 1, 2014 program commencement date. The NCH Healthcare System also asked to participate in the RFP process. All three employers utilize Express Scripts and have experienced similar service issues. Together, the three groups represent approximately 18,000 covered lives and a joint bid would enable the leveraging of group size to attract favorable pricing and terms. However, each group retained the right to select a different vendor. Willis, Inc., the actuarial and benefits consultant for all three employers prepared an RFP document which was released in May, 2013. The RFP was requested by seven vendors. Proposals were received from six vendors. The selection committee consisted of members from the Board of Commissioners, the District Schools and NCH. Willis provided an initial financial analysis and the committee performed a review of proposals in order to create a shortlist of three vendors for finalist interviews. The companies selected were Catamaran, Envision Rx, and NC Caremark. The selection committee then prepared a set of weighted interview questions that were distributed to the finalists. Interviews were completed on August 8th and each group ranked their final selection according to criteria established by the group. The final committee ranking of both the District Schools and the Board of Commissioners is as follows. 1. Envision Rx 2. Catamaran 3. NC Caremark NCH chose to delay the selection of a PBM vendor due to broader changes being considered within the organization. Packet Page-676- 9/24/2013 11 .G. By utilizing this cooperative process with local agencies, the County will see a reduction of $328,875 in the cost of these services. Staff is recommending per the Board's Purchasing Policy (XIV) the use of this cooperative competitive solicitation and the resultant contract. The commencement date of the agreement is January 1, 2014. Program implementation will begin upon approval by the Board. FISCAL IMPACT: In calendar year 2014, the expenditure for pharmacy services under the Express Scripts agreement is projected to be $5,758,684. Projected pharmacy expenditures through Envision Rx for the same period are projected to be $5,429,809. Changing the program from Express Scripts to Envision Rx will result in a projected reduction in program cost of$328,875. The agreement is for a two year period. Sufficient funds are budgeted within Fund 517, Group Health and Life, for this purpose. GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this item. LEGAL CONSIDERATIONS: This item has been approved as to form and legality and requires majority vote for approval. — CMG RECOMMENDATION: That the Board approves the award of Pharmacy Benefit Management Services to Envision Rx, authorizes the Chairwoman to sign the attached agreement, and terminates the current agreement with Express Script effective January 1, 2014. PREPARED BY: Jeff Walker, CPCU, ARM, Director, Risk Management Attachments: • Solicitation Document • Rankings • Contract Packet Page-677- 9/24/2013 11 .G. COLLIER COUNTY Board of County Commissioners Item Number: 11.11.G. Item Summary: Recommendation to approve the award of Pharmacy Benefit Management Services to Envision Rx, authorize the Chairwoman to sign the attached agreement, and terminate the current agreement with Express Scripts effective January 1, 2014. (Jeff Walker, Administrative Services Risk Management Director) Meeting Date: 9/24/2013 Prepared By Name: WalkerJeff Title: Director-Risk Management,Risk Management 8/23/2013 2:38:37 PM Submitted by Title: Director-Risk Management,Risk Management Name: WalkerJeff 8/23/2013 2:38:39 PM Approved By Name: MarkiewiczJoanne Title: Manager-Purchasing Acquisition,Purchasing&Gene Date: 9/3/2013 8:26:19 PM Name: pochopinpat Title: Administrative Assistant,Facilities Management Date: 9/4/2013 3:01:59 PM Name: WardKelsey Title: Manager-Contracts Administration,Purchasing&Ge Date: 9/6/2013 9:43:52 AM Name:NorthrupAdam Title: Procurement Strategist, Purchasing Date: 9/9/2013 10:20:10 AM Packet Page-678- 9/24/2013 11 .G. Name: GreeneColleen Title: Assistant County Attorney,County Attorney Date: 9/13/2013 10:59:05 AM Name: PriceLen Title: Administrator, Administrative Services Date: 9/13/2013 1:13:16 PM Name: KlatzkowJeff Title: County Attorney Date: 9/13/2013 1:46:20 PM Name: PryorCheryl Title: Management/Budget Analyst, Senior,Office of Manag Date: 9/15/2013 1:29:17 PM Name: OchsLeo Title: County Manager Date: 9/17/2013 3:15:56 PM Packet Page -679- 9/24/2013 11 .GJ PHARMACY BENEFIT MANAGEMENT SERVICES AGREEMENT This Pharmacy Benefit Management Services Agreement (hereinafter this "Agreement") is entered into by and between Envision Pharmaceutical Services, Inc., an Ohio Corporation (hereinafter "Envision"), and Collier County Board of Commissioners, a Florida county government (hereinafter "Plan Sponsor"). This Agreement is effective January 1`t, 2014 (hereinafter the"Effective Date"). BACKGROUND Envision is a URAC accredited Pharmacy Benefit Management (PBM) company providing comprehensive pharmacy benefit management services nationwide to various employers, unions, and Plan Sponsors that establish and fund health benefit plans covering outpatient prescription medications. Plan Sponsor has established one or more health benefit plans providing coverage for prescription medications to covered individuals and desires to engage Envision to provide pharmacy benefit management services in accordance with the terms and conditions of this Agreement. NOW, THEREFORE, in consideration of the mutual promises and agreements herein contained, Plan Sponsor and Envision hereby agree as follows: 1. DEFINITIONS 1.1 "Administrative Fee" means the amount that Envision charges Plan Sponsor for included services under this Agreement as set forth in Exhibit 1. 1.2 "Annual Average Effective Rate" means, for the category of drugs being reviewed, the result calculated by the following formula: (IC/AWP)-1,where IC("Ingredient Cost")is the sum of all amounts paid by Plan Sponsor for the ingredient cost of the Covered Drugs dispensed during the calendar year, and AWP is the sum of the Average Wholesale Price amounts associated with the same Covered Drugs. 1.3 "Average Wholesale Price" or "AWP" shall mean the average wholesale price of a Covered Drug indicated on the most current pricing file provided to Envision by Medi-Span®(or other applicable industry standard reference on which pricing hereunder is based) for the actual drug dispensed using the 11 digit National Drug Code(NDC)number provided by the dispensing pharmacy. Envision uses a single source for determining AWP and updates the AWP source file at least once weekly. 1.4 `Benefit Plan" means the group Plan Sponsor, insurance plan, prescription drug plan, or other benefit plan established and funded by Plan Sponsor that covers the cost of Covered Drugs dispensed to Covered Individuals. 1.5 "Benefit Specification Form" or "Benefit Specification Change Form" means the forms, as modified from time to time, that are completed by Plan Sponsor that specify the terms and provisions of the Benefit Plan and the configuration of System edits, such as which Prescription \PBMSA(frm062413) ®Envision Pharmaceutical Services,Inc. Page 1 of 35 Packet Page-680- 9/24/2013 11 .G. Drugs are covered by Plan Sponsor, any limitations or exclusions, the Benefit Plan's tier structure and Cost Share requirements, and any conditions associated with the specific services to be rendered by Envision under this Agreement (i.e. Clinical Prior Authorizations, Drug Therapy Management, etc.). 1.6 `Brand Drug" means a Prescription Drug where the Medi-Span multisource ("MONY") code attached to the 11 digit NDC for such drug indicates an "N" (a single-source brand name drug product available from one pharmaceutical manufacturer and is not available as a generic), an"M"(a branded drug product that is co-branded and not considered generic, nor is it available as a generic, and is generally considered a single-source drug product despite multiple pharmaceutical manufacturers), or an "0" (an original branded drug product available from one or more pharmaceutical manufacturers as a generic). A drug is classified as a Brand Drug at the Point-of-Sale based on the MONY code assigned by Medi-Span and shall not be reclassified for any purposes hereunder. 1.7 "Claim" means an invoice or transaction (electronic or paper) for a Covered Drug dispensed to a Covered Individual that has been submitted to Envision by the dispensing pharmacy or a Covered Individual (including transactions where the Covered Individual paid 100%of the cost). A"340B Claim"is a Claim which has been processed under Section 340B of the Public Health Service Act. 1.8 "Claims Adjudication System" or "System" means Envision's on-line computerized claims processing system. 1.9 "Compound Drug" means a medication that requires compounding by a pharmacist because it is not available from a pharmaceutical manufacturer in the prescribed form or strength. Compound Drugs consist of two or more solid, semi-solid or liquid ingredients,at least one of which is a Prescription Drug. 1.10 "Contract Year" means the complete twelve month period commencing on the Effective Date and each consecutive complete twelve month period thereafter that this Agreement remains in effect. 1.11 "Cost Share" means the amount of money that a Covered Individual must pay to the Participating Pharmacy to obtain a Covered Drug in accordance with the terms of the Benefit Plan. The Cost Share may be a fixed amount(co-payment) or a percentage of the drug cost (co- insurance), or a deductible that must be satisfied before drugs are covered under the Benefit Plan. 1.12 "Covered Drug" means a Prescription Drug or other permitted drug (OTC), medical supplies (e.g. diabetic testing strips),or a medical device (e.g. blood glucose monitoring device) which is dispensed to a Covered Individual and meets the requirements for coverage under the Benefit Plan as communicated to Envision by Plan Sponsor. 1.13 "Covered Individual" or "Member" means each individual (including the Eligible Employee and each of his or her dependents) who has been identified by Plan Sponsor on the Eligibility File as being eligible to receive Covered Drugs. \PBMSA(frtn062413) ®Envision Pharmaceutical Services,Inc. Page 2 of 35 Packet Page-681- 9/24/2013 11 .GA 1.14 "Eligibility File" means that electronic communication supplied to Envision by Plan Sponsor (or Plan Sponsor's agent) which identifies the Covered Individuals covered under Plan Sponsor's Benefit Plan, along with other eligibility information necessary for Envision to provide PBM Services hereunder. Plan Sponsor acknowledges that eligibility begins on the first day the Covered Individual is reported by Plan Sponsor (or its designee) to be effective and continues through the last day the Covered Individual appears on the Eligibility File. 1.15 "Eligible Employee" means an active employee or a retiree of Plan Sponsor covered under Plan Sponsor's funded Benefit Plan. For purposes of calculating the Administrative Fee, the Per Employee, per month (PEPM) amount stated in Exhibit 1 includes the Eligible Employee's/retiree's eligible dependents. If, however, a dependent is also an Eligible Employee of Plan Sponsor, such dependent shall be deemed to be an Eligible Employee for purposes of calculating the total Administrative Fee. 1.16 "Formulary" means an index of Prescription Drugs, which have been compiled by Envision and reviewed by Envision's Pharmacy & Therapeutics Committee for safety and efficacy (using evidence-based evaluation criteria), that is used, in conjunction with the Benefit Plan,as a guide in the selection of Covered Drugs. The Formulary may be modified by Envision from time to time as new medications and/or new clinical information become available. 1.17 "Generic Drug" means a Prescription Drug where the Medi-Span multisource code attached to the 11 digit NDC for such drug indicates a "Y" (a generic drug product available from one or more pharmaceutical manufacturers). A drug is classified as a Generic Drug at the Point-of-Sale based on the MONY code assigned by Medi-Span and shall not be reclassified for any purposes hereunder. 1.18 "HIPAA" means the Health Insurance Portability and Accountability Act of 1996, as amended. 1.19 "Mail Order Pharmacy"means the Mail Order Pharmacy specified in Exhibit 1. 1.20 "Manufacturer Derived Revenue" means rebates, discounts, administrative fees, and any other revenue earned by Plan Sponsor for Claims which comply with the utilization and benefit design requirements of pharmaceutical manufacturer contracts with Envision and otherwise meet the terms and conditions hereunder. 1.21 "MAC List"means a proprietary list of Prescription Drugs for which Envision establishes a maximum price ("MAC Price") payable to the dispensing pharmacy. Envision maintains one commercial MAC List per Participating Pharmacy which is used to both determine the negotiated price payable to the dispensing pharmacy and the price charged to Plan Sponsor. Plan Sponsor will be charged the exact negotiated amount payable by Envision to the dispensing pharmacy without any markup or spread. Envision updates the MAC List from time-to-time as Prescription Drugs come on the market or come off the market, or as their availability changes due to market circumstances. \PBMSA(hm062413) C Envision Pharmaceutical Services,Inc. Page 3 of 35 Packet Page -682- 9/24/2013 11 .G. 1.22 "Participating Pharmacy" means a pharmacy (including the designated Mail Order or Specialty Pharmacy) that has entered into a negotiated pricing agreement with Envision to dispense Covered Drugs to Covered Individuals. 1.23 "Plan Sponsor" means the entity (identified above as Plan Sponsor) which (i) has established and underwrites the Benefit Plan on behalf of its Covered Individuals; (ii) has determined the rules by which the Benefit Plan is to be administered; and (iii) is financially responsible for the payment of Administrative Fees, Fees for Additional Services and Miscellaneous Expenses (as set forth in Exhibit 1), and Covered Drugs dispensed to Covered Individuals hereunder. 1.24 "Point-of-Sale" means the location and time that a Covered Drug is dispensed to a Covered Individual, and the corresponding Claim is submitted by the dispensing pharmacy for adjudication by the Claims Adjudication System. 1.25 "Prescriber" means a licensed Doctor of Medicine (M.D.), Doctor of Osteopathy (D.O.), Doctor of Podiatry (D.P.M.), Doctor of Dentistry (D.D.S.), or other licensed health practitioner with independent prescribing authority in the state in which the dispensing pharmacy is located. 1.26 "Prescription Drug"means a substance intended for use in the diagnosis,cure,mitigation, treatment, or prevention of disease which is dispensed by a duly licensed pharmacy and required by federal law to be dispensed only upon the authorization of a Prescriber. For purposes of this Agreement, over-the-counter medications, medical supplies, and medical devices are not Prescription Drugs,whether or not ordered by a Prescriber. 1.27 "Retail Pharmacy" means a state licensed retail community pharmacy that dispenses prescription medications at its physical location. A Retail Pharmacy does not include a pharmacy that dispenses medications to patients primarily through mail, nursing home pharmacies, long-term care facility pharmacies, hospital pharmacies, or clinics, unless such pharmacy is a Participating Pharmacy listed by Envision as a Retail Pharmacy. 1.28 "Specialty Drug" means a high-cost (i.e. costs more than $600.00 per month or per fill) biotech, injectable, infused, oral, or inhaled Prescription Drug that may require special storage, handling, or is available only through limited distribution channels, and/or requires close monitoring of the patient's drug therapy (including a few products, such as intrauterine devices [IUDs]). Specialty Drugs are identified on the Envision Specialty Drug List, as modified from time to time. 1.29 "Specialty Pharmacy" means a non-Retail Pharmacy that primarily dispenses Specialty Drugs and performs special ordering,handling and/or patient intervention services. 1.30 "Usual and Customary Price" or "U&C Price" means the retail amount the pharmacy charges its cash paying customers for the drug dispensed, as reported to Envision by the dispensing pharmacy. 1PBMSA 0=062413) 0 Envision Pharmaceutical Services,Inc. Page 4 of 35 Packet Page-683- 9/24/2013 11 .G.p 2. STANDARD PBM SERVICES Envision shall perform the following pharmacy benefit management services ("PBM Services"). Unless otherwise noted, the PBM Services specified below are included in the Administrative Fee. 2.1 Welcome Kit: If requested by Plan Sponsor, Envision shall provide an initial"Welcome Kit" which may include, at Plan Sponsor's option, (i) a welcome letter; (ii)plastic identification card("ID Card"),up to two per family; (iii) a pocket Formulary; and(iv)mail order brochure, as specified in the Benefit Specification Form. The standard Welcome Kits will be mailed to Plan Sponsor or, at its option, directly to Covered Individuals. For any materials mailed directly to Covered Individuals, Plan Sponsor shall reimburse Envision for its cost of postage. Additional ID Cards or replacement ID Cards (i.e. for lost or stolen ID Cards) will be provided at a cost as specified in Exhibit 1. If Plan Sponsor desires to re-design and/or re-issue ID Cards, or for special graphic requests,additional charges may apply. 2.2 Claims Processing: During the term of this Agreement, Envision shall accept, process, and adjudicate Claims for Covered Drugs (i) submitted electronically by Participating Pharmacies; (ii) submitted by Covered Individuals as Direct Member Reimbursements (DMRs, as defined below); or (iii) received from third parties, such as Medicaid, for reimbursement by Plan Sponsor. Claims shall be checked for eligibility, benefit design, Cost Share requirements, and exclusions to determine which Claims are successfully processed, pended for prior authorization, or rejected for ineligibility or other factors in accordance with Plan Sponsor's specifications as set forth in Plan Sponsor's Benefit Specification Form (incorporated herein by this reference). For Claims that must be processed manually or require special handling, including, without limitation, (i) DMRs or (ii) Claims received from third parties, such as Medicaid, for reimbursement by Plan Sponsor for ineligible payments, Plan Sponsor will be charged a Manual Claims Processing fee as set forth in Exhibit 1. After termination of this Agreement,Envision shall process Claims received for dates of service on or before the effective date of termination for a period of ninety(90)days ("Run-Out Period"), subject to the following. Plan Sponsor shall deposit and maintain, with Envision, an amount equal to the last Claims invoice prior to termination. At the end of the Run-Out Period, the balance of the deposit shall be promptly refunded to Plan Sponsor and, thereafter, any Claims received by Envision shall be rejected. 2.2.1 Direct Member Reimbursement(DMR): Envision shall provide,via its website, a form for use by Covered Individuals to obtain reimbursement for amounts paid out-of-pocket (other than Cost Share) for Covered Drugs (e.g. Covered Drugs dispensed at a non-Participating Pharmacy) ("DMR Form"). Envision shall accept, process, and adjudicate DMR Claims within ten(10)business days of receipt of the DMR form,but shall not be liable to reimburse a Covered Individual until Plan Sponsor provides funds for such purpose. 2.2.2 Claims Adjudication System Edits: Plan Sponsor's Benefit Plan may contain additional rules which determine the way in which Claims are to be adjudicated. These rules may include coverage limitations or exclusions, application of clinical intervention (e.g. step therapy, drug therapy management), application of dispensed as written (DAW) codes (e.g. to \PBMSA(frm062413) ®Envision Pharmaceutical Services,Inc. Page 5 of 35 rn �G Packet Page -684- 9/24/2013 11 .G. determine what portion of a Claim is payable by Plan Sponsor and what portion is payable by Members), and administrative overrides to authorize the dispensing of Covered Drugs in certain circumstances (e.g. requests for lost or stolen drugs, vacation supplies, certain package sizes, dosage changes, invalid days' supply). For this purpose, Envision shall program edits into the Claims Adjudication System which are applied to Claims during the adjudication process as specified in the Benefit Specification Form. The Claims Adjudication System will provide the dispensing pharmacy with the appropriate messaging to advise the pharmacy of the applicable limitation,program,rule, or override. Envision shall also program edits into the Claims Adjudication System which are applied to Claims during the adjudication process to identify the following drug utilization conditions: duplicate prescriptions; over-utilization/refill too soon; under-utilization; drug interactions; pediatric warnings; geriatric warnings; acute/maintenance dosing; therapeutic duplication; drug inferred health state; drugs exceeding maximum dose; and drugs below minimum daily dosage, as specified in the Benefit Specification Form. The Claims Adjudication System will provide the dispensing pharmacy with the appropriate messaging to advise the pharmacy of drug utilization issues. 2.3 Clinical Services 2.3.1 Clinical Prior Authorizations (Initial Coverage Determinations): If Plan Sponsor has elected to receive Clinical Prior Authorization services from Envision, for those Covered Drugs and circumstances specified by Plan Sponsor in the Benefit Specification Form, Envision shall contact the prescriber and verify that the requested drug is appropriate for the diagnosis in the judgment of the prescriber. Plan Sponsor will be charged for Clinical Prior Authorizations as specified in Exhibit 1. If additional internal appeals (redeterminations) and/or the services of an Independent Review Organization are to be provided under this Agreement, such services shall be included in an attached Coverage Determination and Appeals Process Addendum. 2.3.2 Drug Therapy Management (DTM) Programs: Envision offers clinical programs such as Drug Therapy Care Gap Management and Medication Adherence and Persistency. If clinical programs are to be provided under this Agreement, such services and any additional charges shall be set forth in an attached Clinical Services Addendum. 2.4 Pharmacy Network: Envision shall arrange for the dispensing of Covered Drugs to Covered Individuals .pursuant to contracts with one or more networks of Participating Pharmacies (referred to herein as a"Network"). The Network designated for Plan Sponsor to be used by Covered Individuals hereunder shall be named in Exhibit 1 and specified in the Benefit Specification Form. Plan Sponsor acknowledges that the pharmacies participating in a Network may change from time to time, including the designated Mail Order Pharmacy and/or Specialty Pharmacy provider. The list of Participating Pharmacies is constantly updated to reflect any changes in the Network, including pharmacy addresses and telephone numbers, and is accessible via Envision's website. Plan Sponsor acknowledges that(i)orders exceeding a thirty day supply are not available at all Retail Pharmacies; (ii) Covered Drugs shall not be dispensed to Covered Individuals without a prescription order by a Prescriber; and (iii) the availability of drugs are subject to market conditions and that Envision cannot, and does not, assure the availability of \PBMSA(frm062413) C Envision Pharmaceutical Services,Inc. Page 6 of 35 I — Packet Page-685- 9/24/2013 11 .G. any drug from any Participating Pharmacy. 2.5 Customer Service: Envision shall maintain and operate a customer service center with toll-free customer service numbers and adequately staffed with trained personnel 24 hours a day, 7 days a week, 365 days a year, for the use of Plan Sponsor, Covered Individuals, Prescribers, and Participating Pharmacies. 2.6 Records: Envision shall maintain such business records as may be required by applicable law or regulation, or as may be necessary to properly document the delivery of,and payment for, Covered Drugs and the provision of services by Envision under this Agreement. Plan Sponsor agrees to reimburse Envision for any cost incurred from the transfer of files from or to any vendor or pharmacy at any time during this Agreement and,upon request of Plan Sponsor, at the termination of this Agreement. 2.7 Reports: Envision shall provide Plan Sponsor with access to a web-based report generator through which Plan Sponsor may create and download a variety of standard and customized reports. Envision shall provide training for a Plan Sponsor designated individual on the capabilities of Envision's web-based reporting program. Plan Sponsor represents that the designated individual has received training and has knowledge of the HIPAA privacy and security regulations. Any reports that are to be provided by Envision to Plan Sponsor without cost (other than those available from Envision's web-based reporting program) shall be mutually determined prior to the configuration of Plan Sponsor's Benefit Plan in the Claims Adjudication System and shall be specified in the Benefit Specification Form. Plan Sponsor shall be charged a fee for any other reports requested by Plan Sponsor. Included in the web-based reports described above, or provided separately, Envision shall supply Plan Sponsor with reports of retrospective reviews to determine the drug utilization patterns of Members (e.g. high cost/high utilization of a particular drug class,therapeutic appropriateness of drug for a particular disease state). 2.8 Retiree Drug Subsidy(RDS)Reports: For Plan Sponsors which submit requests for drug subsidies under the Medicare RDS program, Envision shall provide Plan Sponsor with quarterly reports summarizing Claims paid by Plan Sponsor for Medicare Part D drugs dispensed to Covered Individuals who Plan Sponsor has identified on the appropriate form as Medicare eligible retirees. Plan Sponsor acknowledges that any estimated earned Manufacturer Derived Revenue which has been passed-through to Plan Sponsor will have been deducted from the Claim amounts reported. Unless otherwise specified herein or included under an addendum to this Agreement, Envision shall not be responsible or liable to Plan Sponsor for any RDS services or subsidies. Any assistance requested by Plan Sponsor and/or provided by Envision shall be solely consultative and shall not be deemed to be an acceptance by Envision of any responsibility or liability for the completion or submission of any RDS application or request for subsidies under Medicare Part D. 2.9 Business Associate Agreement: Envision shall execute a HIPAA Business Associate Agreement, attached as Exhibit 2, 1PBMSA(frm062413) 0 Envision Pharmaceutical Services,Inc. Page 7 of 35 CP Packet Page-686- 9/24/2013 11 .G. 2.10 Additional Services: Any services to be rendered under this Agreement which are not included in the Administrative Fee as specified in this Section 2 shall be itemized in the Exhibits and Addendums hereto along with any associated costs or charges. 2.11 Performance Guarantees: Envision shall provide PBM Services in accordance with the Performance Guarantees specified in Exhibit 3. Unless otherwise stated, targets will be measured on a Contract Year basis. The total amount of penalties payable by Envision in any Contract Year shall not exceed ten percent(10%) of Envision's Administrative Fee paid by Plan Sponsor during applicable Contract Year. Unless otherwise stated,payment of penalties will be credited towards future Administrative Fees. Failure to meet Performance Guarantees shall not be deemed to be a breach of this Agreement. 3. PRICING AND PASS-THROUGH METHODOLOGY 3.1 Pass-Through of Discounts and Dispensing Fees: Envision has negotiated discounted drug prices and dispensing fees with Participating Pharmacies. Envision shall pass-through to Plan Sponsor one hundred percent(100%)of the negotiated discount for the drug dispensed(plus any applicable dispensing fee) without any reclassification, mark-up or spread by Envision. The amount invoiced to Plan Sponsor shall be the exact drug ingredient cost and applicable dispensing fee which is paid to the dispensing pharmacy,in accordance with the following: 3.1.1 For Ingredient Cost: Envision shall invoice Plan Sponsor the lower of: (a) The calculated negotiated amount payable to the Participating Pharmacy based on the 11 digit NDC number of the drug dispensed; or (b) If included on the then current Envision MAC List, the MAC Price for the drug dispensed; or (c) The Participating Pharmacy's U&C Price (except for drugs dispensed by the Mail Order or Specialty Pharmacy); less any applicable earned Manufacturer Derived Revenue and/or any applicable Covered Individual Cost Share. 3.1.2 For Dispensing Fees: Envision shall invoice Plan Sponsor the actual dispensing fee amount payable to the Participating Pharmacy. 