HomeMy WebLinkAboutContract 62953City Secretary Contract No. 62953
FORT WORTH,
,"o
VENDOR SERVICES AGREEMENT
This VENDOR SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH ("City"), a Texas home rule municipal corporation, and THE
PRISM HEALTH GROUP, LLC ("Vendor"), each individually referred to as a "Party" and collectively
referred to as the "parties."
1. Scope of Services. Vendor will provide qualified pharmacy analytics and industry leading
expertise, dynamic analytics and plan management tools and resources, to assist the City on reducing
pharmacy costs and improving care for their respective members ("Services"), as set forth in more detail in
Exhibit "A," attached hereto and incorporated herein for all purposes.
2. Term. This Agreement begins on January 1, 2025 ("Effective Date") and expires on
December 31, 2028 ("Expiration Date"), unless terminated earlier in accordance with this Agreement
("Initial Term"). City will have the option, in its sole discretion, to renew this Agreement under the same
terms and conditions, for up to two (2) one-year renewal option(s) (each a "Renewal Term").
3. Compensation. City will pay Vendor in accordance with the provisions of this Agreement,
including Exhibit " B," which is attached hereto and incorporated herein for all purposes. Total
compensation under this Agreement for the Initial Term will be an amount up to Six Hundred
Thousand Dollars ($600,000.00). In the event that renewals options are exercised, total compensation
for each Renewal Term will be an amount up to $200,000.00. Vendor will not perform any additional
services or bill for expenses incurred for City not specified by this Agreement unless City requests and
approves in writing the additional costs for such services. City will not be liable for any additional expenses
of Vendor not specified by this Agreement unless City first approves such expenses in writing.
4. Termination.
4.1. Written Notice. City or Vendor may terminate this Agreement at any time and for
any reason by providing the other party with ninety (90) days' written notice of termination. In the
event that this Agreement is terminated by either party within the first twelve (12) months from the
Effective Date, the 1:1 Return on Investment (ROI) guarantee provided by Vendor shall be deemed
null and void. This clause ensures that the ROI guarantee is only applicable if the Agreement is
maintained for a minimum duration of twelve (12) months. Termination within this initial period
will result in the forfeiture of any claims related to the 1:1 ROI guarantee.
4.2 Non -appropriation of Funds. In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify Vendor
of such occurrence and this Agreement will terminate on the last day of the fiscal period for which
appropriations were received without penalty or expense to City of any kind whatsoever, except as
to the portions of the payments herein agreed upon for which funds have been appropriated.
OFFICIAL RECORD
Vendor Services Agreement CITY SECRETARY Page 1 of 16
FT. WORTH, TX
City Secretary Contract No. 62953
4.3 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, City will pay Vendor for services actually rendered up to
the effective date of termination and Vendor will continue to provide City with services requested
by City and in accordance with this Agreement up to the effective date of termination, Upon
termination of this Agreement for any reason, Vendor will provide City with copies of all
completed or partially completed documents prepared under this Agreement. In the event Vendor
has received access to City Information or data as a requirement to perform services hereunder,
Vendor will return all City provided data to City in a machine-readable format or other format
deemed acceptable to City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services
under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this
Agreement, Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information. Vendor, for itself and its officers, agents and employees,
agrees that it will treat all information provided to it by City ("City Information") as confidential
and will not disclose any such information to a third party without the prior written approval of
City.
5.3 Public Information Act. City is a govenrunent entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas Public
Information Act. In the event there is a request for information marked Confidential or Proprietary,
City will promptly notify Vendor. It will be the responsibility of Vendor to submit reasons objecting
to disclosure. A determination on whether such reasons are sufficient will not be decided by City,
but by the Office of the Attorney General of the State of Texas or by a court of competent
jurisdiction.
5.4 Unauthorized Access. Vendor must store and maintain City Information in a secure
manner and will not allow unauthorized users to access, modify, delete or otherwise corrupt City
Information in any way. Vendor must notify City immediately if the security or integrity of any
City Information has been compromised or is believed to have been compromised, in which event,
Vendor will, in good faith, use all commercially reasonable efforts to cooperate with City in
identifying what information has been accessed by unauthorized means and will fully cooperate
with City to protect such City Information from firrther unauthorized disclosure.
