HomeMy WebLinkAboutContract 29361 CITY SECRETARY
CONSULTING AGREEMENT CONTRACT No.
This Consulting Agreement ("Agreement") is made and entered by and between the City of Fort
Worth ("City of Fort Worth") and BENAT, Incorporated("Auditor"and"Business Associate").
Article I: Recitals
Section 1.01: Parties
a. City of Fort Worth, a Texas home-rule municipality, provides life, medical, dental, and
other related insurance or benefit coverage for their employees.
b. BENAT Incorporated is a health benefits analysis and auditing company with home
offices at 8310 S. Valley Hwy, Road, 3d floor, Englewood, CO 80112
C. City of Fort Worth desires to engage the services of Auditor to perform the duties and
functions set forth in this Agreement, and Auditor desires to perform such duties for City
of Fort Worth, on the terms and conditions set forth herein.
Section 1.02: Purpose
The parties enter into this Agreement in order conduct an Audit of United Health Care for the
purpose of ensuring accountability and compliance with contractual requirements and verifying
the appropriate administrative procedures and control measures are in place. This agreement
provides a full statement of respective responsibilities. This Agreement supersedes any and all
other understandings or Agreements between the parties, either oral or in writing, with respect to
the subject matter hereof; any understanding, Agreement, statement, or promise relating to the
subject matter hereof that is not contained in the Agreement or an addendum hereto shall not be
valid or binding.
Article II: Rights and Obligations of Parties
Section 2.01: Auditor
City of Fort Worth seeks to retain Auditor as its consultant.
Section 2.02: Independent Contractor
Auditor is and shall at all times be deemed to be an independent contractor and shall be wholly
responsible for the manner in which Auditor performs the services required of him by the terms
of this Agreement. Nothing herein contained shall be construed as creating the relationship of
employer and employee, or principal and agent, between City of Fort Worth and Auditor or any
of Auditor's agents or employees. Auditor assumes exclusively the responsibility for the acts of
his employees as they relate to the services to be provided during the course and scope of their
employment. Auditor, its agents and employees, shall not be entitled to any rights or privileges
of employees of City of Fort Worth and shall not be considered in any manner to be City
employees.
Section 2.03: Competition
So long as this Agreement remains in effect, the Auditor shall not without the consent of City of
Fort Worth accept any employment by, make financial investment in, become actively interested
in, take part in the affairs of, or give advice and counsel to, the third party administrator, United
HealthCare, who currently administers the City of Fort Worth's health and welfare plans, during
the term of this agreement. When negotiating with any third party on behalf of City of Fort
Worth, Auditor shall at all times represent the interests of the City of Fort Worth, only the City
of Fort Worth and shall not represent the interests of any third party.
Section 2.04: Outside Services
The Auditor may engage in, and be separately compensated for, any business or activity, so long
as the service, investment, or activity does not violate the provisions of Section 2.03 of this
Agreement or interfere with the services required to be provided by the Auditor to City of Fort
Worth under the terms of this Agreement.
Section 2.05: Compensation
All Auditor fees are based on the amount of time and work necessary to complete the requested
audit project. Auditor will be paid$55,000 to complete the electronic and operational audit
projects. This fee assumes the inclusion of all expenses. The $55,000 fee shall include travel,
airfare, transportation costs, lodging, meals, and all incidental travel expenses. The $55,000 fee
assumes an electronic claims audit and an operational review will be examined by Auditor on-
site. Auditor will also be paid$7,500 for any statistically valid random sampled audit
performed along with the electronic claims audit.
Advance written permission shall be required from the City of Fort Worth for any fees not
mentioned in the above paragraph. If the Electronic audit is not performed the fees for the
random audit would increase as certain economies are achieved by performing them both at the
same time.
In the event that this audit is terminated by either party, prior to issuance of the final report, the
City will reimburse Auditor for all time and expenses incurred up to the time of termination of
the agreement based on the average hourly rate of$150 per hour and limited to the maximum
dollar amount quoted under this agreement.
Auditor's maximum liability to the City, arising for any reason relating to services rendered
under this proposal, shall be limited to the amount of professional fees paid for these services.