3.1.3 Drug Pricing and Dispensing Fees Guarantee: Within four months after the end of each Contract Year, Envision shall provide Plan Sponsor with a report showing the actual Annual Average Effective Rates and Annual Average Dispensing Fees paid by Plan Sponsor for the Contract Year. If the amounts paid by Plan Sponsor during the Contract Year for all Claims in any category in Exhibit 1 with a specified rate (i.e. 30 Day Retail Brand Drug; 30 Day Retail Brand Drug Dispensing Fee; 30 Day Retail Generic Drug; 30 Day Retail Generic Drug Dispensing Fee; 90 Day Retail Brand Drug; 90 Day Retail Generic Drug; 90 Day Mail Brand Drug; 90 Day Mail Generic Drug) are less favorable than the Annual Average Effective Rates and Average Dispensing Fees stated in Exhibit 1, Envision shall credit Plan Sponsor with the difference for that category. Plan Sponsor understands and agrees that if,after the Effective Date of this Agreement, there is a substantial change in drug utilization patterns of Covered \PBMSA(frm062413) O Envision Pharmaceutical Services,Inc. Page 8 of 35 C.0 C.0 Packet Page-687- 9/24/2013 11 .G. Individuals, or Benefit Plan setup parameters such as copay, pharmacy participation, or rules governing the application of the Formulary, which adversely affect any guaranteed Annual Average Effective Rate or Average Dispensing Fee, such guarantee shall be adjusted to account for such changes. Envision shall demonstrate to Plan Sponsor the factors upon which any such adjustment is based and the methodology used to make such adjustment. Nothing in this Section 3.1.3 shall affect Envision's obligation to pass through to Plan Sponsor 100% of all negotiated discounts and dispensing fees for Plan Sponsor's Claims. Envision shall not be liable to Plan Sponsor for guaranteed Annual Average Effective Rates or Annual Average Dispensing Fees if (i) Plan Sponsor makes a change to the Benefit Plan which affects the utilization or distribution of Covered Drugs; (ii) the specifications provided by Plan Sponsor on the initial Benefit Specification Form are inconsistent with the specifications provided to Envision prior to the execution of the initial Benefit Specification Form; or (iii) the utilization data provided by Plan Sponsor (or Plan Sponsor's agent) upon which the calculation of guarantees were based is inaccurate. Plan Sponsor is urged to submit any proposed changes to the Benefit Plan to Envision before such changes become effective so that Envision may advise Plan Sponsor if any changes will affect Drug Pricing or Dispensing Fees Guarantees. Plan Sponsor acknowledges that it has no right of offset to withhold any payment due Envision under this Agreement for any amounts owed Plan Sponsor for financial guarantees. 3.2 Manufacturer Derived Revenue 3.2.1 Pass-Through of Manufacturer Derived Revenue: Envision has negotiated contracts with pharmaceutical manufacturers to obtain Manufacturer Derived Revenue for eligible Prescription Drugs, and shall pass through to Plan Sponsor one hundred percent(100%) of all earned Manufacturer Derived Revenue paid to Envision by contracted pharmaceutical manufacturers for Plan Sponsor's eligible Claims that comply with the terms of this Agreement. Prescription Drugs eligible for Manufacturer Derived Revenue are included in the Formulary provided by Envision. Plan Sponsor acknowledges that its yield of earned Manufacturer Derived Revenue is dependent on certain factors including, without limitation, the following: (i) the effect of terms and conditions of Plan Sponsor's Benefit Plan on the application of the Formulary; (ii) the structure of Plan Sponsor's Benefit Plan, including but not limited to Cost Share requirements and coverage rules such as Prior Authorizations, Quantity Limits, and Step Therapy (as defined in the Benefit Specification Form); and (iii) the drug utilization patterns of Covered Individuals. Plan Sponsor further acknowledges that Plan Sponsor's portion of market share rebates is based on(i)Plan Sponsor's ability to meet and earn market share rebate levels by pharmaceutical manufacturer and (ii) the ratio of Plan Sponsor's Claims for a particular rebated drug to the total number of Claims for such drug for all Envision clients, as adjusted for the effect of Plan Sponsor's Benefit Plan (e.g. tier structure and Cost Share differentials) on the overall yield of market share rebates. Claims paid entirely by Covered Individuals(e.g. a Claim occurring while the Covered Individual has not yet met his or her deductible), 340B Claims, and Claims for which Envision has not been paid in full, are ineligible for Manufacturer Derived Revenue, and no Manufacturer Derived Revenue shall be payable to Plan Sponsor for such Claims. 3.2.2 Pass-Through Methodology: Manufacturer Derived Revenue shall be advanced to Plan Sponsor by adjusting the Claim for an eligible Prescription Drug by the estimated earned \PBMSA(frm062413) C Envision Pharmaceutical Services,Inc. Page 9 of 35 40 Packet Page-688- j - 9/24/2013 11 .G. Manufacturer Derived Revenue using Envision's patented Point-of-Sale Technology. Envision's Point-of-Sale Technology generates a Claim that will be invoiced to Plan Sponsor at the net price after applying credit for estimated earned Manufacturer Derived Revenue. (Plan Sponsor acknowledges that, unless otherwise indicated by Plan Sponsor on the Benefit Specification Form, if a Covered Individual pays a percentage of the drug cost (i.e. co-insurance) under the Benefit Plan, a proportional amount of the Manufacturer Derived Revenue will be passed on to the Covered Individual at the Point-of-Sale). 3.2.3 Sole Source: Plan Sponsor represents and warrants to Envision that, at no time during or after the term of this Agreement, is Plan Sponsor receiving rebates and other revenues from pharmaceutical manufacturers other than through Envision, either directly or indirectly (through a Group Purchasing Organization, drug wholesaler, or otherwise) for Claims processed by Envision under this Agreement. Plan Sponsor agrees that it shall not, at any time, submit Claims which have been transmitted to Envision to another pharmacy benefit manager or carrier for the collection of rebates and other revenues from pharmaceutical manufacturers or create a situation which would cause a pharmaceutical manufacturer to decline payments to Envision. Envision reserves the right to recover from Plan Sponsor, and Plan Sponsor shall refund to Envision, any Manufacturer Derived Revenue, including any related penalties and fees, advanced to Plan Sponsor by Envision which is connected with any Claims for which Plan Sponsor received rebates and other revenues from pharmaceutical manufacturers from any other source or for amounts advanced to Plan Sponsor by Envision which have been withheld by a pharmaceutical manufacturer as a result of such Claims not meeting conditions for rebates, the ineligibility of Claims for Manufacturer Derived Revenue (i.e. 340B Claims), or breach of this Agreement by Plan Sponsor. 3.2.4 Manufacturer Derived Revenue Guarantee: Nine months after the end of each Contract Year, Envision shall provide Plan Sponsor with a report reconciling Manufacturer Derived Revenue amounts advanced to Plan Sponsor and Manufacturer Derived Revenue amounts earned by Plan Sponsor for eligible Claims (including market share based amounts) during the Contract Year. (a) If the Manufacturer Derived Revenue advanced to Plan Sponsor for the Contract Year is, overall, lower than the overall Manufacturer Derived Revenue earned by Plan Sponsor for the Contract Year,Envision shall pay the difference to Plan Sponsor. (b) If the Manufacturer Derived Revenue earned by Plan Sponsor for the Contract Year is, overall, lower than the annual average earned Manufacturer Derived Revenue guaranteed amounts specified in Exhibit 1,Envision shall pay the difference to Plan Sponsor. Notwithstanding anything herein to the contrary,Envision shall not be liable to Plan Sponsor for guaranteed earned Manufacturer Derived Revenue if: (i) Plan Sponsor makes a change to the Benefit Plan which affects the application of the Formulary(e.g. tier differentials),the conditions for rebates of pharmaceutical manufacturer contracts; or otherwise affects earned Manufacturer Derived Revenue yields; (ii) there is a substantial change in the drug utilization patterns of Covered Individuals; (iii)the utilization data provided by Plan Sponsor(or Plan Sponsor's agent) upon which the calculation of guarantees were based is inaccurate; (iv)there is a loss of rebates due to pharmaceutical manufacturer drug patent expirations, manufacturer bankruptcy, or removal of a drug from the market; (v) there are changes in pharmaceutical manufacturer rebate \PBMSA(frm062413) C Envision Pharmaceutical Services,Inc. Page 10 of 35 Packet Page -689- 9/24/2013 11 .G. contracting terms or policies; (vi)Plan Sponsor fails to meet and earn market share rebate levels; (vii) if Plan Sponsor has been excluded by a manufacturer; or (viii) there is any governmental regulation, ruling, or guidance that impacts Envision's ability to maintain current earned Manufacturer Derived Revenue yields. Plan Sponsor acknowledges that it has no right of offset to withhold any payment due Envision under this Agreement for any amounts owed Plan Sponsor for financial guarantees. 4. PLAN SPONSOR RESPONSIBILITIES 4.1 Implementation: No later than thirty (30)days prior to the Effective Date, Plan Sponsor shall provide Envision with an executed Benefit Specification Form and such data as reasonably necessary for Envision to set up the Claims Adjudication System and commence the provision of PBM Services as of the Effective Date. Such data includes, without limitation, prior utilization reports, pharmacy transfer files, and eligibility. For the first month of the Agreement only, Envision will credit Plan Sponsor an implementation credit of$0.50 per Eligible Employee. 4.2 Eligibility Data: Plan Sponsor shall provide Envision (either directly or through an authorized third party administrator) with an Eligibility File, at least monthly, in the HIPAA 834 standard transaction code set format, or such other format as has been previously agreed to by Envision. Plan Sponsor shall provide timely eligibility updates (for example, additions, terminations, change of address or personal information, etc.)to ensure accurate determination of the eligibility status of Covered Individuals. Plan Sponsor acknowledges and agrees that (i) Envision provides such eligibility data to the Participating Pharmacies and understands that Envision and Participating Pharmacies will act in reliance upon the accuracy of data received from Plan Sponsor; (ii) Envision will continue to rely on the information provided by Plan Sponsor until Envision receives notice that such information has changed; and (iii) Envision shall not be liable to Plan Sponsor for any Claims or expense resulting from the provision by Plan Sponsor (or its designee) of inaccurate, erroneous, or untimely information. In addition, if Envision must create or update eligibility by manually entering Covered Individual data, Plan Sponsor will be charged a data entry fee as specified in Exhibit 1. In lieu of the Eligibility File, Plan Sponsor may provide eligibility information by updating the Claims Adjudication System directly (except for the initial Eligibility File, which must be provided to Envision during the initial implementation), provided Plan Sponsor continues to meet Envision's conditions and specifications for direct eligibility updates. 4.3 Benefit Plan: Plan Sponsor shall provide Envision with complete information concerning the Benefit Plan. Plan Sponsor understands and agrees that Envision shall rely on the terms and provisions provided by Plan Sponsor on the Benefit Specification Form. The Benefit Specification Form may be changed from time to time by Plan Sponsor by providing Envision with a replacement Benefit Specification Form or a Benefit Specification Change Form; provided, however, that the form must be signed by Plan Sponsor to be effective and the form provided to Envision at least thirty (30)days before any such change shall be implemented. The most recent executed Benefit Specification Form shall supersede any prior dated form. Plan Sponsor shall have sole authority to determine the terms of the Benefit Plan and the coverage of benefits thereunder, however, Plan Sponsor understands and agrees that any change in the Benefit Plan or System configuration (e.g. mandatory generic program, coverage of over-the- 1PBMSA(frm062413) C Envision Pharmaceutical Services,Inc. Page 11 of 35 0 �J Packet Page-690- 9/24/2013 11 .G. counter drugs or medications, source of Covered Drugs,use of Plan Sponsor Owned pharmacies, etc.) may affect yields in earned Manufacturer Derived Revenue and/or average drug pricing. Plan Sponsor agrees that Envision shall not be liable to Plan Sponsor for a reduction of such yields or increase in pricing which result from any such change, or for any failure of Envision to meet financial guarantees which are affected by such change. 4.4 Formulary: Plan Sponsor shall adopt and adhere to the Formulary provided by Envision. Any customization of the Formulary by Plan Sponsor or use by Plan Sponsor of an alternate Formulary must be approved, in writing, by Envision. Plan Sponsor acknowledges that adherence to the Formulary is necessary to maximize yields in earned Manufacturer Derived Revenue. Envision shall not be liable to Plan Sponsor for any reduction in yields of earned Manufacturer Derived Revenue, or for any failure of Envision to meet financial guarantees resulting from Plan Sponsor's failure to adhere to the Formulary or a change to the Benefit Plan that affects the application of the Formulary. 4.5 Payment: Plan Sponsor shall timely pay, or cause its designee to timely pay,Envision for services rendered hereunder in accordance with Section 4 below and Exhibit 1. 4.6 Cooperation: Plan Sponsor shall promptly provide Envision with all information (both verbal and written) that is requested by Envision and reasonably necessary for Envision to complete its obligations hereunder. Any information required to be provided by Plan Sponsor in order for Envision to perform a function under this Agreement shall be deemed to be untimely if not received by Envision at least five (5) business days prior to its due date. Further, Plan Sponsor shall not obfuscate,delay, impede,or otherwise fail to cooperate with Envision. 5. TERMS OF PAYMENT 5.1 Fees and Rates: Plan Sponsor hereby accepts the fees and rates specified in Exhibit 1 and acknowledges the drug pricing amounts and annual average earned Manufacturer Derived Revenue guarantees specified in Exhibit 1 are conditioned upon Plan Sponsor's adherence to certain conditions under this Agreement. The actual annual average discounts and earned Manufacturer Derived Revenue will depend on Plan Sponsor's drug utilization and mix of Participating Pharmacies. 5.2 Payments for Claims: Envision shall invoice Plan Sponsor twice each month for Claims incurred. Plan Sponsor shall pay Envision's invoices no later than 12:00 p.m. Eastern time on the tenth (10th) calendar day from receipt of said invoices. Invoices shall be deemed to have been received by Plan Sponsor upon the earliest delivery of the invoice by mail, e-mail, fax, or courier. 5.3 Payment of Administrative Fee: Beginning with the first month under this Agreement, Envision shall provide Plan Sponsor with an invoice of Administrative Fees on or about the first day of each month. Administrative Fees are due within seven (7) calendar days of receipt of Envision's invoice. The monthly Administrative Fee is calculated by multiplying the number of Eligible Employees who are eligible to receive services hereunder at any time during the prior month (as reflected in the Claims Adjudication System) by the Administrative Fee amount set \PBMSA(frm062413) 0 Envision Pharmaceutical Services,Inc. Page 12 of 35 40 Packet Page-691- — - 9/24/2013 11 .G.. forth in Exhibit 1 (except for the initial invoice which is based on Plan Sponsor's initial Eligibility File). 5.4 Fees for Additional Services and Miscellaneous Expenses: Plan Sponsor agrees to reimburse Envision for Additional Services and Miscellaneous Expenses(e.g. postage) specified in Exhibit 1 hereunder,within seven(7)calendar days of receipt of an invoice. 5.5 Retroactive Disenrollment or Termination: Retroactive termination or disenrollment of a group, Eligible Employee, or Covered Individual shall not release Plan Sponsor of its obligation to pay Claims incurred, at any time, on behalf of a Covered Individual or Administrative Fees due to Envision for a Covered Individual during any period for which services were renderable hereunder based on the then current eligibility. Further, termination of coverage of prescription drugs or the entering into a policy of insurance that covers prescription drugs shall not constitute a permitted termination of this Agreement. 5.6 Taxes, Assessment or Fees: Any sales or use taxes for Covered Drugs sold to Covered Individuals shall be charged, collected, and paid to state and local taxing authorities by the dispensing pharmacy. As part of the reimbursement for a Claim, Plan Sponsor shall reimburse Envision for such taxes payable by the dispensing pharmacy. These sales or use taxes will be added to the overall amount of the Claim and invoiced to Plan Sponsor and/or Member, in accordance with the Benefit Plan. Further, Plan Sponsor shall reimburse Envision for any assessments or related fees required to be paid under state or federal regulations for Plan Sponsor's Claims. 5.7 Financial Responsibility: Plan Sponsor shall be and remain responsible for the payment of all invoices for Administrative Fees, Additional Services, Miscellaneous Expenses, and Claims (along with any associated Cost Share not timely paid by Members, dispensing fees, and taxes). Plan Sponsor acknowledges that Envision will not pay pharmacies for Plan Sponsor's Claims, nor be obligated to pay pharmacies for Claims, unless and until adequate funds are received from Plan Sponsor. 5.7.1 Untimely Payments: If Plan Sponsor should fail to timely pay any amounts due Envision hereunder for any reason, including, but not limited to, insolvency, bankruptcy, termination of business, sale, or rebuff,Envision reserves the right to (i) suspend the provision of services; (ii) offset such amounts owed to Envision by any amounts owed by Envision to Plan Sponsor and/or (iii) collect from Plan Sponsor, in addition to such unpaid amounts, interest at a rate of 1.5% per month on the outstanding balance (or, if lower, the rate of interest permitted under the law of Plan Sponsor's state of domicile). If Envision suspends the provision of services, Covered Individuals will be required to pay 100% of the drug cost and any dispensing fees (or the U&C Price, if lower) to receive Covered Drugs. In addition, as a condition of continuing to perform services under this Agreement, Envision may require Plan Sponsor to deposit with Envision additional amounts to ensure the timely payment of future invoices and/or discontinue advancing earned Manufacturer Derived Revenue to Plan Sponsor. Plan Sponsor further agrees that Envision shall not be liable for any consequences resulting from the untimely payment of Participating Pharmacies due to the failure of Plan Sponsor to timely pay Envision as required under this Agreement. Further, if Plan Sponsor should fail to pay any amounts due II \PBMSA(frm062413) C Envision Pharmaceutical Services,Inc. Page 13 of 35 C11) Packet Page-692- 9/24/2013 11 .G. Envision hereunder for drugs dispensed to Covered Individuals, Envision reserves the right to pursue payment from such Covered Individuals to the extent permitted by law. 5.7.2 Financial Viability: Plan Sponsor acknowledges that Envision will periodically conduct a credit check of Plan Sponsor. If such credit check reasonably indicates that Plan Sponsor is not financially viable, Envision may require Plan Sponsor to deposit with Envision a reasonable amount to ensure the timely payment of future invoices. 5.8 Financial Audit by Plan Sponsor: Within twelve months after the end of each Contract Year hereunder, Plan Sponsor, at its sole expense, may audit Envision's records of Claims adjudicated during the prior Contract Year. Envision shall make available to Plan Sponsor's auditor, any and all financial records containing Plan Sponsor's information and such other records as reasonably necessary for auditor to confirm that the amounts paid by Plan Sponsor are the cost to Envision on the day the Covered Drug was dispensed. Plan Sponsor agrees to not use as its auditors, any person or entity which, in the sole discretion of Envision, is a competitor of Envision, a pharmaceutical manufacturer representative, or any other person or entity which has a conflict of interest with Envision. Plan Sponsor understands that Envision's contracts with pharmaceutical manufacturers, Participating Pharmacies, and other third parties may contain non-disclosure provisions, and hereby agrees to comply with such non-disclosure provisions. Plan Sponsor's auditor shall execute a conflicts of interest disclosure and confidentiality agreement with Envision prior to the audit. Audits shall only be made during normal business hours following thirty (30) days written notice, be conducted without undue interference to Envision's business activity, and in accordance with reasonable audit practices. Plan Sponsor's auditor may inspect Envision's contracts with Participating Pharmacies and pharmaceutical manufacturers at Envision's offices only, and no copies of such contracts may be removed from Envision's offices. Plan Sponsor agrees to disclose the findings and methodologies of a completed audit, and provide Envision with a reasonable period of time to respond to such findings and methodologies, before a demand is made by Plan Sponsor for amounts it believes are due from Envision. 5.9 Financial Audit by Envision: Envision may, at reasonable intervals,request Plan Sponsor to provide records for Envision's inspection which provide support for the information contained in the Eligibility File. In addition, and if warranted, Envision may, at its own expense, inspect and audit, or cause to be inspected and audited, once annually,the books and records of Plan Sponsor directly relating to the existence and number of Covered Individuals. Audits shall only be made during normal business hours following thirty (30) days written notice, be conducted without undue interference to Plan Sponsor's business activity, and in accordance with reasonable audit practices. Envision agrees to execute a confidentiality agreement with Plan Sponsor prior to the audit. 6. TERM AND TERMINATION 6.1 Term: The term of this Agreement shall commence on the Effective Date and shall remain in full force and effect for an initial term of two (2) years ("Initial Term") unless earlier terminated as provided herein. Upon the expiration of the Initial Term, and each subsequent renewal term, this Agreement shall renew automatically for an additional term of one year; \PBMSA(frm0624I3) C Envision Pharmaceutical Services,Inc. Page 14 of 35 $12 Packet Page-693---- – — 9/24/2013 11 .G. - unless, at least ninety (90) days prior to the end of such term, either party hereto notifies the other,in writing,that this Agreement will terminate at the end of the current term. 6.2 Termination: This Agreement may be terminated as follows: 6.2.1 For Cause: By either party hereto in the event the other party breaches any of its material obligations hereunder; provided,however,that the defaulting party shall have thirty (30) days to correct such breach after written notice is given by such non-breaching party specifying the alleged breach; 6.2.2 Insolvency: By either party hereto in the event the other party (i) is adjudicated insolvent, under state and/or federal regulation, or makes an assignment for the benefit of creditors; (ii)files or has filed against it, or has an entry of an order for relief against it, in any voluntary or involuntary proceeding under any bankruptcy, insolvency, reorganization or receivership law, or seeks relief as therein allowed, which filing or order shall not have been vacated within sixty (60) calendar days from the entry thereof; (iii) has a receiver appointed for all or a substantial portion of its property and such appointment shall not be discharged or vacated within sixty (60) calendar days of the date thereof; (iv)is subject to custody, attachment or sequestration by a court of competent jurisdiction that has assumed of all or a significant portion of its property; or (v) ceases to do business or otherwise terminates its business operations, is declared insolvent or seeks protection under any bankruptcy, receivership, trust deed,creditors arrangement or similar proceeding; 6.2.3 Failure to Pay: By Envision, in addition to any other remedy available to Envision hereunder, in the event Plan Sponsor fails to pay Envision according to terms of this Agreement. 6.3 Notices: All notices required in this Section 6 shall be reasonably specific concerning the cause for termination and shall specify the effective date and time of termination. 6.4 Effect of Termination: Termination of this Agreement for any reason shall not release any party hereto from obligations incurred under this Agreement prior to the date of termination. Except as otherwise agreed, in writing, no services shall be provided by Envision after the effective date of termination. Envision reserves the right to suspend advancing earned Manufacturer Derived Revenue to Plan Sponsor upon Plan Sponsor's notification of termination. 7. CONFIDENTIAL INFORMATION 7.1 Confidentiality: Except as otherwise stated herein or required by law, neither party hereto shall disclose any information of, or concerning the other party which has either been provided by one party to the other or obtained by a party in connection with this Agreement (including this Agreement and the terms of this Agreement) or related to the services rendered under this Agreement, all of which information is deemed confidential information. All data, information, and knowledge supplied by a party hereto shall be used by the other party exclusively for the purposes of performing this Agreement. Upon termination of this Agreement, each party shall return to the other party or destroy (if such destruction is certified) \PBMSA(frm062413) ®Envision Pharmaceutical Services,Inc. Page 15 of 35 Packet Page-694- 9/24/2013 11 .G. all confidential information provided including, without limitation, all copies and electronic magnetic versions thereof. Notwithstanding any of the foregoing to the contrary, "confidential information" shall not include any information which was known by a party prior to receiving it from the other party, or that becomes rightfully known to a party from a third party under no obligation to maintain its confidentiality, or that becomes publicly known through no violation of this Agreement. 7.2 Protected Health Information: Plan Sponsor will have access to Protected Health Information(PHI) (as defined by HIPAA) contained in reports provided by Envision or accessed by Plan Sponsor via Envision's website. Plan Sponsor agrees, for itself and its employees, that PHI shall not be used for any impermissible purpose, including, without limitation, the use of PHI for disciplinary or discriminatory purposes, and any user names and passwords assigned to designated individuals shall not be shared with non-designated individuals. In addition, Plan Sponsor, for itself and its Covered Individuals, authorizes Envision to use and share PHI as necessary to carry its obligations hereunder. 8. INDEMNIFICATION 8.1 Limited Indemnification by Envision: Envision hereby agrees to indemnify, hold harmless, and defend Plan Sponsor and its employees, officers, directors, trustees, shareholders, and agents from and against any and all liabilities, actions, claims, damages, costs, losses and expenses (including without limitation, reasonable costs of investigation and attorneys' fees) caused by or arising out of(i) any act or omission by Envision in the performance of the services provided under this Agreement; or (ii) any breach of any representation, covenant, or other agreement of Envision contained in this Agreement. 8.2 Limited Indemnification by Plan Sponsor: To the extent allowable by law, Plan Sponsor hereby agrees to indemnify, hold harmless, and defend Envision and its employees, officers, directors, shareholders, affiliates and agents from and against any and all liabilities, actions, claims, damages, costs, losses and expenses (including without limitation, reasonable costs of investigation and attorneys' fees) caused by or arising out of(i)the provision by Plan Sponsor or its designee of untimely, incomplete, or erroneous information; or (ii) Plan Sponsor's failure to comply with state or federal law in the operation of its Benefit Plan. 8.3 Limitation of Liability: Except for the indemnification obligations set forth above (i) each party's liability to the other hereunder will in no event exceed the actual proximate losses or damages caused by breach of this Agreement; and (ii) in no event will either party or any of their respective affiliates, directors, employees or agents, be liable for any indirect, special, incidental, consequential, exemplary or punitive damages, or any damages for lost profits relating to a relationship with a third party, however caused or arising, whether or not they have been informed of the possibility of their occurrence. 8.4 Survival: This Section 8 shall survive the expiration or termination of this Agreement for any reason. 9. RELATIONSHIP WITH CON!lZACTED PHARMACIES \PBMSA(frm062413) C Envision Pharmaceutical Services,Inc. Page 16 of 35 (53 Packet Page -695- – — `` --- 9/24/2013 11 .G. Plan Sponsor acknowledges that Envision is neither an operator of pharmacies nor exercises control over the professional judgment used by any pharmacist when dispensing drugs or medical supplies to Covered Individuals. Nothing in this Agreement shall be construed to usurp the dispensing pharmacist's professional judgment with respect to the dispensing or refusal to dispense any drugs or medical supplies to Covered Individuals. Plan Sponsor agrees that it shall not hold Envision responsible, nor shall Envision be liable to Plan Sponsor or Covered Individuals, for any liability arising from the dispensing of drugs or medical supplies to Covered Individuals by any pharmacy. 