6. Right to Audit. Vendor agrees that City will, until the expiration of three (3) years after
final payment under this Agreement, or the final conclusion of any audit commenced during the said three
years, have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records, including, but not limited to, all electronic records, of Vendor involving transactions
relating to this Agreement at no additional cost to City. Vendor agrees that City will have access during
normal working hours to all necessary Vendor facilities and will be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this section. City will give Vendor
reasonable advance notice of intended audits.
7. Independent Contractor. It is expressly understood and agreed that Vendor will operate
as an independent contractor as to all rights and privileges and work performed under this Agreement, and
not as agent, representative or employee of City. Subject to and in accordance with the conditions and
Vendor Services Agreement Page 2 of 16
City Secretary Contract No. 62953
provisions of this Agreement, Vendor will have the exclusive right to control the details of its operations
and activities and be solely responsible for the acts and omissions of its officers, agents, servants,
employees, Vendors, and subcontractors. Vendor acknowledges that the doctrine of respondeat superior
will not apply as between City, its officers, agents, servants and employees, and Vendor, its officers, agents,
employees, servants, contractors, and subcontractors. Vendor further agrees that nothing herein will be
construed as the creation of a partnership or joint enterprise between City and Vendor. It is further
understood that City will in no way be considered a Co -employer or a Joint employer of Vendor or any
officers, agents, servants, employees, contractors, or subcontractors. Neither Vendor, nor any officers,
agents, servants, employees, contractors, or subcontractors of Vendor will be entitled to any employment
benefits from City. Vendor will be responsible and liable for any and all payment and reporting of taxes on
behalf of itself, and any of its officers, agents, servants, employees, contractors, or contractors.
Liability and Indemnification.
8.1 LIABILITY - VENDOR WILL BE LIABLE AND RESPONSIBLE FOR ANY
AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT
ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
VENDOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR
SUBCONTRACTORS.
8.2 GENERAL INDEMNIFICATION -.VENDOR HEREBY COVENANTS AND
AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS
OR LAWSUITS OFANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPER TYDAMA GE OR LOSS (INCL UDING ALLEGED DAMAGE OR LOSS TO
VENDOR'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL
INJURY, INCLUDING DEATH, TO ANYAND ALL PERSONS, ARISING OUT OF OR IN
CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF VENDOR, ITS OFFICERS,
AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, OR SUBCONTRACTORS.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to
defend, settle, or pay, at its own cost and expense, any claim or action against City for
infringement of any patent, copyright, trade mark, trade secret, or similar property right
arising from City's use of the software and/or documentation in accordance with this
Agreement, it being understood that this agreement to defend, settle or pay will not apply if
City modifies or misuses the software and/or documentation. So long as Vendor bears the
cost and expense of payment for claims or actions against City pursuant to this section,
Vendor will have the right to conduct the defense of any such claim or action and all
negotiations for its settlement or compromise and to settle or compromise any such claim;
however, City will have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate
with Vendor in doing so. In the event City, for whatever reason, assumes the responsibility
for payment of costs and expenses for any claim or action brought against City for
infringement arising under this Agreement, City will have the sole right to conduct the
defense of any such claim or action and all negotiations for its settlement or compromise and
to settle or compromise any such claim; however, Vendor will fully participate and cooperate
with City in defense of such claim or action. City agrees to give Vendor timely written notice
Vendor Services Agreement Page 3 of 16
City Secretary Contract No, 62953
of any such claim or action, with copies of all papers City may receive relating thereto.