Additional services requested over and above the scope of services would be at an hourly rate of:
President $150 HR; Senior Auditor $100 HR; Administrative Support $55 HR.
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Section 2.06: Scope of Services
I. The Auditor will:
a. provide the necessary expertise and knowledge to assist the City of Fort Worth in
reviewing the claims activities of United HealthCare ("United") on behalf of the City's
health benefit plans, including, evaluation of claims related computer hardware and
software at United HealthCare, compliance related issues, Provider management, and
claims processing.
b. conduct meetings with necessary staff at United HealthCare to access the administration
practices of United HealthCare.
II. When made available by United, the Auditor will examine the following Administrative
Procedures
a. staff assignments and division responsibilities, including contact names, phone numbers,
e-mail addresses, and physical addresses for nationwide personnel
b. transfer and verification of eligibility data, to include verification of dependent
status
c. new member and replacement ID card issuance within allowable time frames
d. customer Service issues including enrollment, eligibility, COBRA continuants, COBRA
eligibility and testing
e. provider retention to include an analysis of Medicare and Non-Medicare providers
III. When made available by United, the Auditor will examine Claims Operations and:
a. clarify and confirm claims are processed in accordance with the providers established
administrative procedures
b. confirm that claims are being processed in accordance with the City's Summary Plan
document
c. If a random sample audit is requested by the City, Auditor will review and assess
financial, procedural, and payment accuracy based on a statistically significant random
statistical sampling or judgmentally selected sample
d. review the third party recovery procedures for Workers' Compensation, automobile
accidents, and other responsible parties and determine if they are followed in accordance
with standard insurance industry protocols. .
f. verify allowances are within appropriate fee schedules (i.e. provider and facility discounts)
f. when possible identify error patterns or trends; identify causes, assess effects, and
provide recommendations for corrections
g. confirm accuracy of benefit accumulators (i.e., deductibles, out-of-pocket maximums, co-
insurance and co-payments)
h. identify and recover of erroneous payments
i. examine the accuracy of automated and manual claims processing functions
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j. examine internal controls for accuracy of processing and payment and support
documentation that establishes whether or not United is in compliance with its
benchmark performance standards
k. if available, perform a review of internal vendor audits (e.g. pharmacy reviews)
1. review case management function and performance.
IV. If the City requests a random sampled audit to be performed, the auditor will confirm
performance guarantees and contractual obligations are being met in the following areas:
a. Timeliness of claims processing
b. Financial accuracy of claims processed
c. Procedural accuracy of claims processed
d. Customer service response time
e. Customer service satisfaction
V. The Auditor will prepare and disseminate a written report of documents, which may be
necessary to fully describe the findings of the audit and any advice and counsel regarding the
outcome of the audit. It is understood that all reports, analysis and advise provided by Auditor
will be based on the information provided by the City of Fort Worth or an agent of the City of
Fort Worth and that any erroneous information provided to Auditor may affect the accuracy of
any analysis and/or advice.
The report is to include the following:
a. general statement of audit objectives
b. list of claim adjudication and administration procedures evaluated
c. summary of audit steps and sampling methodology if utilized
d. listing of all claims with errors, including a brief description and amount of error and
UnitedHealth Care's response to each item.
e. total number and dollar value of claims processed during the audit period
f. listing of claims audited to measure processing time
g. summary of audit findings including the 1) total number and dollar value of claims
examined, 2) total number and percentage of claims with financial errors (dollar value
broken down into over- and under-payments and combined for percentage of total claims
paid), and 3)total number and percentage of claims with administrative errors
h. comments and recommendations for improving claims administration
i. comparison of current year's audit with prior year internal audit results
All information contained in any report by Auditor will be based on information from the City
or United. Any errors in said information may have a material affect on the results and
findings presented by auditor and must be reported to Auditor immediately.
Both parties in writing must approve any other services not specifically described above. All
services are contingent on United HealthCare providing appropriate access to the information
and processes necessary to complete each portion of the review. Auditor will not be liable for
any restrictions placed on access to information requested as a part of the audit or any services
not performed because of such a restriction by United. �(
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Article III: General Provisions
Section 3.01: Term
The term of this Agreement shall commence on October 15, 2003 through September 30, 2004.