10. GENERAL 10.1 Standards of Performance: Envision shall perform its obligations under this Agreement with care, skill, prudence, and diligence, and in accordance with the standards of conduct applicable to a fiduciary. Envision shall disclose all administrative fees and drug costs charged to Plan Sponsor, disclose all earned Manufacturer Derived Revenue collected by Envision for Plan Sponsor's Claims, and permit Plan Sponsor to audit such fees, costs, and revenues, as set forth in this Agreement. Envision shall also disclose to Plan Sponsor any activity, policy, or practice that presents a conflict of interest with the performance of its obligations hereunder. Notwithstanding anything to the contrary, Plan Sponsor retains the sole responsibility for the terms and provisions of the Benefit Plan; its compliance with applicable law, including, without limitation, any federally mandated requirements; and the interpretation and determinations of coverage under the Benefit Plan. Unless otherwise agreed in writing, Plan Sponsor shall also be responsible for the disclosing or reporting of information regarding the Benefit Plan or changes in the Benefit Plan(e.g.,calculation of co-payments, deductibles; or creditable coverage) as may be required by law to be disclosed to governmental agencies or Covered Individuals. 10.2 Independent Contractors: Envision and Plan Sponsor are independent contractors. Notwithstanding anything herein to the contrary, neither party hereto, nor any of its respective employees, shall be construed to be the employee, agent, or representative of the other for any reason, or liable for any acts of omission or commission on the part of the other. Plan Sponsor acknowledges that, notwithstanding anything herein to the contrary, Envision negotiates contracts with pharmacies,pharmaceutical manufacturers, and vendors on its own behalf and not specifically or exclusively for Plan Sponsor. 10.3 Exclusivity: During the term of this Agreement, Envision shall be the sole provider of PBM Services to Plan Sponsor, including, without limitation, the exclusive contractor of rebates with pharmaceutical manufacturers for Plan Sponsor's Claims. 10.4 Assignment: Except as follows, this Agreement may not be assigned by either party hereto without the express written consent of the other party, which may not be unreasonably withheld. Envision may assign this Agreement to a commonly controlled subsidiary or affiliate company,or a controlling parent company. \PBMSA(frm062413) ®Envision Pharmaceutical Services,Inc. Page 17 of 35 10 J — — — -- Packet Page-696- 9/24/2013 11.G. 10.5 Binding Effect: This Agreement and the exhibits and schedules attached hereto shall be binding upon and inure to the benefit of the respective parties hereto and their respective successors and assigns. 10.6 Intellectual Property: Each party hereto reserves the right to and control of the use of their names, symbols, trademarks or service marks presently existing or hereafter established, and no party may use any names, symbols, trademarks or service marks of any other party without the owner's written consent. 10.7 Waiver: Neither the failure nor any delay on the part of either party hereto to exercise any right, power or privilege hereunder will operate as a waiver thereof, nor will any single or partial exercise of any such right, power or privilege preclude any other or further exercise thereof, or the exercise of any other right, power or privilege. In the event any party hereto should waive any breach of any provision of this Agreement, it will not be deemed or construed as a waiver of any other breach of the same or different provision. 10.8 Severability: The invalidity or unenforceability of any term or provision of this Agreement shall in no way affect the validity or enforceability of any other term or provision. 10.9 Change in Law or Market Conditions: If any law,regulation,or market condition(e.g. an applicable industry standard reference on which pricing hereunder is based, changes the methodology for determining drug price in a way that materially changes the pricing or economics of this Agreement), either now existing or subsequently occurring, affects the ability of either party hereto to carry out any obligation hereunder (a"Material Change"), Envision and Plan Sponsor shall renegotiate the affected terms of this Agreement, in good faith,to preserve,to the extent possible, the relative positions of the parties that existed prior to such Material Change. Either party may notify the other party of a Material Change. If a successful renegotiation is not achieved within thirty (30) days after notification of a Material Change, any failure of the affected party to meet its obligations hereunder due to the effect of such Material Change shall not be deemed to be a breach of this Agreement; however, if continuation of this Agreement without modification is in violation of any law or regulation, or makes it impracticable for the affected party to meet its obligations hereunder, either party may terminate this Agreement with sixty(60)days prior written notice. 10.10 Headings: The section or paragraph headings contained in this Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. 10.11 Entire Agreement: This Agreement shall constitute the entire agreement between Envision and Plan Sponsor with respect to the subject matter herein and supersede any prior understanding or agreements of any kind preceding this Agreement with respect to such subject matter. Any modification or amendment to this Agreement, or additional obligation assumed by Envision or Plan Sponsor in connection with this Agreement, shall be binding only if evidenced in a writing signed by both parties hereto. No term or provision of this Agreement shall establish a precedent for any term or provision in any other agreement. 10.12 Acceptance of Offer: Notwithstanding anything herein to the contrary, this Agreement \PBMSA(frm062413) 0 Envision Pharmaceutical Services,Inc. Page 18 of 35 e - - — Packet Page -697- _ - _ - 9/24/2013 11.G. shall not be binding upon the parties hereto unless and until this Agreement is signed and executed by a duly authorized officer of each of the parties. The signing of this Agreement by Plan Sponsor constitutes an offer only until the same has been accepted by Envision. 10.13 Dispute Resolution 10.13.1 Mediation: 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 Envision with full decision-making authority and by Plan Sponsor's designated representative who would make the presentation of any settlement reached during the negotiations to the Plan Sponsor's Board of County Commissioners 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 Envision with full decision-making authority and by Plan Sponsor's designated representative who would make the presentation of any settlement reached at mediation to the Plan Sponsor's Board of County Commissioners for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under Florida Statutes, section 44.102. 10.14 Choice of Law and Forum: This Agreement shall be construed, interpreted, and governed according to the laws of the State of Florida, without regard to its conflicts of laws rules,except to the extent such laws are preempted by applicable Federal Law. 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 and for Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 10.15 Force Majeure: Neither Envision nor Plan Sponsor will be deemed to have breached this Agreement or be held liable for any failure or delay in the performance of all or any portion of its obligations under this Agreement if prevented from doing so by a cause or causes beyond its control. Without limiting the generality of the foregoing, such causes include acts of God or the public enemy, fires, floods, storms, earthquakes, riots, strikes, boycotts, lock-outs, acts of terrorism, acts of war, war-operations, restraints of government, power or communications line failure or other circumstances beyond such party's control, or by reason of the judgment, ruling or order of any court or agency of competent jurisdiction, or change of law or regulation (or change in the interpretation thereof) subsequent to the execution of this Agreement. The party claiming force majeure must provide the other party with reasonable written notice. However, as soon as the cause preventing performance ceases, the party affected thereby shall fulfill its obligations as set forth under this Agreement. This Section 10.15 shall not be considered to be a waiver of any continuing obligations under this Agreement, including, without limitation, the obligation to make payments. 10.16 Fax Communications: Plan Sponsor agrees that Envision may communicate with Plan Sponsor via fax, and by doing so, such fax is not a violation of the Telephone Consumer Protection Act, 47 U.S.C. §227. \PBMSA(frm062413) C Envision Pharmaceutical Services,Inc. Page 19 of 35 Packet Page-698- 9/24/2013 11 .G. 10.17 Notices: All notices required under this Agreement shall be in writing, signed by the party giving notice and shall be deemed sufficiently given immediately after being delivered by hand, or by traceable overnight delivery service, or by registered or certified mail (return receipt requested), to the other party at the address set forth below or at such address as has been given by proper notice. 10.18 Representations: Plan Sponsor represents and warrants that(i)it is self-insured; (ii)the entering into this Agreement for PBM Services is not in violation of any other agreement; (iii) has no undisclosed conflicts of interest; and(iv)it maintains, and shall continue to maintain throughout the term of this Agreement,any and all licenses, governmental authority,or other authorization required to operate an entity of its type. Envision represents that there are no organizational arrangements that could potentially create a conflict of interest that affects clinical or financial decisions. In addition,each signatory named below represents and warrants that he or she(i)has read this Agreement, Exhibits,and other attachments, and fully understands and agrees to the content therein; (ii)has entered into this Agreement voluntarily;(iii)has not transferred or assigned or otherwise conveyed in any manner or form any of the rights, obligations or claims which are the subject matter of this Agreement; and(iv)has the full power and authority to execute this Agreement. This Agreement is not binding unless executed by all signatories below. [SIGNATURE PAGE FOLLOWS] 1PBMSA(frm062413) ®Envision Pharmaceutical Services,Inc. Page 20 of 35 s Packet Page-699- 9/24/2013 11 .G.' PHARMACY BENEFIT MANAGEMENT SERVICES AGREEMENT SIGNATURE PAGE IN WITNESS WHEREOF, Envision and Plan Sponsor have executed this Agreement as of the Effective Date above. For ENVISION: For PLAN SPONSOR: By: By: B 47 I. Katz,R.Ph.,President Georgia A. Hiller, Chairwoman Envision Pharmaceutical Services,Inc. Collier County Board of Commissioners Address: Address: Envision Pharmaceutical Services, Inc. Collier County Board of Commissioners 2181 East Aurora Road 3299 Tamiami Trail East Twinsburg,OH 44087 Naples,FL 34112-4901 PH: 330-405-8080 PH:239-252-8906 FX: 330-405-8081 FX:239-252-8048 E-MAIL:AliceToppe @colliergov.net FEIN: 59-6000558 B 4 A'1TEST: Thom. r. W- sh Dwight E.Brock, Clerk of Courts Chief F ancial • cer Envision ' s aceutical Services,Inc. By: Deputy Clerk Approved as to form and legality: By: S 71/- e,(.,„c_ Scott R. Teach Deputy County Attorney \PBMSA(frtn062413) C Envision Phannaceuticai Services,Inc. Page 21 of 35 Packet Page-700- --i 9/24/2013 11 .G.' EXHIBIT 1 DRUG PRICING AND FEES &wu s>tgnnt @� harma�y Broad Network Drug Pricing-and Dispensing Fees(A) Supply/Source BRAND GENERIC • For Contract Year Drug Price(B) Dispensing Drug Price(c) Dispensing 2014 (Annual Average. Fee(D) (Annual Average . Fee(D) (based on 2 year Effective Rate: (Annual Effective.Rate (Annual Guarantee) .Average.; .Guarantee) Average Agreement) Guarantee) ,Guarantee) Retail Pharmacy AWP minus 15.15% $1.40 AWP minus $1.50 77.50/0 Mail Order Pharmacy (at Orchard AWP minus 20.50% N/A AWP minus N/A Pharmaceutical 77.75% Services) Specialty Pharmacy(at Orchard (Pass-Through of Contract Rate with Dispensing Pharmacy) Pharmaceutical Services) Supply/Source BRAND GENERIC Drug Price(B) Dispensing Drug Price( ) Dispensing For Contract Year (Annual Average Fee(D) (Annual Average Fee(D) 2015 Effective Rate . (Annual .Effective Rate (Annual Guarantee) Average Guarantee) Average Guarantee)` Guarantee) Retail Pharmacy AWP minus 15.25% $1.40 AWP minus $1.50 77.75% Mail Order Pharmacy (at Orchard AWP minus 20.50% N/A AWP minus N/A Pharmaceutical 78.00% Services) Specialty Pharmacy(at Orchard (Pass-Through of Contract Rate with Dispensing Pharmacy) Pharmaceutical Services) (A)Calculated price using the applicable negotiated contract rate(i.e. AWP or MAC rate, or U&C Price)for \BAA-Plan Sponsor[Rev.08-08-2013] 22 (1) Packet Page-701- __ _ 9/24/2013 11 .G.' the designated Network. The AWP discounts shown in the table above are Annual Average Effective Rates using current Medi-Span published values.If the calculated price is lower than the allowable amount under any state Medicaid "Favored Nations" rule, Envision shall pass-through, and Plan Sponsor shall pay, the Medicaid allowable amount. (B) Annual Average Effective Rate for Brand Drugs is calculated using the actual price paid by Envision (before deducting earned Manufacturer Derived Revenue) to Participating Pharmacies in the designated Network,plus any Cost Share,(the Ingredient Cost)for all Brand Drug Claims(including Claims paid at the U&C Price) during a Contract Year, excluding (i) Compound Drugs; (ii) drugs dispensed at a Specialty Pharmacy; (iii) Claims from non-Participating Pharmacies, LTC pharmacies, or government owned or operated pharmacies(e.g. Veterans Administration); (iv)Claims paid at government required amounts (e.g. Medicaid); (v) 340B Claims; (vi) non-Prescription Drugs; and (vii) Claims from Plan Sponsor's owned pharmacies,if any. (C) Annual Average Effective Rate for Generic Drugs is calculated using actual price paid by Envision to Participating Pharmacies in the designated Network, plus any Cost Share, (the Ingredient Cost) for all Generic Drug Claims (including Claims paid at the U&C Price) during a Contract Year, excluding (i) Compound Drugs; (ii) drugs dispensed at a Specialty Pharmacy; (iii) Claims from non-Participating Pharmacies,LTC pharmacies,or government owned or operated pharmacies(e.g.Veterans Administration); (iv) Claims paid at government required amounts (e.g. Medicaid); (v) 340B Claims; (vi) non-Prescription Drugs; and(vii)Claims from Plan Sponsor's owned pharmacies,if any. (n)Annual Average Dispensing Fee is the average per Claim fee for all Claims by Envision to Participating Pharmacies in the designated Network(including Claims paid at the U&C Price)during a Contract Year, excluding(i)Compound Drugs;(ii)drugs dispensed at a Specialty Pharmacy;(iii)Claims from non- Participating Pharmacies,LTC pharmacies,or government owned or operated pharmacies(e.g.Veterans Administration);(iv)Claims paid at government required amounts(e.g.Medicaid); (v)non-Prescription Drugs; and(vi)Claims from Plan Sponsor's owned pharmacies,if any. Annual Average Earned Manufacturer Derived Revenue Guarantee(E).(F)'(G) For Contract Year 2014: • For Brand Drugs at a Retail Pharmacy-$12.85 per paid Brand Drug Claim • For Brand Drugs at the Mail Order Pharmacy-$34.95 per paid Brand Paid Claim For Contract Year 2015: • For Brand Drugs at a Retail Pharmacy- $13.30 per paid Brand Drug Claim • For Brand Drugs at the Mail Order Pharmacy-$35.65 per paid Brand Paid Claim (E) Earned Manufacturer Derived Revenue guarantees are stated as annual average amounts per Contract Year. (F)Guarantees require Plan Sponsor to maintain a Benefit Plan that has a tier structure with a minimum $20 differential in Cost Share between preferred Brand Drugs and non-preferred Brand Drugs. (6) 340B Claims, Claims paid entirely by Covered Individuals, and Claims processed from Plan Sponsor's owned pharmacies,if any,shall be excluded from the calculation of the guarantees above. Administrative Fee (Payable to,Envision; not including fees payable to Plan Sponsor's TPAs, consultants, or brokers,if any) For Contract Year 2014: $3.80 Per Employee,Per Month (PEPM) For Contract Year 2015: $3.90 PEPM \BAA-Plan Sponsor[Rev.08-08-2013] 23 bJ Packet Page-702- 9/24/2013 11.G.' Fees for Additional Services and Miscellaneous Expenses 1. Replacement by Envision of lost or stolen ID $1.00 per card plus$0.15 per packet and Cards cost of postage 2. Manual Claims Processing(including DMRs) $1.50 per Claim processed 3. Claim Adjustment Checks(charged to Plan Sponsor for reimbursements made to Covered Individuals for Claim adjustments requested by Plan Sponsor.) $8.50 per check 4. Manually create or update the Eligibility File $1.00 per Covered Individual data entry 5. Ad Hoc Computer or Report Programming $150.00 per hour 6. Clinical Prior Authorizations(Initial Coverage Determinations) $8.00 per authorization 7. Drug Therapy Care Gap Management $0.55 per Member,per month 8. Medication Adherence and Persistency(up to three disease states) $0.55 per Member,per month \BAA-Plan Sponsor[Rev.08-08-2013] 24 Packet Page-703- - 9/24/2013 11 .G. EXHIBIT 2 BUSINESS ASSOCIATE AGREEMENT This BUSINESS ASSOCIATE AGREEMENT (the "Agreement") is effective the 18r day of January, 2014 (the "Effective Date"), by and between Envision Pharmaceutical Services, Inc. ("Business Associate") and Collier County Government ("Plan Sponsor"), each referred to individually herein as a"Party"or collectively as the"Parties". RECITALS A. Plan Sponsor sponsors a health benefit plan that provides coverage for prescription medications and supplies to covered members. Plan Sponsor has entered into a service agreement with Business Associate to provide certain administrative services to, or on behalf of,Plan Sponsor. B. In order for Business Associate to provide services to Plan Sponsor, Plan Sponsor may disclose certain Protected Health Information ("PHI") (as defined in Article 1 of this Agreement) of Plan Sponsor's members to Business Associate and anticipates that Business Associate will create, receive, maintain or transmit PHI on behalf of Plan Sponsor. C. The Parties desire to protect the privacy and security of all PHI in compliance with the Health Insurance Portability and Accountability Act ("HIPAA"), as amended by the Health Information Technology for Economic and Clinical Health Act of 2009 ("the HITECH Act"), and the regulations promulgated there under. The purpose of this Agreement is to ensure such compliance. D. This Agreement incorporates provisions 42 U.S.C. § 17931(a) and 42 U.S.C. § 17934(a) of the HITECH Act. NOW, THEREFORE, the Parties, in consideration of the mutual agreements herein contained, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged,do hereby agree as follows: Article 1: Definitions For the purposes of this Agreement, the following defined terms shall have the following definitions. Except as otherwise stated herein, the defined terms used in this Agreement shall have the meanings given them under HIPAA and the regulations thereunder, including any amendments thereto. 1.1 "Breach" shall mean the acquisition, access, use, or disclosure of PHI in a manner not permitted under Subpart E of 45 C.F.R. Part 164, which compromises the security or privacy of the PHI. "Breach"excludes: \BAA-Plan Sponsor[Rev.08-08-2013] 25 GQ' Packet Page-704- -- 9/24/2013 11.G. (1) Any unintentional acquisition, access, or use of PHI by an employee or a person acting under the authority of Business Associate, if such acquisition, access, or use was made in good faith and within the scope of the authority, and does not result in further use or disclosure in a manner not permitted under Subpart E of 45 C.F.R. Part 164. (2) Any inadvertent disclosure of PHI by a person authorized to access PHI at Business Associate to another person authorized to access PHI at Business Associate, and the information received as a result of the disclosure is not further used or disclosed in a manner not permitted under Subpart E of 45 C.F.R.Part 164. (3) A disclosure of PHI in which Business Associate has a good faith belief that an unauthorized person to whom PHI is disclosed would not reasonably have been able to retain the information. 1.2 "Designated Record Set"shall have the meaning prescribed to it in 45 C.F.R. § 164.501. 1.3 "HHS"shall mean the U. S. Department of Health and Human Services. 1.4 "HIPAA Standards" shall mean the standards for privacy and security of Individually Identifiable Health Information found at 45 C.F.R. Parts 160 and 164. 1.5 "Individual" shall have the same meaning as the term"individual"in 45 C.F.R. § 160.103 and shall include a person who qualifies as a personal representative in accordance with 45 C.F.R. § 164.502(g). 1.6 "Individually Identifiable Health Information" shall have the meaning prescribed to it in 45 C.F.R. § 160.103. 1.7 "Protected Health Information" shall have the meaning prescribed to it in 45 C.F.R. § 160.103, limited to Individually Identifiable Health Information transmitted or maintained in any form or medium that Business Associate creates or receives from or on behalf of Plan Sponsor. 1.8 "Required by Law" shall have the same meaning as the term "required by law" in 45 C.F.R. § 164.103. 1.9 "Secretary"shall mean the Secretary of HHS or his or her designee. 1.10 "Security Incident" shall mean the attempted or successful unauthorized access, use, disclosure, modification, or destruction of information or interference with system operations in an information system. 1.11 "Unsecured PHI" shall mean PHI that is not rendered unusable, unreadable, or indecipherable to unauthorized persons through the use of technology or methodology specified by the Secretary in the guidance issued under section 13402(h)(2) of Public Law 111-5. Article 2: Business Associate Use and Disclosure of PHI \BAA-Plan Sponsor[Rev.08-08-2013] 26 C-¢-) Packet Page-705- 9/24/2013 11 .G: 2.1 Purpose. As further described above under Recitals, Business Associate performs certain administrative services for Plan Sponsor. 2.2 Receipt and Use of PHI. Performance of administrative services by Business Associate requires that Business Associate receive and use PHI obtained from or on behalf of Plan Sponsor, or that Business Associate create, receive, maintain, or transmit PHI on behalf of Plan Sponsor. To perform these administrative services, Business Associate may use or disclose PHI provided such use or disclosure would not violate the HIPAA Standards if done by Plan Sponsor. However, Business Associate may use PHI internally to carry out its legal responsibilities and for its proper management, internal auditing, and administration, and at the request of Plan Sponsor,to provide data aggregation services to Plan Sponsor as permitted by the HIPAA Standards. 2.3 Disclosure of PHI. Performance of administrative services by Business Associate may require that Business Associate disclose PHI to agents or subcontractors of Business Associate. Business Associate may disclose PHI to third parties with which it contracts to assist in providing administrative services, and to its agents to carry out Business Associate's legal responsibilities, for proper management, internal auditing, and administration, only if(a) Business Associate obtains reasonable assurances from such third parties or agents that the PHI will be held by them confidentially and used or further disclosed only as Required by Law or for the purpose for which it was disclosed to them, (b) such third parties or agents agree to implement reasonable and appropriate safeguards to protect the confidentiality, integrity, and availability of PHI, and (c) such third parties or agents agree to notify Business Associate of any instance of which they are aware that the confidentiality of the information has been breached or that a Security Incident has occurred. Notwithstanding the foregoing, Business Associate will be permitted to exchange PHI freely with any Business Associates of the Plan Sponsor with which the Plan Sponsor has executed a Business Associate Agreement/Addendum. 2.4 Satisfactory Assurances. Plan Sponsor may not transfer or transmit PHI to Business Associate or permit Business Associate to create, receive, or transmit PHI on behalf of Plan Sponsor without satisfactory assurances from Business Associate that it will appropriately safeguard the information. Article 3: Duties of Business Associate 3.1 Limitations on Use of PHI. Business Associate shall not use PHI except as permitted or required by this Agreement or as Required by Law. Business Associate shall only use PHI in a manner that is consistent with the HIPAA Standards. 3.2 Limitations on Disclosure of PHI. Business Associate shall not disclose PHI except as permitted or required by this Agreement or as Required by Law. Business Associate shall only disclose PHI in a manner that is consistent with the HIPAA Standards. 3.3 Minimum Necessary. Business Associate shall request, use and disclose the minimum amount of PHI necessary to accomplish the purpose of the request, use or disclosure, in accordance with 42 U.S.C. § 17935(b). \BAA-Plan Sponsor[Rev.08-08-2013] 27 U Packet Page-706- — 9/24/2013 1 1 .G. ifatc. 3.4 Safeguarding PHI. Business Associate shall use appropriate safeguards,and comply with Subpart C of 45 CFR Part 164, to prevent the use or disclosure of PHI other than as provided for by this Agreement. Business Associate shall comply with the provisions of 45 C.F.R. §§ 164.308, 164.310, 164.312 and 164.316 in the same manner that such provisions apply to Plan Sponsor, and implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of the PHI that it creates, receives, maintains, or transmits on behalf of Plan Sponsor as required by the HIPAA Standards. 3.5 Third Party Agreements. Business Associate may need to enter into agreements with third parties, including agents or subcontractors, in order to satisfy its obligations to Plan Sponsor. In accordance with 45 C.F.R. § 164.502(e)(1)(ii) and 164.308(b)(2), should third parties, agents, or subcontractors create, receive, maintain, or transmit PHI on behalf of Business Associate,Business Associate shall require such third parties or agents to agree, in writing,to(a)be bound by the same restrictions,conditions, and requirements that apply to Business Associate with respect to such information, and (b) implement reasonable and appropriate administrative, technical and physical safeguards to protect PHI and the confidentiality, integrity and availability of PHI. Notwithstanding the foregoing, Business Associate will be permitted to exchange PHI freely with any Business Associates of the Plan Sponsor with which the Plan Sponsor has executed a Business Associate Agreement/Addendum. 3.6 Reporting of Security Incidents. Business Associate shall identify and respond to Plan Sponsor any suspected or known Security Incidents, mitigate, to the extent practicable, harmful effects of Security Incidents that are known to Business Associate,and document Security Incidents and their outcomes. 3.7 Reporting of Unauthorized Uses and Disclosures. If Business Associate becomes aware that Unsecured PHI has been, or is reasonably believed to have been accessed, acquired, used, or disclosed as a result of a Breach by Business Associate, its employees, officers, or other agents, except as provided in 45 C.F.R. § 164.412, Business Associate shall notify Plan Sponsor of the Breach, in writing, without unreasonable delay, and no later than thirty (30) calendar days after discovering the Breach. Business Associate is deemed to have discovered the Breach on the first day Business Associate knows about the Breach, or by exercising reasonable diligence, would have been known to any person, other than the person committing the Breach, who is an employee, officer, or other agent of Business Associate. 3.8 Content of Notification. To the extent possible, Business Associate's notice to Plan Sponsor shall include the identification of each Individual whose Unsecured PHI has been, or is reasonably believed to have been, accessed, acquired, used, or disclosed during the Breach. At the time of notification or soon thereafter as information becomes available, Business Associate shall provide the following information to Plan Sponsor: (a) A brief description of what occurred, including the date of the Breach and the date of discovery of the Breach,if known; \BAA-Plan Sponsor[Rev.08-08-2013] 28 Packet Page-707- 9/24/2013 11 .G.1 (b) A description of the types of Unsecured PHI involved in the Breach; (c) Steps Individuals should take to protect themselves from potential harm resulting from the Breach; (d) A brief description of what Business Associate is doing to investigate the Breach, to mitigate harm to Individuals, and to protect against any further Breaches;and (e) Contact procedures for Individuals to ask questions or learn additional information, including a toll-free telephone number, an e-mail address, website or postal address. 3.9 Burden of Proof. Business Associate shall have the burden of demonstrating that it made all notifications to Plan Sponsor, including evidence showing the necessity of any delay, or that the use or disclosure did not constitute a Breach. 3.10 Mitigation of Disclosure of PHI. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a use or disclosure of PHI by Business Associate in violation of the requirements of this Agreement. 3.11 Access to PHI. Within ten(10)business days of Plan Sponsor's written request,Business Associate shall provide Plan Sponsor or an Individual who is the subject of the PHI with access to PHI in Business Associate's possession, if Business Associate's information consists of a Designated Record Set in order for Plan Sponsor to comply with 45 C.F.R. § 164.524. 3.12 Availability of PHI for Amendment. The Parties acknowledge that the HIPAA Standards permit an Individual who is the subject of PHI to request certain amendments of his or her records. Within ten (10) business days of Plan Sponsor's written request, Business Associate shall make PHI contained in a Designated Record Set in Business Associate's possession available for amendment and shall incorporate any amendments in accordance with 45 C.F.R. § 164.526. 