Notwithstanding the foregoing, City's assumption of payment of costs or expenses will not
eliminate Vendor's duty to indemnify City under this Agreement. If the software and/or
documentation or any part thereof is held to infringe and the use thereof is enjoined or
restrained or, if as a result of a settlement or compromise, such use is materially adversely
restricted, Vendor will, at its own expense and as City's sole remedy, either: (a) procure for
City the right to continue to use the software and/or documentation; or (b) modify the
software and/or documentation to make it non -infringing, provided that such modification
does not materially adversely affect City's authorized use of the software and/or
documentation; or (c) replace the software and/or documentation with equally suitable,
compatible, and functionally equivalent non -infringing software and/or documentation at no
additional charge to City; or (d) if none of the foregoing alternatives is reasonably available
to Vendor terminate this Agreement, and refund all amounts paid to Vendor by City,
subsequent to which termination City may seek any and all remedies available to City under
law.
9. Assignment and Subcontracting.
9.1 Assignment. Vendor will not assign or subcontract any of its duties, obligations
or rights under this Agreement without the prior written consent of City. If City grants consent to
an assignment, the assignee will execute a written agreement with City and Vendor under which
the assignee agrees to be bound by the duties and obligations of Vendor under this Agreement.
Vendor will be liable for all obligations of Vendor under this Agreement prior to the effective date
of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, the subcontractor will execute
a written agreement with Vendor referencing this Agreement under which subcontractor agrees to
be bound by the duties and obligations of Vendor under this Agreement as such duties and
obligations may apply. Vendor must provide City with a fully executed copy of any such
subcontract.
10. Insurance. Vendor must provide City with certificate(s) of insurance documenting
policies of the following types and minimum coverage limits that are to be in effect prior to commencement
of any Services pursuant to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 - Each Occurrence
$2,000,000 - Aggregate
(b) Automobile Liability:
$1,000,000 - Each occurrence on a combined single limit basis
Coverage will be on any vehicle used by Vendor, or its employees, agents, or
representatives in the course of providing Services under this Agreement. "Any
vehicle" will be any vehicle owned, hired and non -owned.
Vendor Services Agreement Page 4 of 16
City Secretary Contract No.
(c) Worker's Compensation:
62953
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the Services are being performed
Employers' liability
$100,000 - Bodily Injury by accident; each accident/occurrence
$100,000 - Bodily Injury by disease; each employee
$500,000 - Bodily Injury by disease; policy limit
(d) Professional Liability (Errors & Omissions):
$5,000,000 - Each Claim Limit
$5,000,000 - Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage must be claims -made, and maintained for the duration of the contractual
agreement and for two (2) years following completion of services provided. An
annual certificate of insurance must be submitted to City to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies must
name City as an additional insured thereon, as its interests may appear. The term
City includes its employees, officers, officials, agents, and volunteers in respect to
the contracted services.
(b) The workers' compensation policy must include a Waiver of Subrogation
(Right of Recovery) in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in
limits of coverage must be provided to City. Ten (10) days' notice will be
acceptable in the event of non-payment of premium. Notice must be sent to the
Risk Manager, City of Fort Worth, 200 Texas Street, Fort Worth, Texas 76102,
with copies to the Fort Worth City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. 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) Any failure on the part of City to request required insurance
documentation will not constitute a waiver of the insurance requirement.
Vendor Services Agreement Page 5 of 16
City Secretary Contract No. 62953
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance will be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
11. Compliance with Laws. Ordinances. Rules and Regulations. Vendor agrees that in the
performance of its obligations hereunder, it will comply with all applicable federal, state and local laws,
ordinances, rules and regulations and that any work it produces in connection with this Agreement will also
comply with all applicable federal, state and local laws, ordinances, rules and regulations. If City notifies
Vendor of any violation of such laws, ordinances, rules or regulations, Vendor must immediately desist
from and correct the violation.
12. Non -Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
contractors, subcontractors, and successors in interest, as part of the consideration herein, agrees that in the
performance of Vendor's duties and obligations hereunder, it will not discriminate in the treatment or
employment of any individual or group of individuals on any basis prohibited by law. IF ANY CLAIM
ARISES FROM AN ALLEGED VIOLATION OF THIS NON-DISCRIMINATION COVENANT
BY VENDOR, ITS PERSONAL REPRESENTATIVES, ASSIGNS, CONTRACTORS,
SUBCONTRACTORS, OR SUCCESSORS IN INTEREST, VENDOR AGREES TO ASSUME
SUCH LIABILITY AND TO INDEMNIF Y AND DEFEND CITY AND HOLD CITY HARMLESS
FROM SUCH CLAIM.