The City of Fort Worth will have the option to renew the contract annually for two consecutive
years.
TENTATIVE SCHEDULE FOR THE AUDIT PROCESS 01/01/03-12/31/03 PLAN PERIOD
Auditor will not be liable for delays in this audit process caused by any third party actions.
Auditor will attempt to work with United and the City to achieve this schedule but can not
guarantee compliance by parties outside of Auditor's control.
Action Item Date
Identify data CFW must request from UHC prior to Audit October 2003
Finalize Audit Agreement with United Health Care Oct. 15 —Nov. 15 2003
Conduct Audit Jan. —Feb. 2004
Prepare Findings &Draft Report March 2004
Final Audit Report April 2004
Section 3.02: Termination
This Agreement shall terminate upon the occurrence of any of the following events:
a. The dissolution or liquidation of City of Fort Worth's insurance plans;
b. The dissolution of Audit firm which prevents the Auditor from performing his duties
hereunder for a period of sixty (60) consecutive days, or ninety (90) non-consecutive
days, during the term;
c. A breach by the Auditor of any of the covenants under this Agreement
d. Thirty(30) days written notice by either party.
In the event of termination by City of Fort Worth, Auditor shall cease all work for City of Fort
Worth under this Agreement upon receipt of the written notice unless instructed in writing by
City of Fort Worth to do otherwise. Upon termination Auditor will cooperate with City of Fort
Worth in transferring all information, not proprietary to the Auditor, regarding work performed
by the Auditor within 60 days of said termination. l 5
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Section 3.03: Payment on Termination
In the event of termination of this Agreement,prior to August 19, 2004, pursuant to Section 3.02,
Auditor shall be entitled to a level of compensation up to the maximum value of this Agreement,
minus any previous payments. The above termination compensation will be based on the level
of completion and number of hours worked on the services outlined in this Agreement,
reimbursed at the hourly rates described in section 2.05 herein, minus any previous payments
during the term of this Agreement.
Section 3.04: Confidentiality
The Auditor covenants and agrees that he shall not, at any time during the term of this
Agreement, directly or indirectly, divulge or disclose, unless directed to do so by an agent of
City of Fort Worth, any information concerning City of Fort Worth that has been developed for
City of Fort Worth by the Auditor, or obtained by him for City of Fort Worth or disclosed to him
by City of Fort Worth, as a result of the performance of his work, duties, and obligations under
this Agreement.
It is agreed that the provisions of this Section 3.04 shall be applicable and enforceable, unless the
terms and conditions of this Section 3.04 are expressly waived on behalf of City of Fort Worth
and reduced to an instrument in writing signed by City of Fort Worth.
Section 3.05 Obligations and Activities of Business Associate
Auditor will assume the responsibility as a Business Associate in accordance with 45 CFR 164
on behalf of the City.
a. Business Associate agrees to not use or further disclose Protected Health
Information other than as permitted or required by the Agreement or as Required
By Law.
b. Business Associate agrees to use appropriate safeguards to prevent use or
disclosure of the Protected Health Information other than as provided for by this
Agreement.
c. Business Associate agrees to mitigate, to the extent practicable, any harmful
effect that is known to Business Associate of a use or disclosure of Protected
Health Information by Business Associate in violation of the requirements of this
Agreement.
d. Business Associate agrees to report to the City any use or disclosure of the
Protected Health Information not provided for by this Agreement.
e. Business Associate agrees to ensure that any agent, including a subcontractor, to
whom it provides Protected Health Information received from, or created or
received by Business Associate on behalf of the City agrees to the same
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restrictions and conditions that apply through this Agreement to Business
Associate with respect to such information.
f. Business Associate agrees to provide access, at the request of the City, and in the
time and manner designated by the City, to Protected Health Information in a
Designated Record Set, to the City or, as directed by the City, to an Individual in
order to meet the requirements under 45 CFR 164.524.
g. Business Associate agrees to make any amendment(s) to Protected Health
Information in a Designated Record Set that the City directs or agrees to pursuant
to 45 CFR 164.526 at the request of the City or an Individual, and in the time and
manner designated by the City.