3.13 Accounting of Disclosures. Business Associate agrees to document disclosures of PHI, and to make available, within ten (10) business days of Plan Sponsor's written request, information to Plan Sponsor concerning Business Associate's disclosure of PHI for which Plan Sponsor needs to provide an Individual with an accounting of disclosures as required by 45 C.F.R. § 164.528. Should an accounting of the PHI of a particular Individual be requested more than once in any twelve (12) month period, Business Associate may charge Plan Sponsor a reasonable, cost-based fee. 3.14 Compliance with Subpart E of 45 C.F.R. Part 164. To the extent Business Associate carries out Plan Sponsor's obligations under Subpart E of 45 C.F.R. Part 164, Business Associate shall comply with the requirements of Subpart E that apply to Plan Sponsor in the performance of such obligations. 3.15 Availability of Books and Records. For purposes of determining compliance of Plan Sponsor with the HIPAA Standards, Business Associate agrees to make available to the 1BAA-Plan Sponsor[Rev.08-08-2013] 29 Packet Page-708- y, 9/24/2013 11.G.1 Secretary its internal policies and procedures, books and records relating to the use and disclosure of PHI received from, or created or received by Business Associate on behalf of, Plan Sponsor. 3.16 Treatment of PHI at Termination. With respect to PHI received from Plan Sponsor, or created, maintained, or received by Business Associate on behalf of Plan Sponsor, upon termination of this Agreement for any reason, Business Associate, shall: (a) Retain only that PHI which is necessary for Business Associate to continue its proper management and administration or to carry out its legal responsibilities; (b) Return to Plan Sponsor or, if agreed to by Plan Sponsor, destroy the PHI that is not retained by the Business Associate under(a)above; (c) Continue to use appropriate safeguards and comply with Subpart C of 45 CFR Part 164 to prevent use or disclosure of the PHI, other than as provided for in this Agreement,for as long as Business Associate retains the PHI; (d) Not use or disclose the PHI retained by Business Associate other than for the purposes for which such PHI was retained and subject to the same conditions set out at in Section 2.2 and Section 2.3 which applied prior to termination; and (e) Return to Plan Sponsor or, if agreed to by Plan Sponsor, destroy the PHI retained by Business Associate when it is no longer needed by Business Associate for its proper management and administration or to carry out its legal responsibilities. Article 4:Duties of Plan Sponsor 4.1 Limitations in Notice of Privacy Practices. Plan Sponsor shall notify Business Associate of any limitations in the notice of privacy practices of Plan Sponsor under 45 C.F.R. § 164.520, to the extent that such limitation may affect Business Associate's use or disclosure of PHI. 4.2 Changes in Permission. Plan Sponsor shall notify Business Associate of any changes in, or revocation of, the permission by an Individual to use or disclose his or her PHI, to the extent that such changes may affect Business Associate's use or disclosure of PHI. 4.3 Restriction on Use or Disclosure of PHI. Plan Sponsor shall notify Business Associate of any restriction on the use or disclosure of PHI that Plan Sponsor has agreed to or is required to abide by under 45 C.F.R. § 164.522, to the extent that such restriction may affect Business Associate's use or disclosure of PHI. Article 5: Term and Termination 5.1 Term. The term of this Agreement shall be effective as of the Effective Date stated above, and shall terminate on the date Business Associate discontinues the provision of � o \BAA-Plan Sponsor[Rev.08.08-2013] 30 Packet Page-709- -- • 9/24/2013 11 .G. . i services to or on behalf of Plan Sponsor, or on the date Plan Sponsor terminates for cause as authorized in Section 5.2,whichever is sooner. 5.2 Termination for Cause. Business Associate authorizes termination of this Agreement by Plan Sponsor,if Plan Sponsor reasonably determines that Business Associate has violated a material term of the Agreement and Business Associate has not cured the breach or ended the violation within the time specified by Plan Sponsor or ten (10) business days, whichever is greater. Plan Sponsor shall provide Business Associate notice of such breach or violation, in writing, with sufficient specificity as to reasonably permit Business Associate to cure such breach or violation. Plan Sponsor understands that,upon termination of this Agreement, Business Associate will no longer be authorized to create, receive,or transmit PHI on behalf of Plan Sponsor, except as otherwise provided herein. 5.3 Survival of Certain Rights and Obligations. The respective rights and obligations of Business Associate under Section 3.16 of this Agreement shall survive the termination of this Agreement. Article 6: Miscellaneous 6.1 Regulatory References. A reference in this Agreement to a section in the HIPAA Standards means the section as in effect or as amended. 6.2 Amendment. The Parties to this Agreement agree to take such action as is necessary to amend this Agreement from time to time as is necessary to comply with the requirements of the HIPAA Standards and any other applicable law. 6.3 Prior Business Associate Agreements or Addenda. This Agreement shall supersede any prior Business Associate Agreement or Business Associate Agreement Addenda. 6.4 Interpretation. Any ambiguity in this Agreement shall be interpreted to permit compliance with the HIPAA Standards. 6.5 HIPAA. Business Associate will comply with all requirements under HIPAA that apply to business associates. IN WITNESS WHEREOF, the Parties have, by their duly authorized representatives, executed this Agreement to be effective as of the date first above written. PLAN SPONSOR: BUS r S A'SOCIATE: By: By: : ,AI, 6:-O• L, Print Name and Title Print Name and Title (.1) \BAA-Plan Sponsor[Rev.08-08-2013] 31 Packet Page-710- , i 9/24/2013 11 .G., EXHIBIT 3 PERFORMANCE GUARANTEES rl eexis V r�s§ r L t �� �.��°'7 t: °Z,/,'9- 4-r as "-4T # ' P I /F w: F ' tar: �n.Vi:...."E�3� .. 100%of MDR received from pharmaceutical Manufacturer Derived o manufacturers is passed Revenue(MDR) Pass-through $10,000.00 100% through to PIan Sponsor,in accordance with the Agreement. 100%of network discounts and dispensing fees are Network Discounts 100% passed through to Plan Network Dispensing Fees 100%Pass-through $10,000.00 Sponsor upon the effective date of any negotiated change. r s ."rs e � ` vs uxu'- Calculated as the amount of System Availability 99.5% time the Claims Adjudication $10,000.00 System is available to process Claims. Calculated as the time commencing immediately after receipt of the last System Response time <4 seconds character of a transaction submitted by a pharmacy $10,000.00 until the first character of the response is sent to the pharmacy. Should adjudication of a Claim be delayed due to a malfunction of Envision's Adjudication Delay One(1)business day System,Envision shall $2 500.00 per occurrence correct the malfunction and ' inform the affected Covered Individual within one(1) day. . E .f 1�atttts rotes c '�.° x>�� k "..,14 qq .. t d. .. aa x Based on PBM's internal quality review. Calculated as Percent of all claims paid >99.98%Retail all claims audited and found with no errors >99.98%Mail to be without error of any $10,000.00 form,divided by all claims audited. da. 9S # .gip es a�w' ire : ��s. h 7� '" ^' •?' .�. '' p..�.,, "+ 4u,a ss a gi d U 1BAA-Plan Sponsor[Rev.08-08-2013] 32 Packet Page-711-- 9/24/2013 11 .G. i �r ".--°tg' ki d Er,..rc:� s" �' -:.i .",•, +r°S' t ..6. e. k N a •.-s g� xr 3!'s . '+a 4.4 .._ _ ...w...„'s.`..a t'.,a �.p..aa,�. ,. �r....�. .� � - The amount of time that elapses between when a call is received into the customer service queue and the time Percent of calls that will be 95%answered in an average the phone is answered by a answered within 30 seconds of 30 seconds or less Customer Service $10,000.00 Representative(CSR). Measurement and target determination will be based on an annual average. Percentage of calls that are not answered by a CSR (caller hangs up before call is answered). Calculated as the number of calls that are not Percent of calls abandoned <5% answered divided by the $10,000.00 number of calls received. Measurement and target determination will be based on an annual average. #z'.�k r;77 e t` r�; C� x;:n'r ° w v Yat. '°° +zz a,s 'Ptp �"' a :`-"`" °`... ,. -r 9..a,....h �!saa' �".v.,.,, � o .-.4'�. 'am.�...._...—..m'C"?.'r. ._ Percentage of all calls made to Envision that were resolved by initial CSR. Percent of calls with Calculated as the total calls resolution at end of first call to Envision minus total (i.e.no further inquiry by >90% number of unresolved calls caller required to obtain divided by the total number $10,000.00 requested information or of calls received. action) Measurement and target determination will be based on an annual average. Percent of written inquiries Response time for all written responded to by paper within inquiries will be based on the 10 business days or 99% number of business days $10,000.00 responded to electronically subtracting the date received within 2 business days at Envision from the date the response was sent. Based on network pharmacy Pharmacy Network Access >95% access within, 10 miles for $10,000.00 Plan Sponsor's Covered Individuals. .4v '1,11,,""AC' ?M# . e111 N+ ae ° ', ij ..�£�' }� —�+ Account Management Initial client inquiries will be Responsiveness Two(2)business days acknowledged and responded $10,000.00 to within two business days. 1BAA-Plan Sponsor[Rev.08-08-2013] 33 Packet Page-712- 4, . 9/24/2013 11 .G.' f » i�F :Vi°i`` K C :,477;r ..„ ,z �" , a� i s3?. ,- *'�¢',x'p `'of.,k A'* , ;e:ar_x �1.—''''''-g:: ,, 3. ,y, r - ,fit r ,, N irk a� Aid MI w� a,. .L .�o _ �xv .v.,�, a_...:. �..�' �'= _w.a_.....,«3r"���'9t. ,ai.,.,m: _.� „.,'Y' .:'�b..,.'. °_.,�R' .'' .�., Eligibility information submitted to Envision will become effective within 2 Enrollment Processing Two(2)business days business days following the $10,000.00 date of receipt. Assumes complete and accurate information is sent to Envision. Sp' 4414....Yt ,pq {T'i:-r ,',,,,P,,,,-,75';;;-,,,,' .y`,-45,."' l''''.....1,; - '1P,-�i , o. @ - r ,w ° t`�.2 ._ fa ':a.. .�b a' (, a,‘...=6;e R_ �,#r#�ava !,0 . t, z.....=, Program Implementation December 20th,2013 Date of implementation $10,000.00 Distribution of ID Cards y December 20th,2013 Date of distribution $10,000.00 i t'e 4 �'si' tr .;Y.�t W.1t...m ..m y 1. xi :'�P `��p s `!%P ,•cks, ": ...a° r.;�..,. ✓ tr.:sa�"tY.rYn,.: ,z .s.�.,.. �;*'bf ?" =. e- .°' :.�_e F qk ..s rp._ 1.,,. ,x 7ae._ a . 4'i4 fF .r.7 *' ' Acceptable monthly claims By the 15"' of the close of data extracts provided to each month for prior month Verisk and other firms that as agreed upon in the final $10,000.00 the School Board may designate contract _ 4 P' r . ��:� .mod �a� �Ma �" .._.«.w=.:: x P _ F5�:. .r..,,. _.. s.. ».Wn r�s�.a� .-w...,.�`s. .�sr rYt m:�;�,;N For the applicable Pharmacy Channel,If Actual GDR— Guaranteed GDR<0,Then Generic efficiency rates for Retail 75.50% the(GDR X(Total claims— entire contract period Mail 72.25% Total Generic Claims)) X $10,000.00 (Avg Brand Plan Paid Amount-Avg Generic Plan Paid Amount) .+. Y . --.� � . `fix , " " r 5, /aam ,, -.gyp_ d Cg F»^ .0 str & r C" 4 0-- !R'±'7 J 'd G N . d ,y .� k a . Quarterly and annual reports will be delivered,in hard Quarterly and year end copy,to CCHCC within 30 $10,000.00 reports delivery time frame business days of the close of the quarter and contract year, respectively. 4'-- aO 4 We3.ada h8' ey_g -a-¢ r .»pw x 3— "�x'N '3 i,.'5.«« ' - ! t.: - r,-;*47.0...Tr. ».x ...., .-x{ 1 .7' ' More than 95%reqof uirinall g no intervention will b processed prescriptions within t we (2) Turnaround Time business days. $10,000.00 More than 98%of prescriptions requiring administrative or clinical intervention will process (71 \BAA-Plan Sponsor[Rev.08-08-2013] 34 Packet Page -713- 9/24/2013 11 .G.1 *rs t' ". r=• +'' a'._s-:_d,�a. t,� +r s a ��y e a« %'• �w ij s-S' 'd 'a'iauPae a �caar- rr?i--e. 4._, c*.,„ ,ew+;c,ae�,�a�:1Fffis .sn+":`'"'F '>k ,HY ; &d� ,�+� � 5 �mYr!�`trt:7+a,: within five(5)business days. Turnaround time will be measured by time and date stamp and will be defined as the time the prescription is received in the facility to the time it ships. , 4, 41,11lj4 „ r ' a `"'±' �., ,„mss- c:�i KT�.�� k �� 7 M f13 ib 411x 6y�k 4 �".2 pk. "4 O.,4b� i.2 vy o Envision shall accept, process,and adjudicate DMR Claims within ten(10) business days of receipt of Turnaround Time Ten(10)business days the DMR form,but shall not $2,500.00 per occurrence be liable to reimburse a Covered Individual until Plan Sponsor provides funds for such purpose. a4 k t� R �..r.e*Rr.�z- *��;& i&&aLX'TI`.. e- a � g ��`,�.ss ,r E 1 b* 14 , -� �' g4 ., P4i ....-. �...sow.i...W.v...,...a«,. Claims for compound drug Claims from participating compounding pharmacies that are delayed due to an act Turnaround Time Ten(10)business days or or omission of Envision shall $2,500.00 per occurrence earlier be electronically adjudicated at the compounding pharmacy within ten(10) business days,or processed as a DMR as set forth herein. (M `�'"` 7 '.-�m }mow' CSC �xu sr e'er r 'y »t. g:........ E,, }.. ... ' _ . �' as ..U< a as v .. '..;.e u'ux � �4'•'•F'�t .Y �R t �' If a Covered Individual does not receive a Specialty Drug that was previously shipped by the Specialty Pharmacy Emergency Fill Twenty four(24)hours for any reason shall receive $2,500.00 per occurrence that Specialty Drug within twenty four(24)hours of authorization from Plan Sponsor. *Exclusions from GDR calculation include products such as OTC's, Vaccines,Compounds,Specialty drugs,DAW's(0,3,4,5,6,9) and branded generics for purposes of marketing, \BAA-Plan Sponsor[Rev.08-08-2013] 35 Packet Page-714- 9/24/2013 11.G. Lf') Ll O Ln Lf) O Lf1 Lf1 O Ln Ln N C al CO 00 00 CO N 00 O 00 00 - 0 0 0 0 0 0 0 0 0 0 00 co L0 f8 U d N L!l Lfl O Ul O O Ln Ul Ul Ln r•L u N O 00 O Ol 00 Ol O Ol O M• Ln 0 • a I O e O O O e i O r-I O1 d t C tl0 Ly 3 Y o Ln O Ln O Ln o O Ln M " O LD CT) N N lD LO N 00 N Ln E O C C O O C N 01 fa U U z 0 0 0 0 0 0 0 0 0 o 0 0 o Lfl o Ln o oc 00 0) a, O a L o_ O Y In C !0 T TO N 00 fl. a) O r0 4 ++ U to Q .r a) to N U X — u a) U O C hO Q L N N O • fa f0 C O +9 a O O tao L N c O i O a) -0 U O. D_ a) N H to O Lx a1 ca C c N 00 O _ D_ bD +• T+ u a) U u m +� O c co E 'L 4_, 00 L d U .O r0 g .v O a a) O b0 U 0 v ° v a a O 3 a m a m cQ Q > cn ii LL L pa r-I N M Ln LC) N 00 Ol C U U U U U U a _ a a a _ _ a _ Y O O m 'C o o 0 0 0 O O O 0 0 CC U_d D !- H f- F-- F— f— H_H I— F- d' Packet Page-715- 9/24/2013 11 .G. RFP#156-6/13 Pharmacy Benefits Management Services/CCHCC BACKGROUND The Collier County Health Care Consortium (CCHCC) is comprised of the following major Collier County employers: • Collier County Government(CCG) • Collier County Sheriffs Department(CCSO) • District School Board of Collier County(DSBCC) • NCH Healthcare System, Inc. (NCH) This group is committed to better understand the factors that drive health care costs and partner with local providers to develop collaborative efforts to address those factors.Through this partnership, the CCHCC employers wish to foster the creation of a process and strategy to ensure efficient delivery of health care that is appropriate, provides optimal patient outcomes, and supports prudent expenditures of financial resources.The CCHCC employers have approximately 11,100 employees covered under various medical plan options that include pharmacy benefits. When spouses and children are included with employees,the total number of covered lives is in excess of 22,100. Provider network access, population management support, utilization review, case and disease management processes are provided through a partnership agreement with Community Health Partners (CHP). Since 2002, members of the CCHCC have collectively utilized the services of Express Scripts to manage their pharmacy benefit programs. By using a single pharmacy benefit manager(PBM), the CCHCC employers achieve the following goals: • Minimize administrative costs; • Maximize rebates in a thoughtful way recognizing that bigger rebates are not necessarily in the best interest of plan sponsors as large rebates stem from the use of more expensive medications; • Utilize a consistent formulary; • Create consistent administrative processes and functions; • Utilize consistent cost management processes (i.e. step therapy, generic substitution, therapeutic MAC's concurrent drug utilization management, etc.); • Provide access to online interactive detailed reporting functions for Willis, CHP and other parties that may be designated; • Provide access to prior authorization approval processes to CHP, members of the CCHCC and other parties as may be designated in the future; • Allow regular electronic exchanges of eligibility information between the CCHCC members, their third party administrators and Community Health Partners; • Partner with the CCHCC employers, CHP and Willis in the creation of innovative, custom processes designed to slow the upward trend in pharmacy costs; and Packet Page-716- 9/24/2013 11 .G. • Conduct educational programs for local physicians concerning pharmacy cost issues and special programs designed to improve the financial efficiency of the CCHCC employer' pharmacy programs. Of interest to the CCHCC employers and its provider partners are quality service, administrative flexibility, real time reporting, good relationships with pharmacies, administrative efficiency and transparency. Approximately every three years, the CCHCC conducts a comprehensive marketing process to ensure that the incumbent vendors'financial terms and service are competitive. Upon completion of the marketing process in 2011,the CCG, DSBCC and NCH entered into a three year agreement with ESI to continue to provide services. At this time, the CCSO selected EnvisionRX. Due to ongoing service issues, the CCG, DSBCC and NCH have decided to investigate other PBM arrangements. The CCSO will remain with EnvisionRX. As a result, further references in this Request For Proposal document to the CCHCC refer to individually and collectively to the Collier County Government (CCG), District School Board of Collier County (DSBCC) and NCH Healthcare System. Inc. (NCH) only. since the Collier County Sheriff's Office (CCSO) is not participating in this process. ..ter., Packet Page-717- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services 1.0 PURPOSE The purpose of this Request for Proposal (RFP) is to solicit competitive sealed proposals for Pharmacy Benefits Management Services for the use of Collier County Health Care Consortium (CCHCC). The Sheriff's Office has been very happy with the services that they are receiving so they will not be participating in this RFP process. The remaining CCHCC employers are seeking terms from Pharmacy Benefit Managers (PBMs) to administer their existing pharmacy programs. They also wish to explore the potential use of Group Purchasing (GPO)pricing alternatives. The medical program is not to be included as part of this RFP. EMPLOYER BACKGROUND: Name and Address of Headquarters: Collier County Government 3311 Tamiami Trail East Naples FL 34112-4901 District School Board of Collier County 5775 Osceola Trail Naples FL 34109 NCH Healthcare System, Inc. 350 7th Street Naples FL 34012 Nature of Business: Healthcare, Municipal Government and Education Carrier/Administrator History: The retail prescription drug program has been administered by Express Scripts (ESI)for the last 10 years. 2.0 SCOPE OF SERVICES Over the last several years the pharmacy benefits landscape has changed. The industry is consolidating while at the same time new PBMs are entering the market place. Of principal concern to CCHCC is: • the AWP lawsuit exposed issues concerning base pricing upon which discounts are applied, • the increased focus on the way that PBM discounts are measured and guaranteed, • factors impacting larger rebates, • the fact that large retailers are now selling select generic drugs for a flat cost of$2.00 or $4.00 per script, • the pros and cons of greater transparency pass through of 100% of rebates versus traditional pricing approaches where rebates are guaranteed, and • analysis of the potential benefits of accessing GPO or own use pricing via mail order or a limited retail network. Of continued interest to CCHCC is the movement toward greater"transparency" and the ability to: REVISED 2-22-13 KR Page 3 of 48 Packet Page -718- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services • gain a full understanding of contract terms and how they affect quoted discounts, • assess how performance guarantees are developed/measured, • obtain more transparent disclosure of reimbursement rates, • understand how rebates are negotiated, and • understand how rebates and other manufacturer incentives are passed or not passed back to clients. Further, as more medications become available through multiple sources and as patents expire, there are tremendous opportunities to manage costs within a class as well as the potential to increase plan costs short term as more block-buster drugs become available as generics. The same can be said for generic medications within the same therapeutic class. Given the evolving landscape, CCHCC is interested in assessing the prospective PBM's ability to work in collaboration with CCHCC as an employer group, its employees and CHP to deliver cost effective pharmacy programs and financing. Interested firms shall address the following key objectives in their response: • Minimize administrative costs and thoughtfully maximize rebates (recognizing that larger rebates are a result of more expensive medications that may not provide superior outcomes). CCHCC is seeking the full pass through of rebates with a guaranteed minimum rebate as well as full pass through pricing as an option. Quoted rebate guarantees should be based on all drugs not just those for which rebates are obtained; • Bend or eliminate trend in future years by striving for the lowest ultimate cost by delivering a transparent innovative program that optimizes both the cost savings and clinical outcomes to CCHCC as well as its covered employees and dependents; • Address the cost spiral in specialty medications from a use and unit cost perspective; • Deliver a stable formulary which carefully balances rebates and lowest net cost and is updated as appropriate with sufficient notice of changes to CCHCC, employees, and employed and affiliated providers; • Explore accessing GPO pricing via mail order or a limited retail network or both; • Provide monthly claims extracts as required by CCHCC's Benefits Consultant (currently WillisMed Verisk data reporting system) if needed and ensure a fully integrated data reporting system that is compatible with the systems and process utilized by CCHCC, their TPA, CHP and Benefits Consultant (currently Willis), to enhance understanding of claims utilization and disease management; • Demonstrate the ability to provide at least the current level of cost management processes (i.e. ability to administer a therapeutic MAC for PPIs, step therapy, generic substitution, concurrent drug utilization management, over the counter(OTC) programs, etc.); • Provide a structured program to assist CCHCC and CHP in addressing potential abuse or diversion of narcotic medications such as oxycodone; • Demonstrate the ability to implement new innovative programs to address opportunities that are uncovered through the ongoing analysis of both medical and pharmacy claims (for example, the ability to administer a therapeutic MAC for specific classes of medications such as proton pump inhibitors (PPIs)and non-sedating antihistamines); • Provide quarterly reporting regarding key cost drivers, effectiveness of cost management programs and overall financial performance. Firms must also be willing to make changes in these reports to address the needs of CCHCC on an ongoing basis; REVISED 2-22-13 KR Page 4 of 48 Packet Page-719- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services • Provide specific communication support to reinforce current programs as well as new ones that may be implemented in the future; • Provide a seamless retail and mail order process that is user friendly to both employees and physicians. Please note that CCHCC has evaluated and will not pursue a mandatory mail order platform. They would like to explore the use of GPO pricing for selection medications,where a separate class of trade makes economic sense for the CCHCC. • Provide a robust quarterly reporting process that assesses the cost performance of the plan, offers insights concerning principal cost drivers,suggestions to address and mitigate those cost drivers as well as compare the performance of the CCHCC plans to your book of business and other public entity employers; • Work with the selected Third Party claims administrator(s)and other entities that may be involved with the administration of the health plan to provide daily electronic exchanges of eligibility information and claims on a regular basis (weekly exchanges). To meet its key requirements, CCHCC is seeking a two-year agreement with the selected vendor effective January 1, 2014. Terms should include the option to renew for two additional one year terms (see page 6 under award term). The main financial and strategic objectives to be attained are; • Manage Specialty spend and trends; • Employees and their dependents should perceive administration as better than the current program; • The trend in prescription drug costs should decrease; • Work and provide guidance to CCHCC and its consultants to minimize plan cost and optimize plan member access to GPO pricing to select medications; • Build and expand the collaborative approach to working in partnership with all stakeholders to better manage pharmacy costs while improving patient outcome; • Work to develop methods to control costs as drugs become available generically or over-the- counter and others remain on patent and be willing to stand up to the drug manufactures and resist the"siren" call of larger rebates; • Demonstrate processes to identify either individuals or pharmacies that are abusing the program; • Work closely with CHP to coordinate delivery of special programs, access to the PBMs system for overrides on clinical programs and educate local providers. • Provide access to detailed information to integrate pharmacy data with medical claims data, and • Be willing to work with participants and physicians to encourage acceptance of and compliance with cost management processes. The successful firm must agree to allow CCHCC or its designee the right to audit the financial and non-financial records of the prescription drug administrator and its agents as they relate to the administration of their programs whenever deemed appropriate. Such audits may be performed by CCHCC personnel or selected outside auditors. CLAIMS RECORD RETENTION/TRANSFER The claims administrator will be required to maintain all pertinent claim records for seven (7) years from the date of each claim payment. REVISED 2-22-13 KR Page 5 of 48 Packet Page -720- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services In the event of termination, the prescription drug administrator must agree to transfer to CCHCC (or another party as designated by CCHCC) within thirty (30) days notification, all required data and records necessary to administer the plans. This data would include, but not be limited to, the following: • List of covered employees and dependents, • Preauthorization information for specific medicines, • Records or hard copy of claims transaction data as designated by CCHCC, • Current mail order prescriptions. No fees may be charged to provide data less than two(2)years old. Upon selection of a new vendor, it is expected that contracts, necessary administrative forms, administrative manual, employee communications, prior authorization transfer data and other materials will be prepared as quickly as reasonably possible. The chosen administrator will be expected to bear the cost of installation of appropriate administrative systems, contract preparation, billing, network enhancements, related administrative manuals, enrollment forms and communication with employees and providers in a timely manner. WILLIS REMUNERATION AND REMUNERATION TO OTHER PARTIES To ensure a level playing field for all prospective vendors, all proposals should be quoted NET of commissions or fees payable to Willis or any other third party. In addition, if so directed by the CCHCC, collect and remit commissions to any party that they might individually designate. Any such commissions would be added to your quoted fees. Further, if in your agreement with other parties or PBMs require you to pay fees or commissions to parties other than Willis, those amounts must be disclosed as a separate line item and clearly stated as such in your response. Please delete all commissions or payments from your quoted core administrative fees and note them as a separate line item. VERISK DATA REQUIREMENTS Through a master agreement with Willis, CCHCC will have access to a medical and pharmacy claim data aggregator known as Verisk. This is an Internet-based data analysis tool that enables CCHCC and Willis to identify potential high-cost claims and areas of high utilization through the use of data- driven, fact-based research, and develop targeted intervention programs. The system consolidates claim information at the diagnosis and procedure code levels and delivers a series of online interactive reports via a secure web application. Vendors must agree to provide data at their expense on a monthly basis in the format provided (see Attachment Q for format). 