13. Notices. Notices required pursuant to the provisions of this Agreement will be
conclusively determined to have been delivered when (1) hand -delivered to the other party, its agents,
employees, servants or representatives or (2) received by the other party by United States Mail, registered,
return receipt requested, addressed as follows:
To CITY:
City of Fort Worth
Attn: Assistant City Manager
100 Fort Worth Trail
Fort Worth, TX 76102
With copy to Fort Worth City Attorney's Office at
same address
To VENDOR:
The Prism Health Group, LLC
Attn: Ryan T. Rice, President & CEO
3300 N Ashton Blvd, Suite 100
Lehi, UT 84043
14. Solicitation of Emolovees. Neither City nor Vendor will, during the term of this
Agreement and additionally for a period of one year after its termination, solicit for employment or employ,
whether as employee or independent contractor, any person who is or has been employed by the other
during the tern of this Agreement, without the prior written consent of the person's employer.
Notwithstanding the foregoing, this provision will not apply to an employee of either party who responds
to a general solicitation of advertisement of employment by either party.
15. Governmental Powers. It is understood and agreed that by execution of this Agreement,
City does not waive or surrender any of its governmental powers or immunities.
16. No Waiver. The failure of City or Vendor to insist upon the performance of any term or
provision of this Agreement or to exercise any right granted herein does not constitute a waiver of City's or
Vendor Services Agreement Page 6 of 16
City Secretary Contract No. 62953
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future
occasion.
17. Governing Law / Venue. This Agreement will be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought pursuant to this
Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort Worth Division.
18. Severability. If any provision of this Agreement is held to be invalid, illegal or
unenforceable, the validity, Iegality and enforceability of the remaining provisions will not in any way be
affected or impaired.
19. Force Majeure. City and Vendor will exercise their best efforts to meet their respective
duties and obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in performance due to force majeure or other causes beyond their reasonable control, including, but not
limited to, compliance with any government law, ordinance, or regulation; acts of God; acts of the public
enemy; fires; strikes; lockouts; natural disasters; wars; riots; epidemics or pandemics; government action
or inaction; orders of government; material or labor restrictions by any governmental authority;
transportation problems; restraints or prohibitions by any court, board, department, commission, or agency
of the United States or of any States; civil disturbances; other national or regional emergencies; or any other
similar cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such obligation is
suspended during the period of, and only to the extent of, such prevention or hindrance, provided the
affected Party provides notice of the Force Majeure Event, and an explanation as to how it prevents or
hinders the Party's performance, as soon as reasonably possible after the occurrence of the Force Majeure
Event, with the reasonableness of such notice to be determined by the City in its sole discretion. The notice
required by this section must be addressed and delivered in accordance with Section 13 of this Agreement.
20. Headines not Controlling. Headings and titles used in this Agreement are for reference
purposes only, will not be deemed a part of this Agreement, and are not intended to define or limit the scope
of any provision of this Agreement.
21. Review of Counsel. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement and that the normal rules of construction to the effect that any
ambiguities are to be resolved against the drafting party will not be employed in the interpretation of this
Agreement or its Exhibits.
22. Amendments 1 Modifications / Extensions. No amendment, modification, or extension
of this Agreement will be binding upon a party hereto unless set forth in a written instrument, which is
executed by an authorized representative of each party.
23. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart will, for all purposes, be deemed an original, but all such counterparts will together constitute
one and the same instrument.
24. Warranty of Services. Vendor warrants that its services will be of a high quality and
confonn to generally prevailing industry standards. City must give written notice of any breach of this
warranty within thirty (30) days from the date that the services are completed. In such event, at Vendor's
option, Vendor will either (a) use commercially reasonable efforts to re -perform the services in a manner
that conforms with the warranty, or (b) refund the fees paid by City to Vendor for the nonconforming
Vendor Services Agreement Page 7 of 16
City Secretary Contract No. 62953
services.