h. Business Associate agrees to make internal practices,books, and records relating
to the use and disclosure of Protected Health Information received from, or
created or received by Business Associate on behalf of, the City available to the
City, or at the request of the City to the Secretary, in a time and manner
designated by the City or the Secretary, for purposes of the Secretary determining
the City's compliance with the Privacy Rule.
i. Business Associate agrees to document such disclosures of Protected Health
Information and information related to such disclosures as would be required for
the City to respond to a request by an Individual for an accounting of disclosures
of Protected Health Information in accordance with 45 CFR 164.528.
j. Business Associate agrees to provide to the City or an Individual, in time and
manner designated by the City, information collected in accordance with Section
of this Agreement, to permit the City to respond to a request by an Individual for
an accounting of disclosures of Protected Health Information in accordance with
45 CFR 164.528.
Permitted Uses and Disclosures by Business Associate
Except as otherwise limited in this Agreement, Business Associate may use or
disclose Protected Health Information on behalf of, or to provide services to, the
City for the following purposes, if such use or disclosure of Protected Health
Information would not violate the Privacy Rule if done by the City.
Obligations of City of Fort Worth
Provisions for the City to Inform Business Associate of Privacy Practices and Restrictions
a. the City shall provide Business Associate with the notice of privacy practices that
the City produces in accordance with 45 CFR 164.520, as well as any changes to
such notice.
b. the City shall provide Business Associate with any changes in, or revocation of,
permission by Individual to use or disclose Protected Health Information, if such
changes affect Business Associate's permitted or required uses and disclosures.
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c. the City shall notify Business Associate of any restriction to the use or disclosure
of Protected Health Information that the City has agreed to in accordance with 45
CFR 164.522.
Article IV: Miscellaneous
Section 4.01: Construction
This Agreement shall be construed in accordance with the laws of the State of Texas. In the
event that any provision shall be legally unenforceable, the remaining provisions shall
nevertheless be carried into effect. This contract will be interpreted, construed, and given effect
according to the laws of the State of Texas and the Ordinances of the City of Fort Worth. No part
of this contract will be assigned, in whole or in part, without the written consent of the City. The
venues for any litigation shall be in Tarrant County, TX.
Section 4.02: Paragraph Headings
All paragraph headings in this Agreement are inserted for convenience only.
Section 4.03: Amendments
This Agreement contains the entire understanding between the parties with reference to the
matters contained herein, there being no terms, conditions, warranties, or representations other
than those contained herein, and no amendment hereto shall be valid unless made in writing and
signed by both of the parties hereto.
Section 4.04: Successors in Interest
This Agreement shall be binding upon, and inure to the benefit of, the successors in interest and
assigns of City of Fort Worth.
Section 4.05: Notice
Any notice required or permitted to be given under this Agreement shall be deemed given if sent
to a party by certified mail, return receipt requested, to the address set forth following the
signatures of the parties herein below, or to such addresses as a party shall give the other from
time to time.
Section 4.06: Performance Locations
The performance of this project will be completed at the offices of Auditor in Douglas County
Colorado and onsite at the offices of United Healthcare in Plano Texas. All other performance
shall be performable in Tarrant County, Texas.
Section 4.07: Assignment
This Agreement may not be assigned without the written consent of all parties.
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Section 4.08: Reference to Parties
When referring to Auditor, it shall refer to and be binding upon BENAT, Inc. and all other
persons, firms, or corporations in privity with that entity.
When referring to the City of Fort Worth, this Agreement shall be binding upon the City of Fort
Worth its City Council, employees, agents, Council members, assigns, executors, administrators,
legal representative and all others in privity with the City of Fort Worth.
Section 4.09: MWBE Participation
The Auditor will commit to 8% of MWBE participation in the procurement of professional
services. The auditor will be required to submit information concerning the M/WBE (s) that will
participate in the contract to the meet the 8% goal. The information shall include: (1) the name,
address and telephone number of each M/WBE; (2) the description of the work to be performed
by each M/WBE; and (3) the approximate dollar amount/percentage of the participation.
The M/WBE (s)must be located or doing business in the City's geographic market area and must
be currently certified or in the process of being certified by the North Central Texas Regional
Certification Agency(NCTRCA).