3.0 SPECIAL TERMS & CONDITIONS 3.01 AWARD TERM CCHCC's goal is to promote partnership relationships within the policies and procedures of public procurement. Pursuant toward that end, the successful vendor(s) shall be awarded a contract for an initial two (2)year term with up to two (2)additional one (1)year renewal periods. The award term recommendation will be that which is determined to be in the best interest of CCHCC. The renewal option shall be exercised only if all original contract terms, conditions and prices remain the same. All renewals will be contingent upon mutual written agreement and, when applicable, approval of CCHCC. REVISED 2-22-13 KR Page 6 of 48 Packet Page-721- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services 3.02 RFP CLOSING DATE Proposals must be received by no later than 2:00 p.m., local time, on 7/23/13. Proposals received after this time will not be considered 3.03 DELIVERY OF PROPOSALS All proposals shall be sealed and delivered or mailed to (faxes/e-mails will not be accepted): District School Board of Collier County Purchasing Department 5775 Osceola Trail Naples, FL 34109 Mark package(s) "RFP#156-6/13 Pharmacy Benefits Management Services/CCHCC" An electronic copy should also be emailed to John Pauly at Willis: john.pauly @willis.com 3.04 PUBLIC RFP OPENING A. Only the names of the firms submitting proposals will be read aloud at the RFP opening. The proposals will be available for inspection during normal business hours in the Office of Purchasing until such time as the agency provides notice of a decision or intended decision or 30 days after proposal opening date; whichever is earlier, by appointment. B. A complete recap of proposals will be available after the committee makes a recommendation. A copy of the completed proposal recap will be available at www.Demandstar.com within ten (10)days of the committees' recommendation. C. Individuals covered by the Americans with Disabilities Act of 1990 in need of accommodations to attend public RFP openings or meetings should contact the District School Board of Collier County's Office of Purchasing at least five (5) days prior to the RFP opening date. 3.05 PROPOSAL FORM A. See Submittal Requirements for complete details. **It is not necessary to return every page of this document with the Proposal; return only the pages that require signatures or information. B. Each respondent shall submit nine (9)complete sets of the Proposal Submittals: • One (1) hard copy marked "ORIGINAL"with fee structures in a sealed envelope • Eight(8) hard copies marked "COPY" • Two (2) COMPLETE electronic copies on CD's, in PDF format (Excel spreadsheets shall not be recorded in PDF). Note solicitation number and name of company on the disk. If a Non-disclosure Agreement is signed and confidential materials are submitted, such confidential materials shall not be included on the master CD. Confidential materials shall be segregated on a separate CD, plainly labeled "Confidential Materials." C. Terms and conditions differing from those in this RFP may be cause for disqualification of the proposal. REVISED 2-22-13 KR Page 7 of 48 Packet Page-722- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services 3.06 QUESTIONS CONCERNING RFP A. Questions concerning any portion of this RFP shall be directed in writing or by e-mail to the Buyer named herein, who shall be the official point of contact for this RFP. Questions should be submitted at least seven (7) days before the closing date. B. Mark cover page or envelope(s) "Questions on RFP, Pharmacy Benefits Management Services" Submit questions to: Nancy Sirko, Director of Purchasing Telephone: 239-377-0047 Fax: 239-377-0074 E-mail: sirkona(a?collierschools.com Responses will be provided in an addendum and posted on www.Demandstar.com. 3.07 CLARIFICATION AND ADDENDA A. It is incumbent upon each respondent to carefully examine all specifications, terms, and conditions contained herein. Any inquiries, suggestions, or requests concerning interpretation, clarification or additional information shall be made in writing, (facsimile transmissions acceptable, 239-377-0074 through the Buyer named herein. The CCG, DSBCC and NCH (CCHCC) will not be responsible for any oral representation(s) given by any employee, representative or others. The issuance of a written addendum is the only official method by which interpretation, clarification or additional information can be given. B. If it becomes necessary to revise or amend any part of this RFP, notice may be obtained by accessing our web site. Respondents in their proposal must acknowledge receipt of amendments. Each respondent should ensure that they have received all addenda and amendments to this RFP before submitting their proposal. Please check the web site at http://www.Demandstar.com for any addenda. CCHCC will not mail/fax/email addenda to prospective respondents. 3.08 AWARD CCHCC reserves the right to award the contract to the respondent(s)that CCHCC deems to offer the best overall proposal(s). CCHCC is therefore not bound to accept a proposal on the basis of lowest price. In addition, CCHCC at its sole discretion, reserves the right to cancel this RFP, to reject any and all proposals, to waive any and all informalities and/or irregularities, or to re-advertise with either the identical or revised specifications, if it is deemed to be in the best interest of CCHCC to do so. CCHCC also reserves the right to make multiple awards, based on experience and qualifications if it is deemed to be in CCHCC's best interest. CCHCC reserves the right to further negotiate any proposal, including price, with the highest rated respondent. If an agreement cannot be reached with the highest rated respondent, CCHCC reserves the right to negotiate and recommend award to the next highest respondent or subsequent respondents until an agreement is reached. Further, each member can make its independent decision to contract or not contract with the proposer. 3.09 ASSIGNMENT The Respondent shall not sell, assign or transfer any of its rights, duties or obligations under the Contract, or under any purchase order issued pursuant to the Contract, without the prior written consent of CCHCC. In the event of any assignment, the Respondent remains secondarily liable for the performance of the Contract, unless CCHCC expressly waives such secondary liability. CCHCC may assign the Contract with prior written notice to Respondent of its intent to do so. For the purpose of this Contract, "assignment" means any voluntary, involuntary, direct or indirect assignment, sale, REVISED 2-22-13 KR Page 8 of 48 Packet Page-723- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services or other transfer by Respondent or its owner(s), of any interest in this Agreement, more than ten percent (10%) of the ownership interest in Respondent, or one of a series of transfers that in the aggregate constitute the transfer of more than ten percent (10%) of the ownership interest in Respondent. The term includes, without limitation: (1) transfer of ownership of capital stock or any partnership interest; (2) merger, consolidation, or issuance of additional securities representing more than ten percent (10%) of the ownership interest in Respondent; (3) sale of common stock of Respondent pursuant to a private placement or registered public offering, which transfers more than ten percent(10%)of the ownership interest in Respondent; (4)transfer of any interest in Respondent in a divorce proceeding or otherwise by operation of law; or (5) transfer of more than ten percent (10%) of the ownership interest in Respondent in the event of the death of an owner, by will, declaration of or transfer in trust, or under the laws of intestate succession. 3.10 DISCLOSURE OF PROPOSAL CONTENT A. All material submitted becomes the property of the CCHCC and may be returned only at the CCHCC's option. The CCHCC has the right to use any or all ideas presented in any reply to this Bid. Selection or rejection of any Bid Submittal does not affect this right. B. The DSBCC and the CCG are governed by the Public Record Law. RETURN THIS FORM ONLY IF CONFIDENTIAL MATERIALS ARE BEING INCLUDED IN THE SUBMITTAL. PLEASE READ THE SECTION IN THE RFP DOCUMENT TO DETERMINE IF THIS APPLIES. THE CONFIDENTIAL MATERIALS WILL ONLY BE HANDED OUT TO THE SELECTION COMMITTEE ON THE DAY OF THE EVALUATION, THEREFORE, THE EVALUATION OF THIS MATERIAL WILL BE LIMITED TO THAT TIME ONLY. 3.11 RESPONDENT'S RESPONSIBILITY A respondent, by submitting a proposal, represents that: A. The respondent understands the RFP in its entirety and that the proposal is made in accordance therewith, and; B. The respondent possesses the capabilities, resources, and personnel necessary to provide efficient and successful service to the CCHCC, and; C. Before submitting a proposal, each respondent shall make all investigations and examinations necessary to ascertain site and/or local conditions and requirements affecting the full performance of the contract and to verify any representations made by the CCHCC, upon which the respondent will rely. If the respondent receives an award because of its proposal submission, failure to have made such investigations and examinations will in no way relieve the respondent from its obligations to comply in every detail with all provisions and requirements of the contract, nor will a plea of ignorance of such conditions and requirements be accepted as a basis for any claim by the respondent for additional compensation or relief,and; D. The respondent will be held responsible for any and all discrepancies, errors, etc. in discounts or rebates which are discovered during the contract term or up to and including five (5)fiscal years following the CCHCC annual audit, including five (5)years thereafter. 3.12 CONFLICT OF INTEREST FORM REVISED 2-22-13 KR Page 9 of 48 Packet Page-724- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services All respondents shall complete and have notarized the attached disclosure form of any potential conflict of interest that the respondent may have due to ownership, other clients, contracts, or interest associated with this project. 3.13 MINOR IRREGULARITIES CCHCC reserves the right to waive minor irregularities in proposals, providing such action is in the best interest of CCHCC. Minor irregularities are defined as those that have no adverse effect on CCHCC's best interests, and will not affect the outcome of the selection process by giving the respondent an advantage or benefit not enjoyed by other respondents. 3.14 INSURANCE REQUIREMENTS The Contractor will provide before commencement of work, and attach to this agreement, a certificate(s) evidencing such insurance coverage to the extent listed in 1 to 5 below. CCHCC reserves the right to be named as an additional insured or to reject such coverage and terminate this agreement if coverage is determined to be inadequate or insufficient. The Contractor will carry and maintain as a minimum the following coverage from insurance carriers that maintain a rating of"A" or better and a financial size category of "VII" or higher according to the A. M. Best Company. Such certificates must contain a provision for notification to the Board thirty (30) days in advance of any material change in coverage or cancellation. This is applicable for the procurement and delivery of products, goods, or services furnished to or for the CCHCC and the District School Board of Collier County and any of its ancillary schools, departments or organizations. 1. General Liability Insurance: Negligence including Bodily Injury: Per Claim $1,000,000 Including Bodily Injury: Per Occurrence $2,000,000 Property Damage: Each Accident $1,000,000 2. Product Liability or Completed Operations Insurance: Negligence Including Bodily Injury: Per Claim $ 500,000 Negligence Including Bodily Injury: Per Occurrence $1,000,000 3. Automobile Liability: Negligence Including Bodily Injury: Per Claim $ 500,000 Negligence Including Bodily Injury: Per Occurrence $1,000,000 Property Damage: Each Occurrence $ 500,000 4. Workers' Compensation/Employer's Liability: W.C. Limit Required Statutory Limits E.L. Each Accident $1,000,000 E.L. Disease—Each Employee $1,000,000 E.L. Disease—Policy Limit $1,000,000 Workers' Compensation Exemption forms will not be accepted. All entities or individuals are required to purchase a Workers' Compensation insurance policy. 5. Professional Liability Insurance(E&O, D&O etc.): For services, goods or projects that will exceed $1,000,000 in values over a year. Each Claim: $3,000,000 Per Occurrence: $3,000,000 For services, goods or projects that will not exceed $1,000,000 in values over a year. Each Claim: $ 250,000 REVISED 2-22-13 KR Page 10 of 48 Packet Page-725- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services Per Occurrence: $ 500,000 6. Network Security and Privacy coverage Each Claim: $5,000,000 Per Occurrence: $5,000,000 The respondent shall either cover any subcontractors on its policy or require the subcontractor to obtain coverage to meet these requirements and file appropriate forms with CCHCC. 3.15 DEVIATIONS All proposals must clearly and with specific detail, note all deviations to the exact requirements imposed upon the respondent by the Specifications. Such deviations must be stated upon the Proposal Form otherwise CCHCC will consider the subject proposals as being made in strict compliance with said Specifications to respondents;the respondent being held therefore accountable and responsible. Respondents are hereby advised that CCHCC will only consider proposals that meet the exact requirements imposed by the Specifications; except, however, said proposals may not be subject to such rejection where, at the sole discretion of CCHCC, the stated deviation is considered to be equal or better than the imposed requirement and where said deviation does not destroy the competitive character of the RFP process by affecting the amount of the proposal such that an advantage or benefit is gained to the detriment of the other respondents. 3.16 WAIVER OF CLAIMS Once this contract expires, or final payment has been requested and made, the awarded respondent shall have no more than thirty (30) calendar days to present or file any claims against CCHCC concerning this contract. After that period, CCHCC will consider the respondent to have waived any right to claims against CCHCC concerning this agreement. 3.17 TERMINATION/CANCELLATION OF CONTRACT CCHCC reserves the right to cancel the contract without cause with a minimum thirty (30) days written notice. Termination or cancellation of the contract will not relieve the respondent of any obligations for any deliverables entered into prior to the termination of the contract(i.e., reports, statements of accounts, etc., required and not received). Termination or cancellation of the contract will not relieve the respondent of any obligations or liabilities resulting from any acts committed by the respondent prior to the termination of the contract. The Respondent may cancel the resulting contract with one hundred twenty (120) days written notice to the Director of Purchasing. Failure to provide proper notice to CCHCC may result in the respondent being barred from future business with CCHCC. 3.18 TERMINATION FOR DEFAULT CCHCC's Contract Administrator shall notify, in writing, the respondent of deficiencies or default in the performance of its duties under the Contract. Three separate documented instances of deficiency or failure to perform in accordance with the specifications contained herein shall constitute cause for termination for default, unless specifically specified to the contrary elsewhere within this solicitation. It shall be at CCHCC's discretion whether to exercise the right to terminate. Respondent shall not be found in default for events arising due to acts of God. 3.19 TERMINATION FOR CCHCC'S CONVENIENCE REVISED 2-22-13 KR Page 11 of 48 Packet Page-726- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services The performance of work under this contract may be terminated in accordance with this clause in whole, or from the time in part, whenever CCHCC representative shall determine that such termination is in the best interest of CCHCC. Any such termination shall be effected by the delivery to the respondent of a Notice of Termination specifying the extent to which performance of work under the contract is terminated, and the date upon which such termination becomes effective. Upon such termination for convenience, respondent shall be entitled to payment, in accordance with the payment provisions, for services rendered up to the termination date and CCHCC shall have no other obligations to respondent. Respondent shall be obligated to continue performance of contract services, in accordance with this contract, until the termination date and shall have no further obligation to perform services after the termination date. 3.20 VENDOR PERFORMANCE CCHCC project personnel shall monitor Contractor performance.A 'Report of Unsatisfactory Product or Service' form (Attachment B) shall be utilized to document unsatisfactory performance during the term of this contract. The report may become an important part of the Contractor's history. The report and process will assist the Purchasing Department to determine whether there is a continuing pattern of problems which may need to be addressed through termination of contract and/or suspension of Contractor from future bidding. 3.21 COLLUSION The CCHCC reserves the right to disqualify bids upon evidence of collusion with intent to defraud, or other illegal practices to include circumventing or manipulating the bid process in a manner that conflicts with applicable law, upon the part of the Bidder(s), Bidder's employees or agents, the CCHCC's Professional Consultant(s), or Consultant's agents, or any CCHCC employee(s)who may, or may not, be involved in the development of bid specifications and/or firm bid schedules. Multiple bids from an individual, partnership, corporation, association (formal or informal) or firm under the same or different names shall not be considered. Reasonable grounds for believing that a Bidder has interest in multiple proposals for the same work shall be cause for rejection of all proposals in which such Bidder is believed to have an interest in. Any and/or all proposals shall be rejected if there is any reason to believe that collusion exists among one or more of the Bidders, the CCHCC's Professional Consultant(s) or CCHCC's employees. Contractors involved in developing a bid specification or Contractors with knowledge of bid specifications prior to a bid advertisement shall be disqualified from participating in the applicable bid process. 3.22 INCURRED EXPENSES This RFP does not commit CCHCC to award a contract nor shall CCHCC be responsible for any cost or expense which may be incurred by the respondent in preparing and submitting the proposal called for in this RFP, or any cost or expense incurred by the respondent prior to the execution of a contract agreement. 3.23 POST-PROPOSAL DISCUSSIONS WITH RESPONDENTS It is CCHCC's intent to award a contract(s) to the respondent(s) deemed most advantageous to CCHCC in accordance with the evaluation criteria specified elsewhere in this RFP. CCHCC reserves the right however, to conduct post-closing discussions with any respondent who has a realistic possibility of contract award including, but, not limited to: request for additional information, competitive negotiations and best and final offers. 3.24 PRESENTATIONS BY RESPONDENTS A. CCHCC, at its sole discretion, may ask individual respondents to make oral presentations, informal telephone interviews and/or demonstrations without charge to CCHCC. REVISED 2-22-13 KR Page 12 of 48 Packet Page-727- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services B. CCHCC reserves the right to require any respondent to demonstrate to the satisfaction of CCHCC that the respondent has the fiscal and managerial abilities to properly furnish the services proposed and required to fulfill the contract. The demonstration must satisfy CCHCC and CCHCC shall be the sole judge of compliance. C. Respondents are cautioned not to assume that presentations will be required and should include all pertinent and required information in their original proposal package. 3.25 MINIMUM SPECIFICATIONS The specifications listed in the Scope of Service are the minimum required performance specifications for this RFP. They are not intended to limit competition nor specify any particular respondent but to ensure that CCHCC receives quality services. 3.26 COMPLIANCE WITH LAWS AND REGULATIONS The respondent shall be responsible to know and to apply all applicable federal and state laws, all local laws, ordinances, rules, regulations, and all orders and decrees of bodies or tribunals having jurisdiction or authority which in any manner affect the work, or which in any way affect the conduct of the work. Respondent shall always observe and comply with all such laws, ordinances, rules, regulations, orders and decrees. Respondent shall protect and indemnify CCHCC and all its officers, agents, servants, or employees against any claim or liability arising from or based on the violation of any such law, ordinance, rule, regulation, order, or decree caused or committed by respondent, its representatives, subcontractors, subconsultants, professional associates, agents, servants or employees. Additionally, respondent shall obtain and maintain at its own expense all licenses and permits to conduct business pursuant to this contract from the Federal Government, State of Florida, Collier County or municipalities when legally required and maintain same in full force and effect during the term of the contract. 3.27 RECORDS & RIGHT TO AUDIT The respondent shall maintain such financial records and other records as may be prescribed by CCHCC or by applicable federal and state laws, rules and regulations. The respondent shall retain these records for a period of five (5) years after final payment, or until they are audited by CCHCC, whichever event occurs first. These records shall be made available during the term of the contract and the subsequent three year period for examination, transcription and audit by CCHCC, its designees or other entities authorized by law. 3.28 CHANGES IN SCOPE OF WORK/SERVICE A. CCHCC may order changes in the work consisting of additions, deletions, or other revisions within the general scope of the contract. No claims may be made by the respondent that the scope of the project or of the respondent's services have been changed, requiring changes to the amount of compensation to the respondent or other adjustments to the contract, unless such changes or adjustments have been made by written amendment to the contract signed by CCHCC Representative, School Board's Director of Purchasing, and the respondent. B. If the respondent believes that any particular work is not within the scope of services of the contract, is a material change or will otherwise require more compensation to the respondent, the respondent must immediately notify CCHCC's Representative in writing of this belief. If CCHCC's Representative believes that the particular work is within the scope of the contract as written, the respondent will be ordered to and shall continue with the work as changed and at the cost stated for the work within the scope. The respondent must assert its REVISED 2-22-13 KR Page 13 of 48 Packet Page-728- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services right to an adjustment under this clause within thirty (30) days from the date of receipt of the written order. C. CCHCC reserves the right to negotiate with the awarded respondent(s) without completing the competitive RFP process for materials, products, and/or services similar in nature to those specified within this RFP for which requirements were not known when the RFP was released. 3.29 MODIFICATIONS DUE TO PUBLIC WELFARE OR CHANGE IN LAW CCHCC shall have the power to make changes in the contract as the result of changes in law and/or rules of CCHCC to impose new rules and regulations on the respondent under the contract relative to the scope and methods of providing services as shall from time-to-time be necessary and desirable for the public welfare. CCHCC shall give the respondent notice of any proposed change and an opportunity to be heard concerning those matters. The scope and method of providing services as referenced herein shall also be liberally construed to include, but is not limited to the manner, procedures, operations and obligations, financial or otherwise, of the respondent. In the event any future change in Federal, State or County law or rules of CCHCC materially alters the obligations of the respondent, or the benefits to CCHCC, then the contract shall be amended consistent therewith. Should these amendments materially alter the obligations of the respondent, then the respondent or CCHCC shall be entitled to an adjustment in the rates and charges established under the contract. Nothing contained in the contract shall require any party to perform any act or function contrary to law. CCHCC and respondent agree to enter into good faith negotiations regarding modifications to the contract which may be required in order to implement changes in the interest of the public welfare or due to change in law. When such modifications are made to the contract, CCHCC and the respondent shall negotiate in good faith, a reasonable and appropriate adjustment for any changes in services or other obligations required of the respondent directly and demonstrably due to any modification in the contract under this clause. 3.30 RIGHT TO REQUIRE PERFORMANCE A. The failure of CCHCC at any time to require performance by the respondent of any provision hereof shall in no way affect the right of CCHCC thereafter to enforce same, nor shall waiver by CCHCC of any breach of any provision hereof be taken or held to be a waiver of any succeeding breach of such provision or as a waiver of any provision itself. B. In the event of failure of the respondent to deliver services in accordance with the contract terms and conditions, CCHCC, after due written notice, may procure the services from other sources and hold the respondent responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies that CCHCC may have. 3.31 FORCE MAJEURE CCHCC and the respondent will exercise every reasonable effort to meet their respective obligations as outlined in this RFP and the ensuing contract, but shall not be liable for delays resulting from force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any Government law or regulation, acts of God, acts or omissions of the other party, Government acts or omissions, fires, strikes, national disasters, wars, riots, transportation problems and/or any other cause whatsoever beyond the reasonable control of the parties. Any such cause will extend the performance of the delayed obligation to the extent of the delay so incurred. 3.32 RESPONDENT'S PERSONNEL REVISED 2-22-13 KR Page 14 of 48 Packet Page -729- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services The respondent shall be responsible for ensuring that its employees, agents and subcontractors comply with all applicable laws and regulations and meet all federal, state and local requirements related to their employment and position. The respondent certifies that it does not and will not during the performance of the contract employ illegal alien workers or otherwise violate the provisions of the federal Immigration Reform and Control Act of 1986, as amended. During the performance of the contract, the respondent agrees to the following: The respondent shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, age, handicap or national origin, except when such condition is a bona fide occupational qualification reasonably necessary for the normal operations of the respondent. The respondent agrees to post in conspicuous places, visible to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. The respondent, in all solicitations or advertisements for employees placed by or on behalf of the respondent, shall state that such respondent is an Equal Opportunity Employer. Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this section. The respondent shall include the provisions of the foregoing paragraphs above in every subcontract or purchase order so that the provisions will be binding upon each respondent. The respondent and any subcontractor shall pay all employees working on this contract not less than minimum wage specified in the Fair Labor Standards Act(29 CFR 510-794)as amended. Any information concerning CCHCC, its products, services, personnel, policies or any other aspect of its business learned by the respondent or personnel furnished by the respondent in the course of providing services pursuant to the Agreement, shall be held in confidence and shall not be disclosed by the respondent or any employee or agents of the respondent or personnel furnished by the respondent, without the prior written consent of CCHCC. 