25. Immigration Nationalitv Act. Vendor must verify the identity and employment eligibility
of its employees who perform work under this Agreement, including completing the Employment
Eligibility Verification Fonn (I-9). Upon request by City, Vendor will provide City with copies of all I-9
forms and supporting eligibility documentation for each employee who performs work under this
Agreement. Vendor must adhere to all 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. VENDOR WILL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM
ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH
BY VENDOR, VENDOR'S EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR
AGENTS. City, upon written notice to Vendor, will have the right to immediately terminate this Agreement
for violations of this provision by Vendor.
26. Ownership of Work Product. City will be the sole and exclusive owner of all reports,
work papers, procedures, guides, and documentation that are created, published, displayed, or specifically
produced in conjunction with the services provided under this Agreement to the City (collectively, "Work
Product"). Further, City will be the sole and exclusive owner of all copyright, patent, trademark, trade
secret, and other proprietary rights in and to the Work Product. Ownership of the Work Product will inure
to the benefit of City from the date of conception, creation, or fixation of the Work Product in a tangible
medium of expression (whichever occurs first). Each copyrightable aspect of the Work Product will be
considered a "work -made -for -hire" within the meaning of the Copyright Act of 1976, as amended. If and
to the extent such Work Product, or any part thereof, is not considered a "work -made -for -hire" within the
meaning of the Copyright Act of 1976, as amended, Vendor hereby expressly assigns to City all exclusive
right, title, and interest in and to the Work Product, and all copies thereof, and in and to the copyright,
patent, trademark, trade secret, and all other proprietary rights therein, that City may have or obtain, without
further consideration, free from any claim, lien for balance due, or rights of retention thereto on the part of
City.
Notwithstanding the foregoing, Vendor retains all rights, title, and interest in and to the styles, fonnatting,
visuals, templates, and any other elements used in the creation and presentation of the Work Product that
are not specific to the City. These elements are part of Vendor's proprietary reporting methods and may be
used by Vendor in the performance of services for other clients. City acknowledges that it does not have
any rights to these elements, except for the specific content created for City under this Agreement.
27. Signature Authoritv. The person signing this Agreement hereby warrants that they have
the legal authority to execute this Agreement on behalf of the respective party, and that such binding
authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This
Agreement and any amendment hereto, may be executed by any authorized representative of Vendor. Each
party is fully entitled to rely on these warranties and representations in entering into this Agreement or any
amendment hereto.
28. Change in Comnanv Name or Ownership. Vendor must notify City's Purchasing
Manager, in writing, of a company name, ownership, or address change for the purpose of maintaining
updated City records. The president of Vendor or authorized official must sign the letter. A letter indicating
changes in a company name or ownership must be accompanied with supporting legal documentation such
as an updated W-9, documents filed with the state indicating such change, copy of the board of director's
resolution approving the action, or an executed merger or acquisition agreement. Failure to provide the
Vendor Services Agreement Page 8 of 16
City Secretary Contract No. 62953
specified documentation so may adversely impact future invoice payments.
29. No Bovcott of Israel. If Vendor has fewer than 10 employees or this Agreement is for
less than $100,000, this section does not apply. Vendor acknowledges that in accordance with Chapter
2271 of the Texas Government Code, the 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" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code.
By signing this Agreement, Vendor certifies that Vendor's signature provides written verification to
the City that Vendor: (1) does not boycott Israel; and (2) will not boycott Israel during the term of
the Agreement.
30. Prohibition on Bovcottine Energv Companies. Vendor acknowledges that in
accordance with Chapter 2276 of the Texas Government Code, City is prohibited from entering into a
contract for goods or services that has a value of $100,000 or more that is to 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. To the extent that Chapter 2276 of the
Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that
Vendor's signature provides written verification to City that Vendor: (1) does not boycott energy
companies; and (2) will not boycott energy companies during the term of this Agreement.
31. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, City is
prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is
to 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. 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 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.
32. Electronic Signatures. This Agreement may be executed by electronic signature, which
will be considered as an original signature for all purposes and have the same force and effect as an original
signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via
software such as Adobe Sign.
33. Entirety of Agreement. This Agreement contains the entire understanding and agreement
between City and Vendor, their assigns and successors in interest, as to the matters contained herein. Any
prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict
with any provision of this Agreement.
(signature page follows)
Vendor Services Agreement Page 9 of 16
City Secretary Contract No. 62953
Vendor Services Agreement Page 10 of 16
62953
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
By:
Name: Richard Zavala
Title: Assistant City Manager
Date:
APPROVAL RECONIlVIENDED:
By: � fC1'%.l
Name: Richard Jones
Title: Assistant Director of Human Resources
40
4,00vvpn��
ATTEST: XA.00 .0-yo9�d
t.
dVo o
o=4
A mass a�4� nE00000
By:
Name: Jannette Goodall
Title: City Secretary
VENDOR:
THE PHI EALTH GROUP, LLC
By:
Name: Rya .
Title: President & CEO
City Secretary Contract No.
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:
Name: Joanne Hinton
Title: Benefits Manager
117 :Z1]iI_�117�. 41107 Nl/ Kiel11 M x!!\ Il Y 11•i
By:
Name: Jessika Williams
Title: Assistant City Attorney
CONTRACT AUTHORIZATION:
M&C: 24-1064
Form 1295: December 10, 2024
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement Page It of 16
City Secretary Contract No. 62953
EXHIBIT A
SCOPE OF SERVICES
■ Ongoing Program ■ Prism will facilitate and host an ongoing ■ The City / Prism Teleconference Call
Support conference call between The City and & Agenda Facilitated by Prism
Prism, and any relevant entities identified
by The City. This call will be operated by ' Participation & Attendance on The
Prism for the benefit of The City in City PBM Annual & AdHoc Plan
ensuring the pharmacy program is Review 1 Program Offering Calls
functioning as intended.
■ Prism will participate and commit
attendance during vendor partner
conference calls to ensure consistency /
compliance with The City intended
mission and program goals 1 initiatives.
■ Financial Performance ■ Following annual claims audit, Prism will ■ Historical Network Performance
Analysis & Projection of take summary outputs and plot out Tracking (By Channel)
Savings network performance in comparison to the
contracted 1 assumed guarantee over the ■ Graphical Historic Performance
given claim file time period by channel. Tracking (By Channel)
■ Network Performance Reconciliation
■ Based on the contracted rate
overperformance or underperformance, ■ Net Savings Summary Report
Prism will document the net impact to the
incumbent contract and advise next steps
to The City.
■ Once the baseline assumptions are
solidified, Prism will apply either The
City PBM contracted rates, and/or what
would be achievable market rates to
project rebate yield, network discount
performance, and any applicable
administrative fees.
■ Prism will combine each line item, i.e.,
rebates, network discounts, administrative
fees, dispensing fees, etc., and formulate a
net cost analysis to show the projected
savings over the incumbent contract.
Vendor Services Agreement Page 12 of 16
62953
City Secretary Contract No.
■ All findings will be documented and
catalogued within the final Pharmacy
Program Diagnostic Report due to The
City.
■ Key Performance • Prism will create a summary of the
• Key Statistics Summary
Indicator Summary claims data that breaks down each of
- Total Rx Volume
the following buckets to ensure
- Total Drug Spend
comprehensive framing of the plan
- Total Member Share
and its key demographics.
Total Plan Cost
Utilization Statistics
■ In addition to the summary of claims
' Key Statistics Dashboard
data, Prism will work with The City
GDR
to create additional graphical
- Channel Utilization
representations of statistical
_ Year over Year Trend
dashboard insights pulled directly
- Percentage of Spend
from Prism360.
