HomeMy WebLinkAboutContract 60598CSC No. 60598
ADDENDUM TO GROUP AGREEMENT
BETWEEN
THE CITY OF FORT WORTH
AND
AETNA
This Addendum to Group Agreement ("Addendum") is entered into by and between Aetna
("Vendor") and the City of Fort Worth ("City"), collectively the "parties."
The Contract documents shall include the following:
1. The Group Agreement; and
2. This Addendum.
Notwithstanding any language to the contrary in the attached Group Agreement (the
"Agreement"), the Parties hereby stipulate by evidence of execution of this Addendum below by
a representative of each party duly authorized to bind the parties hereto, that the parties hereby
agree that the provisions in this Addendum below shall be applicable to the Agreement as follows:
1. Law and Venue. The Agreement and the rights and obligations of the parties hereto
shall be governed by, and construed in accordance with the laws of the United States and state of
Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement
shall be in a court of competent jurisdiction in Tarrant County, Texas.
2. Insurance. The City is a governmental entity under the laws of the state of Texas
and pursuant to Chapter 2259 of the Texas Government Code, entitled "Self -Insurance by
Governmental Units," is self -insured and therefore is not required to purchase insurance. To the
extent the Agreement requires City to purchase insurance, City objects to any such provision, the
parties agree that any such requirement shall be null and void and is hereby deleted from the
Agreement and shall have no force or effect. City will provide a letter of self -insured status as
requested by Vendor.
3. Soverei2n Immunitv. Nothing herein constitutes a waiver of City's sovereign
immunity. To the extent the Agreement requires City to waive its rights or immunities as a
government entity; such provisions are hereby deleted and shall have no force or effect.
4. Limitation of Liabilitv and Indemnitv. To the extent the Agreement, in any way,
limits the liability of Vendor or requires City to indemnify or hold Vendor or any third party
harmless from damages of any kind or character, City objects to these terms and any such terms
are hereby deleted from the Agreement and shall have no force or effect.
5. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is
understood and agreed that all obligations of City hereunder are subject to the availability of funds.
If such funds are not appropriated or become unavailable, City shall have the right to terminate the
OFFICIAL RECORD
Addendum CITY SECRETARY Pagel of 4
FT. WORTH, TX
Agreement, with 60 days' prior written notice to Vendor, except for those portions of funds which
have been appropriated prior to termination.
6. Addendum Controlling. If any provisions of the attached Agreement, conflict with
the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or
ordinance of City, the terms in this Addendum shall control.
7. Immigration Nationalitv Act. Vendor shall verify the identity and employment
eligibility of its employees who perform work under this Agreement, including completing the
Employment Eligibility Verification Form (I-9). Vendor shall adhere to all applicable Federal and
State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Vendor employee who is not legally eligible to perform such services.
8. No Bovcott of Israel. If Vendor has fewer than 10 employees or the Agreement is
for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with
Chapter 2270 of the Texas Government Code, City is prohibited from entering into a contract with
a company for goods or services unless the contract contains a written verification from the
company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the
contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those
terms in Section 808.001 of the Texas Government Code. By signing this Addendum, Vendor
certifies that Vendor's signature provides written verification to City that Vendor: (1) does not
boycott Israel; and (2) will not boycott Israel during the term of the Agreement.
9. Prohibition on Bovcottin2 Ener2v Companies. Vendor acknowledges that in
accordance with Chapter 2274 of the Texas Government Code (as added by Acts 2021, 87th Leg.,
R.S., S.B. 13, § 2), the City is prohibited from entering into a contract for goods or services that
has a value of $100,000 or more, which will be paid wholly or partly from public funds of the City,
with a company (with 10 or more full-time employees) unless the contract contains a written
verification from the company that it: (1) does not boycott energy companies; and (2) will not
boycott energy companies during the term of the contract. The terms "boycott energy company"
and "company" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2). To the extent that Chapter
2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Vendor
certifies that Vendor's signature provides written verification to the City that Vendor: (1) does not
boycott energy companies; and (2) will not boycott energy companies during the term of this
Agreement.