Section 4.10: Insurance
Auditor will be required to secure and maintain insurance with applicable limits of coverage as
listed below.
1. Professional liability
$1,000,000 Per occurrence
$2,000,000 Aggregate
2. Workers' Compensation
Colorado Statutory Limits
3. Automobile Liability
$1,000,000 Each accident on a combined single limit
Or
$250,000 Property Damage
$500,000 Bodily Injury per person per occurrence
on any vehicle used while doing work under this contract.
GENERAL REQUIREMENTS and/or POLICY REQUIREMENTS
a. The City of Fort Worth, its Officers, Employees and Volunteers shall be named as an
Additional Insured. Exception... the additional insured requirement does not apply to
Workers' Compensation and Automobile Liability policies
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b. Forty-five (45) days notice of cancellation or non-renewal as stated below:
"This insurance shall not be canceled, limited in scope or coverage, until after
forty-five (45)days prior written notice has been given to the City of Fort Worth."
c. Waiver of rights of recovery(subrogation) in favor of the City of Fort Worth.
d. The insurers for all policies must be licensed/approved to do business in the State of
Texas. Except for Workers' Compensation, all insurers must have a minimum rating of
A: VII in the current A. M. Best Key Rating Guide or have reasonably equivalent
financial. strength and solvency to the satisfaction of Risk Management. If the rating is
below that required, written approval of Risk Management is required.
e. If insurance policies are not written for specified coverage limits, an Umbrella or Excess
Liability insurance for any differences is required. Excess Liability shall follow form of
the primary coverage.
f. Unless otherwise stated, all required insurance shall be written on the "occurrence basis".
If coverage is underwritten on a claims-made basis, the retroactive date shall be
coincident with or prior to the date of the contractual agreement and the certificate of
insurance shall state that the coverage is claims-made and the retroactive date. The
insurance coverage shall be maintained for the duration of the contractual agreement and
for three (3) years following completion of the service provided under the contractual
agreement or for the warranty period, whichever is longer. An annual certificate of
insurance submitted to the City shall evidence such insurance coverage.
g. The deductible or self-insured retention (SIR) affecting required insurance coverage shall
be acceptable to and approved in writing by the Risk Manager of the City of Fort Worth
in regards to asset value and stockholders' equity. In lieu of traditional insurance,
alternative coverage maintained through insurance pools or risk retention groups must
also be approved by the Risk Manager.
h. The City, at its sole discretion, reserves the right to review the insurance requirements
and to make reasonable adjustments to insurance coverages and their limits when deemed
necessary and prudent by the City based upon changes in statutory law, court decision or
the claims history of the industry as well as of the contracting party to the City of Fort
Worth. The City shall be required to provide prior notice of ninety days.
i. The City shall be entitled, upon request and without expense, to receive copies of policies
and endorsements thereto and may make any reasonable requests for deletion or revision
or modifications of particular policy terms, conditions, limitations, or exclusions except
where policy provisions are established by law or regulations binding upon either of the
parties or the underwriter on any such policies. f;
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Section 4.12: Indemnity
The audit firm will indemnify and save harmless the City, its officers, agents and employees
from all claims or damages or injuries sustained by persons or properties that occur as a result of
the acts or omissions on the part of the consultant, it agents or employees in the performance of
the agreement.
Section 4.13: Right To Audit
Auditor agrees that the City shall, until the expiration of three (3) years after final payment under
this Contract, have access to and the right to examine any directly pertinent books, documents,
papers and records of the Auditor involving transactions relating to this Contract. Auditor agrees
that the City shall have access during normal working hours to all necessary Auditor facilities
and shall be provided adequate and appropriate workspace in order to conduct audits in
compliance with the provisions of this section. The City shall give Auditor reasonable advance
notice of intended audits.
Section 4.14:Data Ownership
All raw claims data acquired, purchased, or otherwise obtained in the final computerized format
prior to proprietary processing and analysis by Auditor shall be the sole property of the City of
Fort Worth, and all such data shall be returned to the City at the conclusion of this audit in the
original format provided to Auditor.