3.33 CLAIM NOTICE The respondent shall immediately report in writing to CCHCC's designated representative or agent any incident that might reasonably be expected to result in any claim under any of the coverage mentioned herein. The respondent agrees to cooperate with CCHCC in promptly releasing reasonable information periodically as to the disposition of any claims, including a resume of claims experience relating to all respondent operations at CCHCC project site. 3.34 CONTRACT/RESPONDENT RELATIONSHIP The CCHCC reserves the right to award one or more contracts to provide the required services as deemed to be in the best interest of CCHCC. Any awarded respondent shall provide the services required herein strictly under a contractual relationship with CCHCC and is not, nor shall be, construed to be an agent or employee of CCHCC. As an independent respondent the awarded respondent shall pay any and all applicable taxes required by law; shall comply with all pertinent Federal, State and local statutes including, but not limited to, the Fair Labor Standards Act, The Americans with Disabilities Act, the Federal Civil Rights Act and any and all relevant employment laws. The respondent shall be responsible for all income tax, FICA, and any other withholdings from its employees or sub-respondent's wages or salaries. Benefits for same shall be the responsibility of the respondent including, but not limited to, health and life insurance, mandatory social security, retirement, liability/risk coverage, and worker's and unemployment compensation. REVISED 2-22-13 KR Page 15 of 48 Packet Page-730- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services The independent respondent shall hire, compensate, supervise, and terminate members of its work force; shall direct and control the manner in which work is performed including conditions under which individuals will be assigned duties, how individuals will report and the hours individuals will perform. The independent respondent shall not be provided special space, facilities or equipment by CCHCC to perform any of the duties required by the contract nor shall CCHCC pay for any business, travel, or training expenses or any other contract performance expenses not specifically set forth in the specifications. Prior to commencing work, the successful respondent will be required to sign a written contract incorporating the specifications and terms of the Request for Proposal and the response thereto. Any contract awarded as a result of this RFP shall begin on or about January 1, 2014 and continue through December 31, 2015 with the ability to renew two additional one-year terms. The independent respondent shall not be exclusively bound to CCHCC and may provide professional services to other private and public entities as long as it is not in direct conflict and does not provide a conflict of interest with the services to be performed for CCHCC. 3.35 PROPOSAL ACCEPTANCE/REJECTION CCHCC reserves the right to accept or reject any or all proposals received as a result of this RFP, or to negotiate separately with competing respondents, and to waive any informalities, defects, or irregularities in any proposal, or to accept that proposal or proposals, which in the judgment of the proper officials, is in the best interest of CCHCC. 3.36 FUNDING OUT/TERMINATION/CANCELLATION A. Florida Laws prohibit School Boards from creating obligations in anticipation of budgeted revenues from one fiscal year to another without year-to-year extension provisions in the agreements. B. It is necessary that fiscal funding out provisions be included in all proposals in which the terms are for periods longer than one (1)year. C. Therefore, the following funding out provisions is an integral part of this proposal and must be agreed to by all respondents: CCHCC may, during the contract period, terminate or discontinue the services covered in this proposal at the end of CCHCC's then current fiscal year upon ninety (90) days prior written notice to the successful respondent. Such written notice will state: a. That the lack of appropriated funds is the reason for termination, and b. "This written notification will thereafter release CCHCC of all further obligations in any way related to the services covered herein." c. The Funding Out statement must be included as part of any agreement. No agreement will be considered that does not include this provision for "funding out." 3.37 POSTING OF RFP CONDITIONS/SPECIFICATIONS REVISED 2-22-13 KR Page 16 of 48 Packet Page-731- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services This RFP will be posted on www.Demandstar.com for review by interested parties. 3.38 NOTICE OF PROPOSAL PROTEST BONDING REQUIREMENT Any person who files an action protesting a decision or intended decision pertaining to this proposal pursuant to FS 120.57(3)(b), shall post with the Purchasing Department at the time of filing the formal written protest, a bond payable to the CCHCC in an amount equal to 1 percent (1%) of the total estimated contract value, but not less than $500 nor more than $5,000, which bond shall be conditioned upon the payment of all costs which may be adjudged against the protester in the administrative hearing in which the action is brought and in any subsequent appellate court proceeding. See 3.67 Protests. 3.39 EXAMINATION OF DOCUMENTS Document files may be examined, during normal working hours, 30 days after proposals have been opened. 3.40 TOBACCO FREE The CCHCC is tobacco free. Tobacco and tobacco products are prohibited on any of the CCHCC properties. 3.41 TAXES CCHCC is exempt from Federal and State Tax for Tangible Personal Property. A copy of the District's Tax Exempt Certificate is available upon request. Firms or Respondents doing business with the CCHCC shall not be exempted from paying sales tax to their suppliers for materials to fulfill contractual obligations with the District, nor shall any Vendor/Respondent be authorized to use the District's Tax Exemption Number in securing such materials. 3.42 LIQUIDATED DAMAGES In case of failure on the part of the successful respondent to complete the work within the time(s) specified in the Contract, or within such additional times) as may be granted by formal action of the CCHCC or failure to prosecute the work, or any separable part thereof, with such diligence as will ensure its completion within the time(s) specified by the Owners representative, and which the CCHCC will suffer damage, the amount of which is difficult, if not impossible to ascertain. Therefore, the Firm shall pay to the CCHCC, as liquidated damages, the amount expended by the District to provide the goods or services; in no way shall costs for liquidated damages be construed as a penalty on the Respondent. 3.43 ADVERTISING The successful respondent shall not publicly disseminate any information concerning the Contract without prior written approval from the CCHCC, including, but not limited to mentioning the Contract in a press release or other promotional material, identifying the District, Individual Departments, District Personnel, as a reference, or otherwise linking the Customer's name and either a description of the Contract or the name of the District, its departments, or employees, in any material published, either in print or electronically, to any entity that is not a party to the Contract, except potential or actual authorized subcontractors, distributors, dealers, resellers, or service representatives. 3.44 SECURITY AND CONFIDENTIALITY The successful respondent shall comply fully with all security procedures of the District in performance of the Contract. The successful respondent or its agents, distributors, resellers, REVISED 2-22-13 KR Page 17 of 48 Packet Page-732- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services subcontractors, officers or employees in the course of performing Contract work, including, but not limited to, security procedures, business operations information, or commercial proprietary information in the possession of the District. The successful respondent shall not be required to keep confidential information or material that is publicly available through no fault of the successful respondent, material that the successful respondent developed independently without relying on the District's confidential information or material that is otherwise obtainable under State law as a public record. To insure confidentiality, the successful respondent shall take appropriate steps as to its personnel, agents and subcontractors. The warranties of this paragraph shall survive the Contract. 3.45 SUSPENSION OF WORK CCHCC's Authorized Representative may in its sole discretion suspend any or all activities under the Contract, at any time, when in the best interest of CCHCC to do so. CCHCC's Authorized Representative shall provide the successful respondent written notice outlining the particulars of suspension, including the length of time the contract shall be suspended (i.e.: 90 days). Examples of the reason for suspension include, but are not limited to; budgetary constraints, declaration of emergency or other such circumstances. After receiving a suspension notice, the successful respondent shall comply with the notice and shall not accept any purchase orders during the specified time of suspension. Within ninety days, or any longer period agreed to by the successful respondent, CCHCC's Authorized Representative shall either (1) issue a notice authorizing resumption of work, at which time activity shall resume, or (2)terminate the Contract. Suspension of work shall not entitle the Vendor/Respondent to any additional compensation. 3.46 INSTALLATION Where installation is required, the successful bidder shall deliver, set in place, install, make ready to run, and test (test to be accomplished in the presence of an authorized representative of the CCHCC). The bidder shall provide a qualified person, at no extra cost, to assure performance of the gook, item and to make the initial start-up and achieve the successful testing. Upon completion of the successful testing of the item, the authorized representative of CCHCC shall accept it. All miscellaneous installation materials shall be included in the Total Turnkey price. The miscellaneous installation materials include the following: conduit, wire, fiber, connectors, fittings, boxes, etc. All materials used in the installation shall be of good quality and shall be free of defects that would diminish the appearance of the product or render it structurally or operationally unsound. Installation includes the furnishing of any equipment, rigging, and materials required to install or replace the product in the proper location. Successful bidder shall protect the site from damage and shall repair damages or injury caused during the installation by the successful bidder or its employees or agents. If any alternation is required to the Building to achieve installation, the successful bidder shall promptly restore the structure or site to its original condition. Successful bidder shall perform installation work so as to cause the least inconvenience and interference with CCHCC and with proper consideration of others on site. Upon completion of the installation, the location and surrounding area of work shall be left clean and in a neat and unobstructed condition, with everything in satisfactory repair and order. 3.47 LITERATURE Upon request, the Respondent shall furnish literature reasonably related to the Services offered, for example, user manuals, price schedules, catalogs, descriptive brochures, etc. 3.48 INSPECTION AND ACCEPTANCE CCHCC's Project Manager will accept each Deliverable when it meets the requirements of this Contract and the relevant project noted on the Purchase Order. Inspection may include validation of information or software through the use of automated tools and/or testing of the Deliverables, as A REVISED 2-22-13 KR Page 18 of 48 Packet Page-733- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services specified in the projects proposal. The scope and nature of this testing should be negotiated prior to the Purchase Order and should be sufficiently comprehensive to ensure the completeness, quality and adequacy of all Deliverables. 3.49 TERMS &CONDITIONS The terms and conditions contained in this section shall apply to all Purchase Orders issued under this contract unless the CCHCC specifically details other terms on the Purchase Order. The School District and the Respondent should take care to ensure that project specific changes to these terms are as explicit as possible. All inconsistencies will be resolved in the best interests of the School District. 3.50 KEY PERSONNEL Respondent's Key Personnel (if any) shall be identified on the projects proposal/quote, and may include employees, agents, subcontractors or other personnel of the Respondent. The Respondent agrees that in the event it becomes necessary for the Respondent to change Key Personnel while performing Services under the purchase order, substitution of Key Personnel shall take place only upon Customer's prior written consent. Failure to notify Customer prior to the change of Key Personnel, or a substantial change in Key Personnel as determined by the Customer, may be sufficient cause for Termination. 3.51 WARRANTY Respondent warrants the Services furnished under the Contract shall be free of defective material and workmanship, and shall otherwise perform in accordance with required performance criteria, for a period of one (1)year from the date of acceptance. Equipment provided must include the Manufacturer's warranty, the successful Respondent shall fully guarantee all items furnished hereunder against defect in material and workmanship for the Manufacturer's normal period of time from date of acceptance by CCHCC. Should any defect in material or workmanship appear, excepting ordinary wear and tear, during the warranty period, the successful Respondent shall repair or replace same at no cost to CCHCC immediately upon written notice from CCHCC. All warranty paperwork shall be included with deliverables prior to acceptance by CCHCC. 3.52 WARRANTY OF AUTHORITY/SERVICE AGREEMENT Each person signing the Contract warrants that he or she is duly authorized to do so and to bind the respective party to the Contract. 3.53 LITIGATION Respondents shall submit details of all litigation, arbitration or other claims, whether pending or resolved in the last five years, with the exception of immaterial claims which are defined herein as claims with a possible value of less than $25,000.00 or which have been resolved for less than $25,000.00. Notwithstanding the foregoing, all litigation, arbitration or other claims, of any amount, asserted by or against a state, city, county, town, school district, political subdivision of a state, special district or any other governmental entity shall be disclosed. Please indicate for each case the year, name of parties, case of litigation, matter in dispute, disputed amount and whether the award was for or against the Respondent. 3.54 PROHIBITION AGAINST CONTRACTING WITH SCRUTINIZED COMPANIES REVISED 2-22-13 KR Page 19 of 48 Packet Page -734- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. 3.55 PROTESTS A bidder who wishes to file a bid protest, must file such notice and follow procedures prescribed by F.S. 120.57(3), for resolution. The notice must be filed with the Purchasing Department. Any person who files an action protesting a decision or intended decision pertaining to a bid pursuant to F.S. 120.57(3)(b), shall post at the time of filing the formal written protest, a bond payable to the Board in an amount equal to$25,000 or two percent(2%)of the lowest accepted bid, whichever is greater, for projects valued over$500,000 and five percent(5%)of the lowest accepted bid for all other projects. The bond shall be conditioned upon the payment of all costs which may be adjudged against the protester in the administrative hearing in which the action is brought and in any subsequent appellate court proceeding. If, after completion of the administrative hearing process and any appellate court proceedings,the District prevails, it shall recover all costs and charges, which shall be included in the final order or judgment, including charges made by the Division of Administrative Hearings, but excluding attorney's fees. If the protester prevails, s/he shall recover from the District all costs and charges which shall be included in the final order of judgment, excluding attorney's fees. Failure to file a notice of intent to protest, or failure to file a formal written protest within the time prescribed in section F.S. 120.57(3), shall constitute a waiver of proceedings under F.S. Chapter 120. 4.0 EVALUATION CRITERIA Willis is assisting the members of the CCHCC with several areas related to this RFP process. For example, Willis has assisted the members in developing this RFP, as well as identifying critical selection criteria. A final recommendation and selection will be made via the following process. The members of the CCHCC have identified a project selection team. The project selection team is made up of representatives appointed from each member organization. This team, with the technical support and guidance of Willis will be responsible for providing the necessary evaluations of potential vendors responding to this RFP. The analysis and selection will adhere to the following steps: 1. Each member of the evaluation team will review and score the written responses to the RFP according to a predetermined scoring tool. 2. Willis will perform an evaluation of the financial terms and provide a summarization of the qualitative aspects of the RFP. 3. Willis will tabulate scores to the written responses to the RFP. 4. The financial terms of your response will be evaluated by a process where the lowest vendor overall financially will receive the highest possible score. Scores for the remaining vendors will be determined utilizing the following formula: Score= (number responding x [lowest cost]/vendor cost) REVISED 2-22-13 KR Page 20 of 48 Packet Page-735- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services 5. Based on a composite evaluation of the financial terms and the project team's evaluation of the written responses to this RFP, two or more finalists will be selected. 6. Finalists will be expected to travel to Naples, Florida to be interviewed. Additionally, representatives of the CCHCC employers may want to tour the PBM operations. During these tours, finalists will be subjected to a consistent set of predetermined questions. Each member of the evaluation team will independently score response to these questions. 7. A final recommendation and selection will be based on the weighted scores of the evaluation team with respect to the following: Scores regarding written responses to the proposal b Scores regarding financial response g> Scores regarding finalist interviews During the entire process, Willis will provide technical support, as well as objective tabulation of the responses and assistance in drafting a collective recommendation for each entities board or decision makers. This RFP process and the terms you provide are to be based on the assumption that all of the entities that make up the CCHCC contracting with your organization collectively for the contract term. Any and all entities reserve the right independently or collectively to not contract with the respondent. If any one entity elects not to participate, your proposal becomes null and void. The CCHCC employers reserve the right to modify their final section process, to modify the factors for consideration and make their selection in the manner they choose. The weighting of the RFP Responses will be provided in a following addendum, but will likely include the following: Financial Terms Written Response and References Finalist Interviews 5.0 ATTACHMENTS "A" RFP Date of Events "B" Proposal Form and Statement of Compliance "C" Drug Free Workplace Certification Form "D" Certification Regarding Debarment, Suspension Ineligibility and Voluntary Exclusion "E" Conflict of Interest "F" Non-Disclosure Agreement for Confidential Materials "G" Certification Statement Prohibition Against Contracting with Scrutinized Companies "H" Statement of No Response Questionnaire "J" Plan Design "K" Historical Utilization Data "L" Pricing Data Per Pill Prices "M" Financial Terms "N" Financial Terms (continued) "0" Contract Terms "P" Formulary Comparison "Q" Verisk Data File Layout REVISED 2-22-13 KR Page 21 of 48 Packet Page-736- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT A RFP DATE OF EVENTS Date Description June 20, 2013 RFP Posted to Demandstar at www.Demandstar.com To Be Determined Not Mandatory Pre-Proposal Meeting To Be Determined Addenda released (if necessary) Addenda addressing questions received prior to the question Deadline will be sent to firms attending Pre-Proposal Meeting July 23, 2013 Submittals Due at 2:00 pm Deliver to: District School Board of Collier County District School Board of Collier County Purchasing Department 5775 Osceola Trail Naples, FL 34109 Mark package(s)"RFP#13- Pharmacy Benefits Management Services" An electronic copy should also be emailed to John Pauly at Willis: iohn.pauly(a�willis.com July 23—August 16 CCHCC Consultant Evaluation of Submittals August 19—20 Selection Committee Evaluation of Submittals To Be Determined Short Listed Firms Notified To Be Determined Award Recommendation Posted To Be Determined Schedule Board Presentation To Be Determined Contract Development To Be Determined Agenda Due Date To Be Determined Board Approval of Contract(Tentative) January 1, 2014 Program Effective Date REVISED 2-22-13 KR Page 22 of 48 Packet Page -737- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT B PROPOSAL FORM AND STATEMENT OF COMPLIANCE TO: CCHCC Company Per (Print name) Signature Address City State ZIP List local(Collier County)office address if applicable and provide supporting documentation (Business Tax Receipt). Telephone Fax E-Mail Address: Dunn&Bradstreet# Fed. I.D.# Division of Corporations Registration Number: END OF FORM REVISED 2-22-13 KR Page 23 of 48 Packet Page -738- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT C DRUG FREE WORKPLACE CERTIFICATION FORM In accordance with Florida Statute 287.087, preference shall be given to businesses with drug-free workplace programs. Whenever two or more proposals are equal with respect to price, quality and service are received by the State or by any political subdivision for the procurement of commodities or contractual services; a proposal received from a business that certifies that it has implemented a drug- free workplace program shall be given preference in the award process. Established procedures for processing tie proposals will be followed if none of the tied vendors have a drug-free workplace program. In order to have a drug-free workplace program,a business shall: 1. Publish a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the workplace and specifying the actions that will be taken against employees for violations of such prohibition. 2. Inform employees about the dangers of drug abuse in the workplace, the business's policy of maintaining a drug-free workplace, any available drug counseling, rehabilitation, and employee assistance programs and penalties that may be imposed upon employees for drug abuse violations. 3. Give each employee engaged in providing the commodities or contractual services that are under contract a copy of the statement specified in subsection(1). 4. In the statement specified in subsection(1) notify employees that as a condition of working on the commodities or contractual services that are under contract, the employee will abide by the terms of the statement and will notify the employer of any conviction of, or plea of guilty or nolo- contendere to, any violation of chapter 893 or of any controlled substance law of the United States or any state, for a violation occurring in the workplace no later than five (5)days after such conviction. 5. Impose a sanction on, or require the satisfactory participation in a drug abuse assistance or rehabilitation program if such is available in the employee's community, by any employee who is so convicted. 6. Make a good faith effort to continue to maintain a drug-free workplace through implementation of this section. As the person authorized to sign the statement, I certify that this firm complies fully with the above requirements. Vendor's Signature REVISED 2-22-13 KR Page 24 of 48 Packet Page-739- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT D CERTIFICATION REGARDING DEBARMENT, SUSPENSION INELIGIBILITY AND VOLUNTARY EXCLUSION—LOWER TIER COVERED TRANSACTIONS This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 7 CFR Part 3017, Section 3017.510 Participants responsibilities. The regulations were published as Part IV of the January 30, 1989, Federal Register(pages 4722-4733). ***** BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS ON NEXT PAGE***** (1) The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department of agency. (2) Where the prospective lower tier participant is unable to certify to any of the statements in this certification,such prospective participant shall attached an explanation to this proposal. Organization Name RFP Name& Number Names and Titles of Authorized Representative(s) Signature(s) Date REVISED 2-22-13 KR Page 25 of 48 Packet Page -740- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT D CONTINUED INSTRUCTIONS FOR DEBARMENT CERTIFICATION 1. By signing and submitting this form, the prospective lower tier participant is providing the certification set out herein in accordance with these instructions. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department of agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 3. The prospective lower tier participant shall provide immediate written notice to the person to whom this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction", "debarred", "suspended", "ineligible", "lower tier covered transaction", " participant", "person", "primary covered transaction", "principal", "proposal", "voluntarily exclude", as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of these regulations. 5. The prospective lower tier participant agrees by submitting this form that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 6. The prospective lower tier participant further agrees by submitting this form that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion — Lower Tier Covered Transactions", without modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a perspective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Non-procurement List. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction may pursue available remedies, including suspension and/or debarment. REVISED 2-22-13 KR Page 26 of 48 Packet Page-741- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT E CONFLICT OF INTEREST I hereby certify that 1. I (printed name) am the (title) and the duly authorized representative of the firm of (Firm Name) whose address is , and that I possess the legal authority to make this affidavit on behalf of myself and the firm for which I am acting; and, 2. Except as listed below, no employee, officer, or agent of the firm have any conflicts of interest, real or apparent, due to ownership,other clients, contracts, or interests associated with this project;and, 3. The business nor any authorized representative or significant stakeholder of the business has been determined by judicial or administrative board action to be in noncompliance with or in violation of any provision/contract of the School Board of Collier County, nor has any outstanding past due debt to the School Board of Collier County, Florida;and 4. The School Board of Collier County reserves the right to disqualify RFPs upon evidence of collusion with intent to defraud, or other illegal practices to include circumventing or manipulating the RFP process as required by law, upon the part of the Respondent(s), the District's Professional Consultant(s) or any District employee(s) who may, or may not, be involved in developing RFP specifications and/or firm RFP schedules. Multiple RFPs from an individual, partnership, corporation, association (formal or informal); firm under the same or different names shall not be considered. Reasonable grounds for believing that a Respondent has interest in multiple proposals for the same work shall be cause for rejection of all proposals in which such Respondent is believed to have an interest in. Any and/or all proposals shall be rejected if there is any reason to believe that collusion exists among one or more of the Respondents, the District's Professional Consultant(s) or District employees. Contractors involved in developing a RFP specification or Contractors with knowledge of RFP specifications prior to the advertisement shall be disqualified from participating in the RFP process. EXCEPTIONS (List) Signature: Printed Name: Firm Name: Date: COUNTY OF STATE OF Sworn to and subscribed before me this day of , 20 by , who is personally known to me or who has produced as identification. NOTARY PUBLIC—STATE OF Type or print name: Commission No.: Commission Expires (Seal) REVISED 2-22-13 KR Page 27 of 48 Packet Page -742- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services Notification Regarding Public Entity Crime and Discriminatory Vendor List Requirements and Disqualification Provision A. Pursuant to Florida Statutory requirements,potential Respondents are notified: 287.133(2)(a) A person or affiliate who has been placed on the convicted vendor list following a conviction for a public entity crime may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO for a period of 36 months following the date of being placed on the convicted vendor list. 287.133(2)(b) A public entity may not accept any bid, proposal, or reply from, award any contract to, or transact any business in excess of the threshold amount provided in s. 287.017 for CATEGORY TWO with any person or affiliate on the convicted vendor list for a period of 36 months following the date that person or affiliate was placed on the convicted vendor list unless that person or affiliate has been removed from the list pursuant to paragraph (3)(f). A public entity that was transacting business with a person at the time of the commission of a public entity crime resulting in that person being placed on the convicted vendor list may not accept any bid, proposal, or reply from, award any contract to, or transact any business with any other person who is under the same, or substantially the same, control as the person whose name appears on the convicted vendor list so long as that person's name appears on the convicted vendor list. 287.134(2)(a) An entity or affiliate who has been placed on the discriminatory vendor list may not submit a bid, proposal, or reply on a contract to provide any goods or services to a public entity; may not submit a bid, proposal, or reply on a contract with a public entity for the construction or repair of a public building or public work; may not submit bids, proposals, or replies on leases of real property to a public entity; may not be awarded or perform work as a contractor, supplier, subcontractor, or consultant under a contract with any public entity; and may not transact business with any public entity. 