10. Prohibition on Discrimination Against Firearm and Ammunition Industries.
Vendor acknowledges that except as otherwise provided by Chapter 2274 of the Texas
Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1), the City is prohibited
from entering into a contract for goods or services that has a value of $100,000 or more which will
be paid wholly or partly from public funds of the City, with a company (with 10 or more full-time
employees) unless the contract contains a written verification from the company that it: (1) does
not have a practice, policy, guidance, or directive that discriminates against a firearm entity or
firearm trade association; and (2) will not discriminate during the term of the contract against a
firearm entity or firearm trade association. The terms "discriminate," "firearm entity" and "firearm
Addendum Page 2 of 4
trade association" have the meaning ascribed to those terms by Chapter 2274 of the Texas
Government Code (as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1). To the extent that
Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement,
Vendor certifies that Vendor's signature provides written verification to the City that Vendor: (1)
does not have a practice, policy, guidance, or directive that discriminates against a firearm entity
or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade
association during the term of this Agreement.
11. Ri2ht to Audit. Vendor agrees that City shall, until the expiration of one (1) years
after final payment under the Agreement, have access to and the right to examine records that are
mutually agreed upon by the parties, of the Vendor involving transactions directly relating to the
Agreement.. City shall give Vendor reasonable advance notice of intended audits.
Aetna will not share Aetna Medicare member protected health information (PHI) with
fully -insured plan sponsors, unless Aetna confirms that: (1) there is a legitimate business need for
the plan sponsor to receive PHI belonging to its retirees from Aetna, (2) the release of PHI to the
plan sponsor complies with all applicable federal and state laws, rules and regulations
("Mandates"), and (3) the plan sponsor certifies compliance with such Mandates (including, but
not limited to, Section 164.504(f) of the HIPAA Privacy Rule). Please note that Aetna will not
share with the City or its designee's member data related to certain diagnosis (e.g., substance
abuse, behavioral health, HIV/AIDs, etc.) if prohibited under Mandates. Aetna will require that
the City sign an agreement with Aetna to ensure compliance with all Mandates prior to the release
of PHI.
Additionally, Aetna will require that the City and its designees involved in an audit of
Aetna's systems and/or administrative practices sign a Non -Disclosure Agreement (NDA) with
Aetna in the event that the City, and/or its designees will have access to any
information/documentation that Aetna considers proprietary and confidential. This NDA must be
signed prior to Aetna's release of any such information/documentation
(signature page follows)
Addendum Page 3 of 4
ACCEPTED AND AGREED:
CITY:
City of Fort Worth
By:
Name: Jesica McEachern
Title: Assistant City Manager
Date: Dec 7, 2023
Approval Recommended:
By: 744 [t Mod eL I.
Name: Holly H Moyer
Title: Assistant Human Resources Director
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By:
Name: Jannette 5. (3(
Title: City Secretary
VENDOR:
Aetna Life Insurance
By:
Name: Richard A. Frommever
Title: Vice President
Date: 10-10-2023
Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
performance and reporting requirements.
By: 9'— ""w
Name: Joanne Hinton
Title: Benefits Manager
Approved as to Form and Legality:
By: 9—A. w
Name: Jessika J. Williams
Title: Assistant City Attorney
Contract Authorization:
M&C: 23-0621
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Addendum Page 4 of 4
12/12/23, 8:59 AM
M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
DATE: 8/8/2023 REFERENCE
NO..
CODE: P TYPE
Official site of the City of Fort Worth, Texas
FORTWORTIl
**M&C 23- LOG NAME: 13P RFP 23-0068 MEDICARE
0621 ADVANTAGE PLAN TD HR
CONSENT PUBLIC NO
NO
SUBJECT: (ALL) Authorize Execution of an Agreement with Aetna Life Insurance Company for a
Fully Insured Medicare Advantage Prescription Drug Preferred Provider Organization
Plan for a Three -Year Initial Term for an Annual Amount Up to $9,000,000.00 for the
Human Resources Department
RECOMMENDATION:
It is recommended that the City Council authorize execution of an agreement with Aetna Life
Insurance Company for a fully insured preferred provider organization Medicare advantage
prescription drug plan for a three-year initial term for an annual amount up to $9,000,000.00 and
authorize two, one-year renewals for the same amount for the Human Resources Department.