Solution / Service
Service Description
Deliverables
■ Pharmacy Agreement
• At The City direction, Prism will work on
■
Incumbent Agreement Assessment
Renewal
The City behalf to renegotiate existing
pharmacy contracts with incumbent PBM
'
Recommendations for Enhancement
partner.
■
Projected Savings Analysis
■ Renegotiation will help create deeper
■
Proposed Negotiation Strategy
financial value to The City, enhanced
operational oversight, and sustainable
contract terms.
■ Ongoing Agreement
• As The City contract ages, Prism will lead
•
Monthly Issues Log
Maintenance &
updates and continued renegotiation with
Monitoring
PBM partners to continually upgrade the
•
Ongoing Renegotiation Strategy
terms of all contracts under management.
■
Bi-Annual Financial Performance
Summary — (By Channel)
• To ensure contracted rates and
■
Bi-Annual Rebate Reconciliation
performance standards are being met /
exceeded, Prism will report hack to The
■
Bi-Annual Service Level Agreement
City on a bi-annual basis a detailed
Monitoring
financial performance summary, service
level agreements / performance guarantee
metrics, and overall partnership
Vendor Services Agreement Page B of 16
City Secretary Contract No. 62953
satisfaction metrics.
■ Annual Agreement
■ At the conclusion of each year, at The ■
Annual Financial Reconciliation
Reconciliation &
City direction, Prism will reconcile the
Enforcement of Terms
entire contract performance of the
previous year which will include, all
financial network discount guarantees,
rebate payments, administrative fees,
operational performance, service level
agreements, and clinical program
management services. In the event
findings require remediation with the
PBM, Prism will work collaboratively to
receive payment from the PBM on The
City behalf.
Performance3) Plan
F f : Analytics
Solution / Service
Service Description AM Deliverables
■ Plan Review
• On a bi-annual basis, Prism will create a ■
Performance Brief — {PDF}
comprehensive Pharmacy Program Plan
Review which will contain a summary of '
Performance Brief-- Supporting
all Insights Reporting from the previous
Exhibits; (PDF)
historical look -back period.
- Plan Observations,
Recommendations, and Best
■ The Bi-Annual Plan Review will contain
Practices
detail reporting from Financial Insights,
Pharmacy Insights, and Clinical Insights,
as well as contain an executive summary
of recommendations and best practices for
The City consideration.
■ Market Check
■ Should The City seek to compare their ■
Incumbent Contract Analysis
current PBM contract with what is
available in the marketplace, Prism will •
Strategic Roadmap
lead the entire process beginning with an
assessment of the current pharmacy `
Facilitation of Kick -Off Meeting
program. ■
All Meeting Materials I Agenda
■
Production of Market Check and
■ Following an assessment of the current
Exhibits
program, Prism proposes viable options
for The City to consider, then prepares ■
Launch & Communication with
The City for due diligence and seeking the
Incumbent
market.
• Prism leads development of the market
check and all supporting collateral, with
emphasis on contract predications, market
competitive rates, comparable services
■ Market Analysis of Current Contract
Compared to Market
Financial
Clinical
Vendor Services Agreement Page 14 of 16
Solution / Service
City Secretary Contract No. 62953
and solutions.
■ Following an analysis of the current
market landscape compared with the
realistic options outlined in The City
contract, Prism informs The City detailed
financial and qualitative findings, making
suggestions of which pathway is wisest.
Service Description
- Qualitative
■ Determination to Seek the Market
Deliverables
■ Pharmacy Procurement • Should The City seek the marketplace for ■ Incumbent Contract Analysis
a different PBM partner, Prism will lead
the entire process beginning with an • Strategic Roadmap
assessment of the current pharmacy
' Facilitation of Kick -Off Meeting
program.
• Following an assessment of the current
program, Prism proposes viable
candidates for The City to consider, then
prepares Client for due diligence and
seeking the market.
■ Prism leads development of the RFP and
all supporting collateral, with emphasis on
contract predications, questionnaire,
supporting account staff, and customer
service.