287.134(2)(b) A public entity may not accept any bid, proposals, or replies from, award any contract to, or transact any business with any entity or affiliate on the discriminatory vendor list for a period of 36 months following the date that entity or affiliate was placed on the discriminatory vendor list unless that entity or affiliate has been removed from the list pursuant to paragraph (3)(f). A public entity that was transacting business with an entity at the time of the discrimination resulting in that entity being placed on the discriminatory vendor list may not accept any bid, proposal, or reply from, award any contract to, or transact any business with any other entity who is under the same, or substantially the same, control as the entity whose name appears on the discriminatory vendor list so long as that entity's name appears on the discriminatory vendor list. B. By submitting a proposal, the Respondent represents and warrants that the submission of its proposal does not violate Section 287.133, Florida Statutes, nor Section 287.134, Florida Statutes. C. In addition to the foregoing, the Respondent represents and warrants that Respondent, Respondent's subcontractors and Respondent's implementer, if any, is not under investigation for violation of such statutes. D. Respondent should read carefully all provisions of 287.133 and 287.134, Florida Statutes. REVISED 2-22-13 KR Page 28 of 48 Packet Page-743- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT F NON-DISCLOSURE AGREEMENT For CONFIDENTIAL MATERIALS Reference# NON-DISCLOSURE AGREEMENT For CONFIDENTIAL MATERIALS Reference# RETURN THIS FORM ONLY IF CONFIDENTIAL MATERIALS ARE BEING INCLUDED IN THE SUBMITTAL. PLEASE READ THE SECTION IN THE BID DOCUMENT TO DETERMINE IF THIS APPLIES. THE CONFIDENTIAL MATERIALS WILL ONLY BE HANDED OUT TO THE SELECTION COMMITTEE ON THE DAY OF THE EVALUATION, THEREFORE, THE EVALUATION OF THIS MATERIAL WILL BE LIMITED TO THAT TIME ONLY. Respondent: Address: This Agreement is entered into as of the date of the last signature set forth below between the School Board of Collier County, a political subdivision of the State of Florida (the "District"), and the above named Respondent (hereinafter the "Respondent"). The School Board of Collier County and the Respondent are collectively referred to as the"Parties"and may be referred to individually as a Party. RECITALS WHEREAS, the Respondent possesses certain confidential trade secret materials that it wishes to disclose to the School Board of Collier County for the purpose of responding to a request for proposal or otherwise conducting business with the School Board; and WHEREAS, the School Board desires to review such materials in order to evaluate the District's interest in negotiating and concluding an agreement for the purchase of certain products and services, or otherwise conducting business with the Respondent. NOW THEREFORE, in consideration of the mutual promises and premises contained herein, the receipt and sufficiency of which are hereby acknowledged,the School Board and the Respondent agree as follows: 1. Confidential Materials. The Respondent warrants and represents to the School Board that the materials described in the attached Exhibit A (the "Confidential Materials") constitute trade secrets as defined by Section 812.081(1)(c), Florida Statutes, or financial statements required by the School Board for projects as defined in 119.071(1)(c), Florida Statutes. Subject to the terms and conditions of this Agreement,the School Board agrees REVISED 2-22-13 KR Page 29 of 48 Packet Page-744- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services not to disclose such Confidential Materials to third parties, with the exception of its designated third party consultant(s). 2. Additional Materials. During the course of the negotiations or the business relationship with the School Board, the Respondent may disclose additional confidential or trade secret information to the District in which case the restrictions and obligations on the use and disclosure of the Confidential Materials imposed by this Agreement shall also apply to such additional information to the extent permitted by Florida law. Any such additional confidential or trade secret information shall be duly marked and stamped "confidential" or "trade secret" prior to delivery to the School Board, and shall be subject to this Agreement and Section 812.081(2), Florida Statutes,only if written receipt is provided by the School Board acknowledging receipt of such materials. 3. Exclusions. For purposes of this Agreement, the term "Confidential Materials" does not include the following: (a) Information already known or independently developed by the School Board; (b) Information in the public domain through no wrongful act of the School Board; (c) Information received by the School Board from a third party who was legally free to disclose it; (d) Information disclosed by the Respondent to a third party without restriction on disclosure; (e) Information disclosed by requirement of law or judicial order, including without limitation Chapter 119 Florida Statutes; or (f) Information that is disclosed with the prior written consent of the Respondent, but only to the extent permitted by such consent. 4. Non Disclosure by Respondent. In the event that the School Board discloses confidential or trade secret information to Respondent, the Respondent agrees to not disclose such information to any third party or copy such information or use it for any purpose not explicitly set forth herein without the School Board's prior written consent. Further, upon conclusion of discussions or business transactions between the School Board and the Respondent, or at any time upon request of the School Board, Respondent agrees to return such information(including any copies)to the School Board. 5. Duty of Care. Each Party agrees to treat the other Party's confidential or trade secret information with the same degree of care, but not less than reasonable care, as the receiving Party normally takes to preserve and protect its own similar confidential information and to inform its employees of the confidential nature of the disclosing Party's information and of the requirement of nondisclosure. In the event either Party has actual knowledge of a breach of the nondisclosure requirements set forth in this Agreement, the Party acquiring such knowledge shall promptly inform the other Party and assist that Party in curing the disclosure, where possible, and preventing future disclosures. REVISED 2-22-13 KR Page 30 of 48 Packet Page-745- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services 6. Limitations of Florida Law. Respondent understands and agrees that its assertion that any item is confidential or a trade secret does not, in and of itself, render such material exempt from the Florida Public Records Law, Chapter 119 of the Florida Statutes, and that the School Board's ability to prevent disclosure of confidential and trade secret information may be subject to determination by a Florida court that such materials qualify for trade secret protection under Florida law. In the event a third party makes a public records request for the Confidential Materials or other materials deemed by Respondent to be confidential or a trade secret, the School Board may submit the materials to the court for inspection in camera as set forth in Section 119.07(1)(g) Florida Statutes. Respondent further understands that the School Board may be required to disclose such information if directed by a court of competent jurisdiction. 7. Indemnification by Respondent. In the event of any litigation instituted by a third party to compel the School Board to disclose such materials, Respondent shall, at its sole cost and expense, provide assistance to the School Board in defending the denial of the records request, and shall hold the School Board harmless from any claim for statutory costs and attorneys fees arising from the School Board's refusal to disclose such materials. 8. No Additional Obligations. This Agreement shall not be construed in any manner to be an obligation for either Party to enter into any subsequent contract or agreement. 9. Sovereign Immunity. Nothing in this Agreement shall be deemed as a waiver of immunity or limits of • liability of the School Board beyond any statutory limited waiver of immunity or limits of liability, which has been or which may be adopted by the Florida Legislature, regardless of the nature of any claim which may arise, including but not limited to a claim sounding in tort, equity or contract. In no event shall the School Board be liable for any claim or claims for breach of contract, including without limitation the wrongful disclosure of confidential or trade secret information for an amount which exceeds, individually and collectively, the then current statutory limits of liability for tort claims. Nothing in this Agreement shall inure to the benefit of any third party for the purpose of allowing any claim against the School Board, which would otherwise be barred under the Doctrine of Sovereign Immunity or by operation of law. 10. Notice. Whenever either Party desires to give notice unto the other, it must be given by written notice, sent by registered United States mail, with return receipt requested, addressed to the party for whom it is intended, at the place last specified, and the place for giving of notice in compliance with the provisions of this paragraph. For the present, the Respondent designates the address set forth above as its place for receiving notice, and the School Board designates the following address for such notice: The District School Board of Collier County Purchasing Department 5775 Osceola Trail REVISED 2-22-13 KR Page 31 of 48 Packet Page-746- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services Naples, Florida 34109 11. Governing Law. This Agreement shall be governed by the laws of the State of Florida, and venue for any action arising out of or relating to the subject matter of this Agreement shall be exclusively in Collier County, Florida. 12. Respondent and the School Board hereby expressly waive any rights either may have to a trial by jury of any civil litigation related to this Agreement for any litigation limited solely to the parties of this Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized officers the day and year as set forth below. The School Board of Collier County, Florida BY: NAME: Nancy Sirko TITLE: Director of Purchasing_ DATE: Respondent : BY: NAME: TITLE: DATE: ATTEST: BY: NAME: TITLE: DATE: REVISED 2-22-13 KR Page 32 of 48 Packet Page-747- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT G CERTIFICATION STATEMENT PROHIBITION AGAINST CONTRACTING WITH SCRUTINIZED COMPANIES Not Applicable for this Solicitation REVISED 2-22-13 KR Page 33 of 48 Packet Page-748- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT H STATEMENT OF NO RESPONSE The District School Board of Collier County Office of Purchasing 5775 Osceola Trail Naples, FL 34109 Attn: Nancy Sirko, Director of Purchasing RFP#13—Pharmacy Benefits Management Services We,the undersigned, have decided not to bid for the following reasons. We do not handle products/services in this classification Opening date does not allow sufficient time to complete bid Cannot supply at this time Suitable but engaged in other work Quantity too small Cannot meet required delivery Equivalent not presently available Unable to meet specifications Unable to meet insurance/bond requirements Please remove our name from the vendor file for the commodity listed above Please remove our name from the School Board's entire vendor files Other reasons or remarks We understand that if the"No Bid" letter is not returned by the bid due date, our name may be deleted from the School Board of Collier County's vendor list for this commodity. Company Name Authorized Signature Print Name of Authorized Person Email Address for Authorized Person Telephone Number Fax Number REVISED 2-22-13 KR Page 34 of 48 Packet Page-749- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT I QUESTIONNAIRE A. Eligibility Al. A full eligibility file will be sent to you weekly by CCHCC and their administrator. Please confirm that you can upload files on a weekly basis. File layouts can be provided upon request. A2. Can you accept faxes of employee terminations so that they can be promptly handled to minimize program use by employees and dependents after coverage is terminated? Alternatively, will you allow CCHCC online access to make these changes immediately? How will you reconcile changes made on-line with files received from the medical plan administrator or insurer? A3. As with any eligibility process there is the possibility for files to become out of sync. How do you propose to address this? A4. When would you need to receive the eligibility file in order to have identification cards distributed by December 20, 2013 to each member? A5. The design of the CCHCC health plans are such that a husband, wife and children may be enrolled in separate plans with different pharmacy benefits. Is your system able to handle this? If yes, please describe how identification cards are issued and how the system will process claims correctly when members receive their medications. B. Performance Guarantees and Contract Requirements B1. Describe in detail all performance guarantees you are willing to include in the contract regarding the implementation and ongoing service. Please be specific regarding penalties, incentives and ways to monitor these performance guarantees. The following are required guarantees in addition to the ones you suggest. Please confirm that you agree to each, and indicate the penalty associated with a failure to meet the required measures: • Program implemented and ID cards distributed by December 20, 2013 • Acceptable monthly claims data extracts provided to Verisk and other firms that CCHCC may designate by the 15`h of the close of each month for prior month. • Generic efficiency rates for entire contract period (Generic Fill Rate GFR) • The date by which quarterly and year end reports will be delivered • Discount guarantees for the flowing areas: 1. Retail/Generic 2. Retail/Brand 3. Retail/Specialty 4. Mail/Generic 5. Mail/Brand 6. Mail/Specialty • Mail order processing turnaround time B2. If Generic Fill Rate (GFR) performance falls short of guarantees, will you credit the shortfall on a dollar-for-dollar basis? How will the performance against the goal be calculated? Will you do a separate calculation for retail and mail? If you miss the guarantee, how will you calculate what is due to CCHCC? REVISED 2-22-13 KR Page 35 of 48 Packet Page-750- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services B3. Many times single source generic medications may not be classified as generic. Please fully disclose the instances in which this may occur and how this is addressed in your reporting of performance as compared to guarantees taking into account the requirements outlined above. B4. Are you willing to offer a guarantee not to exceed average drug cost net of specialty medications for 2014 and 2015? If yes, please include this with pricing proposal and outline how this would work. Listed below is a brief example of what CCHCC is interested in: PBM is pleased to offer CCHCC the following guarantee. PBM guarantees that CCHCC's contract year one (2014)pharmacy drug cost on a per member basis will not exceed$xx.xx. PBM guarantees that the CCHCC's contract year two (2015) pharmacy drug cost on a per member basis will not exceed$xx.xx. Details • Provide details of how this will be settled Conditions • Provide any limitations associated with this guarantee. B5. In addition to the required guarantees outlined above, please outline other guarantees you believe are appropriate and the financial penalties you will associate with a failure to reach those goals. Please note that each must stand alone and cannot be offset by exceeding the goals in other areas. B6. What steps do you take on an ongoing basis to minimize claims processing issues? If problems are anticipated due to system upgrades or changes, do you notify clients of this in advance? B7. How do you ensure you are prepared to assist clients in complying with past and emerging requirements related to health care reform? B8. What steps do you take to make sure you are ready to implement changes prior to the required effective date? C. Price and Utilization Management Processes FOR EACH QUESTION, PLEASE DETAIL YOUR RESPONSE SEPARATELY FOR THE RETAIL AND MAIL ORDER PROGRAMS WHERE PROCESSES MAY DIFFER. C1. Please describe your ability to implement a proactive therapeutic alternative program. Under this program, after the first prescription is filled, would you seek authorization from the prescribing physician to dispense a therapeutically equivalent prescription drug on the formulary in place of a more expensive non-formulary or formulary drug? C2.Are you willing to implement a therapeutic MAC pricing? This pricing applies to the generic copayment and limits to reimbursement after the copayment for all medications in a defined class to a predetermined maximum allowable cost (MAC). If the member's cost is higher, they pay the difference. REVISED 2-22-13 KR Page 36 of 48 Packet Page -751- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services For example, a program may apply to Proton Pump Inhibitors (PPIs). If the member wanted a brand name equivalent medication such as Nexium, Protonix or Acifex, payment is limited to the "MAC" amount for Omeprazole. For individuals meeting certain clinical criteria, CCHCC or its designee would have access to your system to allow the patient to access Prevacid or Nexium at the brand name copayment. Please describe whether your system would support this approach and how you would see it working. This may be expanded to other classes of medications such as non-sedating antihistamines in the future. C3. Describe your approach to developing your Maximum Allowable Cost (MAC) program for generics. How many drugs are on your MAC list? What is the effective discount that your MAC pricing yields off of AWP assuming that single source generics are included? Do you bundle generics with rebate negotiations for brand name drugs with manufacturers? How does this affect you MAC pricing? In addition, please confirm the following for CCHCC under both the traditional and pass through pricing approaches quoted: • If the pharmacy bills less than the MAC price, is the client billed for the lesser or MAC or the billed amount(U&C)? • If the employee copayment is less than the MAC price, the actual cost is billed to the employee and what amount, if any, is the employer billed? C5. How often do you update your MAC list in response to the changes in manufacturer prices and the number of firms dispensing a particular drug? How do you control repackaging to prevent a manufacturer from creating its own AWP to circumvent MAC pricing? C6. Do you enforce any MAC programs for name brand drugs based on a common purchase size requirement? C7. Please describe in detail how participating pharmacists are paid under your program. How do your agreements differ from chain to chain compared to independents? What is the typical contract term with each chain? Are the terms of the contract with major chains the same nationally or does it differ by region? C8. Please describe how each of the approaches you quote (traditional and pass though)will provide verifiable transparency in fees, rebates and pricing. A report showing rebates for each quarter does not necessarily mean transparency. How will you prove that the CCHCC is getting full pass through of rebates? Address your position on about transparency; pass through and traditional pricing approaches. Individual employers are seeking full pass through with a guaranteed floor under the traditional pricing quotation. If you have not quoted a separate fee for administration, how will you be compensated? C9. Please carefully review the plan design data in Attachment J and the utilization data in Attachment K. Attachment L contains abridged files. Please provide your per pill pricing as of April 1, 2013 had the terms you are quoting for January 1, 2014, been in force. In other words, apply your discount terms to the current base price used as of April 1, 2013. The retail per pill costs should reflect a weighted average of the current claims distribution between the major chains for your current Florida book of business. Please indicate whether your pricing with these firms applies to the full state of Florida or differs by region. For mail order, apply the proposed terms to your mail per pill mail order pricing as of April 1, 2013. Note: If you believe that a narrow network will provide better terms, please complete duplicate Attachment 0 and Attachment P labeled narrow network and provide the details of that narrow network in Collier County, FL as compared to your standard network. REVISED 2-22-13 KR Page 37 of 48 Packet Page -752- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services Is your pricing for other vendors such as Wal-Mart the same as for CVS and Walgreens or different? C10. Specialty medications is the fastest growing area of pharmacy spend for CCHCC. Please describe your approach to addressing cost trends in this area for CCHCC as an employer and Rx vendor. D. Vendor Information D1. Please confirm your organization's willingness to allow CCHCC the right to independently audit your claims processing unit. D2. Describe the history, organization and ownership of your company. D3. Describe your malpractice and errors and omissions coverage for the mail order program. In addition, provide a copy of the Certificate of Insurance for your Errors and Omissions coverage and all stated insurance requirements. E. Claims Processing, Cost Management Edits and Customer Service E1. Describe the procedure network pharmacists follow to collect proper co-pays and process claims in routine circumstances. E2. Describe the options available to collect co-payments from members under the mail order program when the co-payment is a percent of the cost. E3. Please detail common program edits. For example, does the program have a computer system linking, on a real time basis, the following edits? a. "Too soon" refills b. Duplicate prescriptions c. Number of refills d. Day's supply e. Concomitant therapies E4. Describe your drug utilization review procedures (DUR). Include a list of the criteria used in the DUR evaluation. How do you act on problems uncovered through DUR? E5. Please describe the procedures followed if there is a problem accessing the computer network system. Discuss situations where pharmacists have been unable to access the system and the steps you have taken to ensure such situations will not be repeated. E6. How many times have pharmacists or network pharmacies been unable to access the system in the last 12 months? How have you dealt with it? E7. What are your customer service hours? Are pharmacists available during that time? Provide information for both your retail and mail order services. Please provide information regarding the information that is available to plan members through your member portal web site to help them manage costs; understand the medications they are taking, etc. E8. Describe your capabilities to administer coordination of benefits. What would you project the savings to be? E9. How do you monitor participant satisfaction with your services? REVISED 2-22-13 KR Page 38 of 48 Packet Page-753- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services E10. Will you make a representative available to support the CCHCC during employee meetings to present the new program and change to your firm? Ell. Provide samples of the communication materials you would mail to participants explaining the new program. E12. Please evaluate how well your pharmacy network covers the Collier County area and the U.S. Are you missing any major chains in your broad network? Are you willing to pursue adding pharmacies to your provider network if you are selected as the vendor? Please indicate how successful you have been in upgrading your network for specific clients in the past. Do you provide Internet access to your pharmacy directory? E13. Describe your ability to provide claims history extracts to third party administrators and utilization review firms so data can be mined and integrated data reporting provided. E14. Describe how participants access the mail order pharmacy. Outline the documentation that must be submitted, how prescriptions are filled and anticipated turnaround time, including shipping. Can physicians phone prescriptions to your mail order facility? E15. There have been documented cases of abuse and resale of narcotic medications. How will you detect, act on and prevent such abuses? Keep in mind when responding that pharmacies generally ignore soft edits and do not want to refuse to fill a prescription and hence indirectly imply the patient is abusing a narcotic drug at point of sale. F. Data Reporting and Access F1. Please describe the systems you will utilize and show how you will provide online real time access to utilization data for CCHCC, Willis and/or other designated entities to support analysis and input to decision support. Can Willis and others, as designated by CCHCC, have direct access to this system or will they need to work through an account manager? Lack of direct access will not be viewed favorably. F2. Please provide a sample of your standard quarterly utilization reports both on line and paper. F3. CCHCC will require access to a vendor-provided reporting system to support monitoring physician prescribing patterns, especially those that are employed or affiliated with this vendor system. This must be on line and physician specific. Provide samples of the reports that can be generated from the system. F4. Please confirm that you will be able to accept outstanding pre-authorization orders from the incumbent PBM to ensure continuation of care where applicable. F5. Attachment Q contains details concerning the data extracts needed for Verisk. Please confirm that you can provide the necessary data monthly to support the Verisk system. Do you currently work with Verisk on any other clients today?Approximately how many? F6. The CCHCC employers utilize a Allegiance Benefit Plan Administrators as their TPA. Attachment R contains the data extract that you will need to send to Allegiance on a regular basis. Please confirm you can provide this data on a regular schedule. G. Additional Information G1. In your response, please include the following information: • Copies of your standard prepaid claim submission envelopes, brochures, announcement letter and educational materials that will accompany identification cards. REVISED 2-22-13 KR Page 39 of 48 Packet Page-754- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services • A copy of your proposed contract. • Your standard utilization and expense reports, plus a description of each report. • Copies of your provider directories for the CCHCC for the network you propose to use and your narrow network if quoted. G2. Please confirm that you are able to administer the current plan designs outlined in Attachment M. Assuming that a 20% differential is maintained between formulary and non-formulary medications, are there any plan design changes CCHCC may make that would affect your pricing? If so what are those? G3. What is your source for post AWP settlement pricing? Why did you select that source? How often is it updated? G4. Please describe your approach to formulary development. Please see Attachment P which outlines the current medications on Express Scripts. Please note if the medication is on your formulary and if not what medication(s)is offered in that class that is on your formulary. G6. What is your firm doing in the area of behavioral research and communications that focus on therapy continuance, how people make decisions to change a course of therapy, view generic medications, etc.? G7. What additional member education services can you offer that help make people better consumers and bend trend? H. Group Purchasing Organizations (GPO) Pricing Recently, CCHCC has become interested in the concept of "own use" or Group Purchasing Organizations (GPO) to assist in managing the cost of its pharmacy program. CCHCC understands that certain State organizations as varied as schools, colleges, State health departments, and other related organizations are eligible to utilize an exemption to the Robinson-Patman Act to reduce pharmacy expenditures for their employees, retirees, and their dependents. By participating in purchasing cooperatives known as Group Purchasing Organizations, these organizations can save material amounts on their pharmaceutical drug cost. The ability to purchase for "own use" populations implies a significant and substantial savings opportunity for GPO-qualified organizations, including state and local government institutions. GPO agreements typically offer the greatest savings on high-cost brand name medications that are used to treat chronic or recurring conditions. These items are oftentimes the greatest individual cost drivers of an institution's pharmacy benefit. Since twenty percent of all medications generally drive a significant portion of pharmacy costs, CCHCC wants to focus on these high cost items in exploring an "own use" program to relieve ever-increasing pharmacy benefit costs. To assist in assessing your capabilities in this area, please answer the following: H1. Does your organization have experience with public bodies and hospital providers in implementing such a program? H2. What was the structure of the program, and how did it work? H3. For individual employers would you recommend a mail only or mail and limited retail network for GPO pricing? REVISED 2-22-13 KR Page 40 of 48 Packet Page-755- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services H4. Please see the Attachment P of the top 50 brand-name medications and complete that Attachment P utilizing your assumptions if GPO pricing would apply to all these medications. H5. Please complete a separate Attachment for own use pricing applied to these 50 medications. H6. What do you believe is the overall savings potential to CCHCC if it were to implement such a program? H7. What is your overall opinion of these programs and whether you believe they would benefit CCHCC? H8. Please describe the typical approach you have utilized with a client to optimize the use of GPO pricing for their medical plan and its employees. I. Specialty Medications Management 11. Cost in this area is growing rapidly; why do you think this is happening? 