DISCUSSION:
The Human Resources Department approached the Purchasing Division to procure an agreement for
a fully insured Medicare Advantage Prescription Drug Plan (MAPD). The MAPD will be for post-65
Medicare eligible and non -eligible retirees and spouses as part of the City's health benefits program.
This plan assists retirees and spouses with costs not covered by Medicare.
In order to procure these goods, staff issued Invitation to Bid (RFP) No. 23-0068. The RFP consisted
of detailed specifications for the MAPD. The RFP was advertised in the Fort Worth Star -Telegram on
May 3, 2023, May 10, 2023, May 17, 2023, May 24, 2023, and May 31, 2023. The City received two
(2) responses.
An evaluation panel consisting of representatives of the Human Resources Department and retirees
reviewed and scored the remaining submittals using Best Value criteria. The individuals scores were
averaged for each criteria and the final scores are listed in the table below.
Bidders
a b
Evaluation Factors
e Total Scores
Aetna Life Insurance Company 19.38 14.00 10.50 10.50 16.67 71.05
Blue Cross and Blue Shield of Texas, a
Division of Health Care Service
Corporation (HCSC), a Mutual Legal
Reserve Company 12.50 10.50 7.88 7.88 25.00 63.75
Best Value Criteria:
a. Administration & Services (Includes Customer Service/Account Management/Technology
Resources)
b. Ability to provide a Medicare Advantage product on a local and/or national basis
c. Quality Performance: Centers for Medicare and Medicaid Services (CMS) Five -Star Quality
Ratings and accreditations
d. Ability to offer access to network proprietary facilities and providers of choice
e. Cost
After evaluation, the panel concluded that Aetna Life Insurance Company presented the best value to
the City. Therefore, the panel recommends that Council authorize this purchase with Aetna Life
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12/12/23, 8:59 AM
M&C Review
Insurance Company and certifies that the recommended vendor bid met specifications.
Funding will be budgeted in the Retiree Healthcare Trust Fund for Fiscal Year 2024.
DIVERSITY AND INCLUSION (DVIN) -A waiver of the goal for Business Equity subcontracting
requirement is approved by the DVIN-BE, in accordance with the Business Equity Ordinance, because
the purchase of goods or services is from sources where subcontracting or supplier opportunities are
negligible.
AGREEMENT TERMS - Upon City Council approval, this agreement shall begin upon execution and
expire three years from that date.
RENEWAL TERMS -This agreement may be renewed for two additional one-year renewal
periods. This action does not require specific City Council approval provided that the City Council has
appropriated sufficient funds to satisfy the City's obligations during the renewal term.
ADMINISTRATIVE CHANGE ORDER: An administrative change order or increase may be made by
the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does not
require specific City Council approval as long as sufficient funds have been appropriated.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation and adoption of
the Fiscal Year 2024 Budget by the City Council, funds will be available in the Fiscal Year
2024 operating budget, as appropriated, in the Retiree Healthcare Trust Fund. Prior to an expenditure
being incurred, the Human Resources Deparment has the responsibility to validate the availability of
funds.
BQN\\
TO
Fund Department Account Project
ID ID
FROM
Fund Department Account Project
ID ID
Submitted for City Manaqer's Office by:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Program Activity Budget Reference # Amount
Year (Chartfield 2)
Program Activity Budget Reference # I Amount
Year (Chartfield 2)
Reginald Zeno (8517)
Jesica McEachern (5804)
Reginald Zeno (8517)
Dianna Giordano (7783)
Jo Ann Gunn (8525)
Taylor Dean (7648)
13 RFP 23-0068 Medicare Advantaae.docx (CFW Internal)
FIDS table Medicare Advantaae RFP 23-0068.xlsx (CFW Internal)
Form 1295 SAMS Aetna Life Insurance Companv.pdf (CFW Internal)
MWBE Waiver.pdf (CFW Internal)
SAMS Aetna Life Insurance Companv.pdf (CFW Internal)
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