In Witness Whereof, the parties hereto have duly executed this Agreement this ) day
of �<<<�, b,,� , 2003.
BENAT Incorporated City of Fort Worth
BY: Ryan H. Smith BY: Richard Zavala,
Signature: W.' Signature:
Title: P—r-e s IJ ,v,, Title: Interim Assistant City Manager
Date: —0 ,5 Date: I
ATTESTED BY
-�LIIEF'r r� �
11 contract Authorization
City of Fort Worth, Texas
I Ioyor and Council Communication
DATE REFERENCE NUMBER LOG NAME PAGE
J. 8/19/03 **C-19714 146ENAT 1 of 2
SUBJECT AWARD OF CONTRACT TO BENAT, INC. TO CONDUCT A CLAIMS AUDIT OF THE
CITY'S SELF-FUNDED GROUP HEALTH INSURANCE PROGRAM
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute a contract with Benat,
Inc. in an amount not to exceed $62,500, with two one-year renewal options. The contract will allow
Benat, Inc. to conduct an audit of the claims payment functions and performance of the City's self-
funded group health benefit plan.
DISCUSSION:
Beginning October 1, 2001, the City's Health Benefit Plan became self-funded. The health plan covers
approximately 14,000 employees, retirees, and dependents. A third-party administrator (TPA), United
HealthCare, administers the health benefit plans and maintains the network. The administrative
services agreement with the TPA allows two on-site audits during the first contract period (October 1,
2001, to December 31, 2002). The initial audit for the period October 1, 2001, to June 30, 2002, was
conducted by the City's Internal Audit Department. It is the recommendation of the Health Benefit
Advisory Committee and staff that an external audit firm be utilized to conduct the second audit for the
purpose of ensuring.accountability and compliance.
A Request for Proposal (RFP) was issued on March 13, 2003, and the following five companies
submitted proposals in response:
Benat, Inc.
• D'Arcangelo & Company, LLP
• Insurance Claims Auditing & Professional Services, Inc. (Insurance CAPS)
• QBA Consulting Corporation
• Jefferson Wells, International
Human Resources and Internal Audit staff, in conjunction with members from the Health Benefit
Advisory Committee (John Kerr, Police Officers' Association; Don Westmoreland, Firefighters'
Association; and Jim Keyes, Finance Director), evaluated the proposals based upon the proposed
approach and methodology, the firm's qualifications and previous experience, the quality of the
proposal, the proposed fee for services, and M/WBE participation. Based upon these criteria, Benat,
Inc. was chosen by the selection committee as the company most capable of completing the scope of
work.
The scope of work in the contract will include, but is not limited to, the following audit categories and
reviews:
• Administrative procedures; and
• Claims operations; and
• Performance guarantees; and
• Detailed written report of the audit findings and recommendations.
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City of Fort Worth, Texas
I-Ioyor and Council Communication
DATE REFERENCE NUMBER LOG NAME PAGE
8/19/03 **C-19714 14BENAT 2 of 2
SUBJECT AWARD OF CONTRACT TO BENAT, INC. TO CONDUCT A CLAIMS AUDIT OF THE
CITY'S SELF-FUNDED GROUP HEALTH INSURANCE PROGRAM
The recommendation to contract with Benat, Inc. is based upon the firm's prior experience in health
care auditing, their familiarity with our current third party plan administrator, and the firm's
comprehensive electronic auditing capabilities. The evaluation committee received positive feedback
from recent clients confirming the company's expertise and ability to achieve the desired results within
the established time frame and budget.
M/WBE - Benat, Inc. is in compliance with the City's M/WBE Ordinance by committing to 8% M/WBE
participation and documented good faith effort. Benat, Inc. identified several subcontracting
opportunities. However, the M/WBEs contacted in the areas identified did not respond or did not submit
the lowest bids. The City's goal on this project is 10%.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that funds are available in the proposed FY2003-2004 budget.
RZ:k
Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY
Office by: (to)
FE85 539120 0148510 $62,500.00
Richard Zavala(Acting) 6183
Originating Department Head:
Anthony Snipes(Acting) 7783 (from) APPROVED 08/19/03
Additional Information Contact:
Mark Washington 8058