12. What are your plans to assist CCHCC in addressing Specialty trends? 13. Provide detail on how you manage costs for medical specialty medications across diverse sites of service for CCHCC (e.g., percentage of dollars hospital inpatient, outpatient, patient home, etc.) 14. Detail your efforts to manage drug trend on medical specialty and control costs at the drug level. 15. Provide a breakdown of medical specialty drug spend by condition and related costs for CCHCC. 16. How do you support Specialty patients/customers holistically? 17. How are you preparing for Biosimilars? 18. How are you thinking about innovation within Specialty Pharmacy plan design? How does CCHCC design impact the Specialty Design? 19. Where else do you see specialty innovation on the medical benefit? 110.How are you planning to optimize pharmacogenomics/pharmacogenetics in your Specialty strategy? REVISED 2-22-13 KR Page 41 of 48 Packet Page-756- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT J—PLAN DESIGN (See Attached SPD) ATTACHMENT K—HISTORICAL UTILIZATION DATA (See File Attachments) ATTACHMENT L—PRICING DATA PER PILL PRICES—REPRICE BOTH ATTACHMENTS(BY COUNT AND BY COST)AS OF 3/1/2013 (See Attachments) REVISED 2-22-13 KR Page 42 of 48 Packet Page-757- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT M FINANCIAL TERMS (Complete separately and clearly label traditional/pass through/broad/narrow network options) PBM Name and Pricing Approach: 2014 2015 Retail Administrative fee per employee per month Administrative fee per claim Dispensing fee: a. Brand legend b. Generic legend c. Compounded drugs d. Non-legend e. Specialty Basis of claim payment to retail pharmacy (% off AWP)*: a. Brand medications (guaranteed discount) b. Generic(guaranteed discount) c. Compounded drugs (guaranteed discount) d. Non-legend (guaranteed discount) e. Specialty (guaranteed discount) *If your claim payment to pharmacies is other than a percent off AWP, please describe your approach and estimate what the expected savings off AWP will be. Rebates 2014 2015 Minimum Guaranteed or Estimated Rebate for all Retail Scripts Implementation Credit REVISED 2-22-13 KR Page 43 of 48 Packet Page-758- 9/24/2013 11.G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT N - CONTINUED 2014 2015 Other Fees- Please Specify* *List each type of fee (e.g., ID cards, data reports,toll-free lines, concurrent drug utilization reviews, etc.) REVISED 2-22-13 KR Page 44 of 48 Packet Page-759- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT N -CONTINUED PBM Name and pricing approach: 2014 2015 Mail Order Administrative fee per employee per month Administrative fee per claim Dispensing fee a. Brand legend b. Generic legend c. Compounded drugs d. Non-legend e. Specialty Basis of claim payment to retail pharmacy (% off AWP) f. Brand medications (guaranteed discount) g. Generic(guaranteed discount) h. Compounded drugs (guaranteed discount) Non-legend (guaranteed discount) j. Specialty(guaranteed discount) *If your claim payment to pharmacies is other than a percent off AWP, please describe your approach and estimate what the expected savings off AWP will be. Rebates 2014 2015 Minimum Guaranteed Rebate for all mail order Scripts When completed you should have provided pricing attachments labeled as follows: 1. Broad Network Guarantees 2. Broad Network Full Pass Through 3. Narrow Network Guarantees 4. Narrow Network Full Pass Through 5. GPO Pricing REVISED 2-22-13 KR Page 45 of 48 Packet Page-760- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services In addition, please address the following questions concerning the terms you have quoted: 1. Are discounts calculated on an aggregate minimum post-AWP Settlement basis? If not, what is the basis? 2. Are zero-balance claims charged to the plan or plan member based on the actual cost charged and submitted for payment NOT the contacted rate or valued at 100% discount? If you have a different approach, detail how you handle such claims. 3. Are any medications excluded from calculations of guarantees? If any are excluded, please outline which medications and under what circumstances these medications will be excluded. 4. Do composite discount guarantees exclude U&C, compound, and OTC claims from the calculation? If not, which are included in the calculation? 5. Will composite discounts contain any shared savings elements? If so, what are they? 6. Do discounts in excess of guarantees accrue to the benefit of the CCHCC for all of your quoted arrangements or just the ones with full pass through? 7. Do your composite brand and generic discount guarantees assume that single source generics or originator medications are included in the generic category or brand for purposes of the guarantees and calculation of such guarantees? 8. Please provide a detailed definition of what you consider to be single source generics within your contact and for purposes of calculating guarantees. NOTE: AS ALLUED TO IN THIS RFP, EACH EMPLOYER HAS THE RIGHT TO INDIVIDUALLY ACCEPT OR REJECT YOUR PROPOSAL. THE QUOTES YOU PROVIDE SHOULD BE BASED ON THE ASSUMPTION THAT THE CCG, DSBCC AND NCH ALL ELECT YOUR FIRM. IF WOULD NOT BE THE CASE, PLEASE OUTLINE WHAT ADJUSTMENTS WOULD BE MADE IN YOUR QUOTE IF ONLY TWO OR ONE EMPLOYER ELECT TO CONTRACT WITH YOU. REVISED 2-22-13 KR Page 46 of 48 Packet Page-761- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT 0 CONTRACT TERMS There is considerable variance in contract terms between PBMs that affect the terms quoted. Please note how your proposed contract with CCHCC addresses each of these items. Further, please comment on why your agreement is structured the way it is. How do you define each of the following? 1. The "Adjudicated Dispensing Fee" 2. The "Adjudicated Ingredient Cost" 3. The"Average Wholesale Price" or"AWP" 4. A"Brand" claim 5. A"Covered Drug(s)" 6. A"Dispense As Written"or"DAW' claim 7. A"Generic" claim 8. The "Ingredient Cost" of a claim 9. "MAC" or"Maximum Allowable Cost" 10. A"Member's Copayment" 11. A"Paid" claim. 12. A claim's"Sales Tax" 13. "Usual and Customary" or"U&C" REVISED 2-22-13 KR Page 47 of 48 Packet Page-762- 9/24/2013 11 .G. RFP#156-6/13, Pharmacy Benefits Management Services ATTACHMENT P FORMULARY COMPARISON Please provide 2 lists: 1) Drugs on your Formulary and not on ESI's 2) Drugs on ESI's Formulary and not on yours and what your proposed replacement is. (Attachment will be provided in Addendum) ATTACHMENT Q VERISK DATA FILE LAYOUT (See File Attachments) REVISED 2-22-13 KR Page 48 of 48 Packet Page-763- f,�t �F,,,�, 9/24/2013 11 .G. ,tr rc"nor ' PURCHASING DEPARTMENT Collier County Public Schools July 5, 2013 Addendum#1 RFP#156-6/13 Pharmacy Benefits Management Services/CCHCC Please be advised that as of this date, Friday,July 5, 2013, it has been determined that the dates that the School Board and Consortium Members will be interviewing the Finalists selected for the Pharmacy Benefits Management Services will be Wednesday, 8/7/13 and Thursday, 8/8/13. Please keep these dates open in the event your firm is chosen. This addendum shall modify and become part of the above referenced Request For Proposal (RFP). As it forms an integral part of the RFP, it must be executed and returned with the bidder's response to the RFP no later than 2:00 p.m., Friday,July 19, 2013. Failure to do so may be reason for disqualification of the non-responding vendor. Nancy Sirko r a5c i. D Director of Purchasing Signature/Date Print Name/Title Firm Packet Page-764- Selltatif, 9/24/2013 11.G. ,0014k 0041k,,Oik E3. ir vh.577one5:Diszicei31))/3.77aTi..,,aol'ol 94-.N...al3f0Alesoxis':f;c(2310°Tnr9id)377a34_11)0°974 rn'tbniersch Packet Page-765- 4tri 4chot, 9/24/2013 11.G. o ser(`nut PURCHASING DEPARTMENT Collier County Public Schools July 10, 2013 Addendum#2 RFP#156-6/13 Pharmacy Benefits Management Services/CCHCC Please be advised that as of this date, Wednesday,July 10, 2013,the following questions have been posed by several prospective bidders. All questions are listed and answered on Attachment A. This addendum shall modify and become part of the above referenced Request For Proposal (RFP). As it forms an integral part of the RFP, it must be executed and returned with the bidder's response to the RFP no later than 2:00 p.m.,Tuesday,July 23, 2013. Failure to do so may be reason for disqualification of the non-responding vendor. Nancy Sirko t14.80f,4:44o Director of Purchasing Signature/Date Print Name/Title Firm El . El S�7SOsceola Trail -Naples,-Florida34D9 L *i Phone:.(239)3774)034 'FAX:(239)377-0974 www,cnllierschools,com .., Packet Page-766- "�` 9/24/201311G. Addendum #2 QUESTION 1: Do you have the attachments that were uploaded on Demand Star available in Word or Excel format for us to respond to the questionnaire? RESPONSE: PLEASE USE DOCUMENTS IN THE FORMATS PROVIDED. QUESTION 2: Will we receive any detailed pharmacy data?Please reference the attached document as an example of what we need. RESPONSE: DETAILED PHARMACY DATA IS PROVIDED AS PART OF THIS ATTENDUM AS "ATTACHMENT S —DETAILED CLAIMS DATA". QUESTION 3: Attachment K: Financial Terms. Is a claims data file available in order to provide a comprehensive financial analysis, including more accurate estimated rebates? RESPONSE: DETAILED PHARMACY DATA IS PROVIDED AS PART OF THIS ATTENDUM AS "ATTACHMENT S —DETAILED CLAIMS DATA". QUESTION 4: RFP Page 7,3.05 Proposal Form: Each respondent shall submit nine(9) complete sets of the Proposal Submittals: One(1) hard copy marked "ORIGINAL"with fee structures in a sealed envelope Eight(8) hard copies marked "COPY" Two(2) COMPLETE electronic copies on CD's,in PDF format(Excel spreadsheets shall not be recorded in PDF). Note solicitation number and name of company on the disk. If a Non-disclosure agreement is signed and confidential materials are submitted,such confidential materials shall be Item B. A. We would like to confirm that all of the hard copies should include all material(even confidential material). RESPONSE: The original should include all material including confidential material. The 8 copies should include all material with the exception of the confidential material. B. We would also like to confirm that confidential material should not be included on the master CD but should be included on the second CD. RESPONSE: Confidential material should not be included on the second CD. C. Finally, we would like to confirm that a third CD would contain just the confidential material(as well as the signed NDA)as indicated in the instructions. Aloft Packet Page-767- 9/24/2013 11 .G. RESPONSE: That is correct. QUESTION 5: RFP Page 10,3.14 Insurance Requirements: Such certificates must contain a provision for notification to the Board thirty(30)days in advance of any material change in coverage or cancellation. Will the Contractor's proposal be rejected if its insurance carrier will only endeavor to provide notification to the Board thirty(30)days in advance of any material change in coverage or cancellation? RESPONSE: Yes QUESTION 6: RFP Page 10,3.14 Insurance Requirements and 6. Network Security and Privacy Coverage,Each claim:$5,000,000, Per Occurrence: $5,000,000. Will the Contractor's proposal be rejected if it does not carry this type of policy? RESPONSE: Yes QUESTION 7: RFP Page 13,Records and Right to Audit 3.27: The respondent shall maintain such financial records and other records as may be prescribed by CCHCC or by applicable federal and state laws, rules and regulations.The respondent shall retain these records for a period of five(5)years after final payment,or until they are audited by CCHCC,whichever event occurs first.These records shall be made available during the term of the contract and the subsequent three year period for examination,transcription and audit by CCHCC,its designees or other entities authorized by law. Please confirm that records must be available:(a)during the term of the contract; (b)during the three- year period subsequent to contract termination, which is also included in (c)the five years after final payment or until an audit by CCHCC. RESPONSE: That is correct. QUESTION 8: RFP Page 37,C.9: Attachment L contains abridged files. Please provide your per pill pricing as of April 1,2013 had the terms you are quoting for January 1,2014, been in force. In other words,apply your discount terms to the current base price used as of April 1,2013.The retail per pill costs should reflect a weighted average of the current claims distribution between the major chains for your current Florida book of business. Please indicate whether your pricing with these firms applies to the full state of Florida or differs by region. For mail order,apply the proposed terms to your mail per pill mail order pricing as of April 1,2013. Attachment L requests per pill pricing as of March 1, 2013, whereas the RFP requests per pill pricing as of April 1, 2013. Can CCHCC please confirm which date should be used? RESPONSE: PLEASE USE THE PER PILL PRICING AS OF APRIL 1, 2013. QUESTION 9: RFP Page 37,C.9: Note: If you believe that a narrow network will provide better terms, please complete duplicate Attachment 0 and Attachment P labeled narrow network and provide the details of that narrow network in Collier County,FL as compared to your standard network. Can the Packet Page-768- 9/24/2013 11.G. attachment letters be confirmed? Attachment 0 currently requests definitions of contract terms and Attachment P(to be provided via an addendum)currently requests a formulary comparison. RESPONSE: PLEASE USE THE DATA FROM THE NEW"ATTACHMENT P—ESI FORMULARY LIST" PROVIDED WITH THIS ADDENDUM. PLEASE BE SURE TO COMPLETE THE TWO FORMULARY COMPARISON LISTS AS REQUESTED IN ATTACHMENT P OF THE ORIGINAL RFP. YOU ONLY NEED TO COMPLETE A SEPARATE FORMULARY COMPARISON AND OTHER DOCUMENTS IF THERE ARE DIFFERENCES IN THE FORMULARY OR CONTRACT PROVISIONS WITH YOUR NARROW VERSUS BROAD NETWORK. QUESTION 10: RFP Page 39, F6: Attachment R contains the data extract that you will need to send to Allegiance on a regular basis. Please confirm that you can provide this data on a regular schedule. Is Attachment R pending release? It does not seem to be included with the rest of the proposal materials currently available on the DemandStar website. RESPONSE: YES. PLEASE SEE THE ATTACHED"ATTACHMENT R—TPA DATA EXTRACT"WHICH IS PROVIDED WITH THIS ADDENDUM. QUESTION 11: RFP Page 40,G4: Please describe your approach to formulary development. Please see Attachment P which outlines the current medications on Express Scripts. Please note if the medication is on your formulary and if not what medication(s) is offered in that class that is on your formulary. Please confirm that Attachment P is pending release as of 7.3.13, when these questions were prepared. Is there a target date for providing this attachment? RESPONSE: PLEASE USE THE DATA FROM THE NEW"ATTACHMENT P—ESI FORMULARY LIST" PROVIDED WITH THIS ADDENDUM. PLEASE BE SURE TO COMPLETE THE TWO FORMULARY COMPARISON LISTS AS REQUESTED IN ATTACHMENT P OF THE ORIGINAL RFP. THEN, FOR THE MEDICATIONS NOT ON YOUR FORMULARY, PLEASE NOTE WHAT MEDICATION(S) IS OFFERED IN THAT CLASS THAT IS ON YOUR FORMULARY. QUESTION 12: RFP Page 41, H.4: Please see the Attachment P of the top 50 brand-name medications and complete that Attachment P utilizing your assumptions if GPO pricing would apply to all these medications. Please confirm that the RFP is actually referring to Attachment L(Top 50 by ING). RESPONSE: CORRECT. THE TOP 50 BRAND-NAME MEDICATIONS IS ATTACHMENT"L". THIS QUESTION IS RELATED TO GPO PRICING. IF YOU ARE GOING TO QUOTE GPO PRICING, PLEASE PROVIDE THE TOP 50 BRAND AND GENERIC FOR BOTH RETAIL AND MAIL ORDER WHICH WOULD REFLECT YOUR GPO PRICING VERSUS THE STANDARD PRICING AVAILABLEUNDER YOUR RETAIL AND MAIL ORDER NETWORKS. QUESTION 13: RFP Page 43-45,Attachments M and N: Financial Terms. Please confirm that Attachment M includes Retail Financial Terms(p. 43-44)and Attachment N(p. 45)includes Mail Financial Terms. RESPONSE: CORRECT. "ATTACHMENT M" IS FOR RETAIL AND "ATTACMENT N" IS FOR MAIL ORDER. Packet Page-769- 9/24/2013 11 .G. QUESTION 14: RFP Page 46, NOTE:As alluded to in this RFP,each employer has the right to individually accept or reject your proposal. The quotes you provide should be based on the assumption that the CCG, DSBCC,and NCH all elect your firm. If that would not be the case,please outline what adjustments would be made in your quote if only two or one employer elects to contract with you. Page 21 of the RFP states: "This RFP process and the terms you provide are to be based on the assumption that all of the entities that make up the CCHCC contracting with your organization collectively for the contract term. Any and all entities reserve the right independently or collectively to not contract with the respondent. If any one entity elects not to participate, your proposal becomes null and void." If adjustments are outlined to address a scenario in which only one or two entities elect to contract with the bidder, would the proposal remain valid? RESPONSE: PLEASE COMPLY WITH THE REQUEST ON PAGE 46. PLEASE PROVIDE PRICING FOR ALL OF THE MEMBERS TOGETHER AS WELL AS EACH EMPLOYER INDIVIDUALLY AS WELL AS ANY COMBINATION OF THE TWO EMPLOYERS. QUESTION 15: The RFP states the total number of CCHCC covered lives is 22,100. Does this include the Sheriff's Department? RESPONSE: YES. A. If yes,what is the total covered lives without the Sheriff's department since they are not in scope for this RFP? RESPONSE: PLEASE SEE ATTACHMENT K FOR A BREAKDOWN OF MEMBERSHIP BY EMPLOYER. EACH EMPLOYER'S DATA IS ON A SEPARATE TAB. QUESTION 16: Will vendors be receiving detailed claims data, inclusive of a group identifier in order to assist in knowing which member belongs to which group and has which plan design? RESPONSE: YES. DETAILED PHARMACY DATA IS PROVIDED AS PART OF THIS ATTENDUM AS "ATTACHMENT S—DETAILED CLAIMS DATA". QUESTION 17: What specialty arrangement does CCHCC currently have with their PBM? Open? Exclusive? RESPONSE: THE CURRENT ARRANGEMENT IS EXCLUSIVE WITH CURASCRIPT. MEMBERS AR ALLOWED ONE (1) FILL AT RETAIL AND THEN THEY MUST FILL THROUGH CURASCRIPT. QUESTION 18: RFP Page 40,G4. Please describe your approach to formulary development.Please see Attachment P which outlines the current medications on Express Scripts.Please note if the medication is on your formulary and if not what medication(s) is offered in that class that is on your formulary." A. We do not have access to "Attachment P"—can you please provide? RESPONSE: PLEASE USE THE DATA FROM THE NEW"ATTACHMENT P—ESI FORMULARY LIST" PROVIDED WITH THIS ADDENDUM. PLEASE BE SURE TO COMPLETE THE TWO FORMULARY COMPARISON LISTS AS Packet Page-770- 9/24/2013 11.G. REQUESTED IN ATTACHMENT P OF THE ORIGINAL RFP. THEN, FOR THE MEDICATIONS NOT ON YOUR FORMULARY, PLEASE NOTE WHAT MEDICATION(S) IS OFFERED IN THAT CLASS THAT IS ON YOUR FORMULARY. QUESTION 19: Availability of the most recent 12 months of prescription claims data for CCHCC. In order to provide the best financial response to this RFP we would really like to have this important data. Will this be released? RESPONSE: DETAILED PHARMACY DATA IS PROVIDED AS PART OF THIS ATTENDUM AS "ATTACHMENT S —DETAILED CLAIMS DATA". QUESTION 20: In reviewing attachment K, can you please confirm that the column labeled"Avg Mbr Count"represents the number of utilizers, and not the enrollees. RESPONSE: CONFIRMED. QUESTION 21: Please confirm that these numbers(in attachment K) do not include those of the Sherriff's Office(CCSO), since they have elected not to participate. RESPONSE: CONFIRMED. EACH EMPLOYER'S DATA IS ON A SEPARATE TAB. QUESTION 22: On Attachment N, are bidders required to provide a quote for each (e.g. broad network, narrow network)or is it the vendor's choice? RESPONSE: VENDORS ARE NOT REQUIRED TO PROVIDE A QUOTE FOR EACH, BUT PRICING FOR EACH WOULD BE PREFERRED. Packet Page-771- 9/24/2013 11 .G. CCG, DSBCC and NCH Finalist Interview Questions August 8th, 2013 You have twenty(90)minutes to present your response to the following questions. The group may have additional questions following your presentation over the following thirty(30)-minute period. The group is familiar with you your organization and background so please keep introductions to a minimum and focus on concise answers to the questions posed. Topic 1—Responsiveness to Presentation;Ability, Capacity and Skill of Propose. 1. Knowing what you do about the CCG, DSBCC and NCH, what would be your objectives (beyond the basics of implementation and claims processing) over the next two years? How would you measure the results of your efforts? Topic 2—Specialty Drug Experience 1. All respondents seem to have identical responses relative to specialty medication. Exclusive home delivery, prior authorization,therapy management, appropriateness of therapy, formularies, etc. have evolved and been put into play over the last three years. The story sounds good but it isn't compelling with respect to controlling specialty cost. Realistically, do you think anything can really be done to better control these escalating costs and if so,what would that be? Topic 3—Approach and Methodology 1. The employers all value the integration of pharmacy and medical claims data through their TPAs. They will want to ensure the data is fully-integrated in order to better understand utilization, disease management and total health of their population. Describe how you would integrate your data with BCBSFL,Allegiance and CHP to support overall management of the cost of their health plans. What is the process to set up the integration? What fees, if any, apply to integrating the pharmacy data with our TPA's system? 2. NCH as a health system is moving towards the creation of an ACO with Blue Cross Blue Shield of Florida.The public employers are very interested in this concept. How will you support the employers' efforts in this area? Topic 4-Implementation and Ongoing Service Strategy 1. Describe your implementation process in detail,and clarify the role of your team members during that process. 2. Both member education and physician/provider education are extremely important to this group. Describe your approach to addressing both, and describe the flexibility you have to create custom education and communication materials and initiatives for both parties. Packet Page-772- 9/24/2013 11.G. Topic 5—GPO Pricing 1. CCHCC employers may consider GPO Pricing in the future. NCH as a health care provider is very interested in leveraging own use pricing.The public employers also understand that they have the opportunity to leverage GPO pricing. They're very interested in what the State of Oregon and other public bodies have accomplished in this area. Please outline what actual experience you've had with GPO pricing, how you would make it available,and what the expected savings would be. Topic 6—Lowest Cost Channel 1. The plan design of each individual employer utilizes coinsurance versus a fixed copayment for medications. One of the reasons this was implemented was to get members more engaged in shopping around for the lowest cost. This recognizes there is significant difference in the cost of having an identical prescription filled at Walgreens versus Costco. Please describe how you will support educating plan members about the difference in cost between pharmacies and how using that information can benefit both the member and employer. 2. Also please comment on mail order. The employers have all experienced significant issues with mail order costs.This is especially true with respect to the cost of generic drugs through mail order versus retail. This is why they will not adopt a mandatory mail order program. Please address this issue within the context of driving people to the lowest channel of cost in conjunction with a voluntary mail order program. Topic 7—Value Based Plan Design and Wellness 1. All the employers have extremely robust population management processes in place.There are significant incentives to employees to complete regular health screening processes to identify the presence of chronic disease and participate in programs designed to address them.The group is considering offering 100%coverage for certain generic medications associated with the treatment of chronic disease. Have you had experience in supporting this approach? If so,for what disease types have you seen this work, and how do you go about administering such a program? Topic 8—Support to CHP 1. Through Community Health Partners(CHP)the group has a close working relationship with local providers.This relationship goes beyond simply negotiating discounts and attempts to address quality practice and prescribing patterns. Further, CHP is responsible for many pharmacy prior authorization programs such as overrides for the therapeutic MAC process for PPIs. Please comment on how you will support CHP in its efforts to educate providers regarding pharmacy cost, administer prior authorization programs and work in partnership with the employers to mitigate pharmacy trends. Topic 9—Fixing Problems 1. In spite of everyone's best efforts errors do occur. What is important to the employers is how responsive the PBM is in fixing problems once they are brought to their attention. They Packet Page -773- 9/24/2013 11 .G. have experienced too many cases where problems just aren't resolved promptly leaving the member without their medication or reimbursement.This will not be tolerated, and the employers want you to agree to and comment on the following service guarantees and the penalties associated with them: • The member cannot get a prescription filled due to an issue with your system. If the employer authorizes payment,you will make arrangements to direct the member to the original pharmacy or another nearby that will fill the prescription and collect only the applicable copayment from the member. This must be resolved that day or a penalty of $5,000 will apply for each occurrence. • The member does not receive reimbursement on a timely basis on a member pay claim. If the employer contacts you and authorizes payment to the member it will be made and the check overnighted to the member within 48 hours. A penalty of$5000 will apply for each occurrence when such check is not created and mailed to the member within 48 hours • Compound medications do not process and result in delays in payment of these claims when they are submitted by the member. Members have had continuing issues filling compound medications at the following pharmacies:Clinical Compound Pharmacy, Creative Scripts and Walgreens at the Vineyard. Are these pharmacies in your network? Will you guarantee if there is a problem in processing a claim that you will either: 1. Arrange for the prescription be filled at point of sale for the appropriate member co-pay or 2. If the member has to pay the pharmacy, process with the claim with client authorization and provide member reimbursement within five days of notification and receipt of authorization. A$5000 penalty per occurrence will apply to claims not processed for payment and/or not received when authorized within five days. • Member did not receive a specialty medication. If contacted by the employer and authorized,the member must receive overnight delivery within 24 hours. Penalty of $5000 will occur for each occurrence for this time frames not met. Packet Page -774- 9/24/2013 11.G. Undisclosed spontaneous questions for group to ask: The PBM industry is increasingly utilizing contract language to manipulate quoted discounts and guarantees to provide the illusion of more attractive terms when in reality there is no net improvement. This is an area of increasing frustration for the employers. How will your organizations philosophy and agreement with them address this issue? 2. How will you proactively help CHP and the employers address abuse of narcotic prescriptions? 3. The PBM industry gets rebates. We understand that there are other incentives from drug manufacturers which are not classified as rebates. Please describe the magnitude of these incentives to your organization, how they are used, and whether you would consider passing them on to the clients? 4. Your financial proposal helped to place you as a finalist in our selection process. All vendors claim to offer significant savings. If you were the incumbent, other PBMs would show savings over your results.This has caused us distrust the industry. If you are awarded the contract,what steps will you take and how will you prove that your program will be competitive over the term of the agreement? Willis Packet Page-775-