■ Following an analysis of each prospective
partner's submission, Prism informs The
City of detailed financial and qualitative
findings, making suggestions on whom to
take to a finalist meeting.
• Following facilitation of onsite finalist
meetings, Client chooses desired partner
and contracting begins.
*END*
■ All Meeting Materials / Agenda
• Production of RFP / Exhibits
• Launch & Communication with
PBM participants
■ Prospective Partner Analysis of Bid
Responses
- Financial
Clinical
Qualitative
■ Facilitation of Best & Final Offers
• Facilitation of Finalist Meetings
■ Contract Negotiation Sessions
• Award of Business
■ Implementation Kick -Off
■ Effective Date / Go Live Monitoring
• Post Implementation Monitoring
Vendor Services Agreement Page 15 of 16
62953
City Secretary Contract No.
EXHIBIT B
PAYMENT SCHEDULE
The Vendor's Ongoing Comprehensive Pharmacy Consulting & RFP / Procurement Services Fee is
an all-inclusive monthly flat service fee of $16,666.66 USD, due on the first of each month starting
from the Effective Date. The total annual value of this contract is up to $200,000.00. Vendor's
Service Fee will be applicable throughout the term of the Agreement and must be paid on a monthly
basis by the City, or by their delegated authorized payor, via electronic fund transfer (EFT), or other
mutually agreeable means of payment.
Invoices will be sent directly to the City on the first of each month during the Agreement, and
payment is due within 30 days of receipt. Unless otherwise instructed by the City, all invoices will be
issued electronically to ensure timely delivery and processing, and the City agrees to provide a valid
email address and Accounting / Accounts Payable point of contact for this purpose. Prompt payment
must be made via widely accepted electronic means, such as ACH or wire transfer.
Upon receipt of payment, the Vendor will provide confirmation receipt to the City within five (5)
business days. Any disputes regarding invoices and/or payment must be raised by either Party within
thirty (30) days of the invoice date, and the parties agree to work in good faith to resolve any disputes
in a prompt manner.
Invoices remaining unpaid over thirty (30) days from the invoice date will incur a late fee of one
percent (1.00%) for each thirty (30) day period that the payment remains overdue.
To the extent allowed under law, the City will be responsible for any collection costs and reasonable
attorney fees incurred due to late payment.
*END*
Vendor Services Agreement Page 16 of 16
CSC No. 62953
THE PRISM HEALTH GROUP, LLC
BUSINESS ASSOCIATE AGREEMENT
This Business Associate Agreement (the "Agreement") is made by and among City of Fort Worth, TX (PLAN), a
corporation with offices located at 100 Fort Worth Trail, Fort Worth, TX 76102 (herein referred to as the "Covered
Entity") and The Prism Health Group, LLC whose address is 3300 N Ashton Blvd, Suite 100, Lehi, UT 84043
(hereinafter known as `Business Associate"). Covered Entity and Business Associate shall collectively be known
herein as the "Parties".
WHEREAS, Covered Entity wishes to commence a business relationship with Business Associate that shall
be memorialized in a separate agreement (the "Underlying Agreement") pursuant to which Business Associate may
be considered a "business associate" of Covered Entity as defined in the Health Insurance Portability and
Accountability Act of 1996 ("HIPAA") including all pertinent regulations (45 CFR Parts 160 and 64) issued by the
U.S. Department of Health and Human Services as either have been amended by Subtitle D of the Health Information
Technology for Economic and Clinical Health Act (the "HITECH Act"), as Title XIII of Division A and Title 1V of
Division B of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5); and
WHEREAS, the nature of the prospective contractual relationship between Covered Entity and Business
Associate may involve the exchange of Protected Health Information ("PHI") as that term is defined under HIPAA;
and
For good and lawful consideration as set forth in the Underlying Agreement, Covered Entity and Business
Associate enter into this agreement for the purpose of ensuring compliance with the requirements of HIPAA, its
implementing regulations, and the HITECH Act (42 USCS § 17902),
NOW THEREFORE, the premises having been considered and with acknowledgment of the mutual promises
and of other good and valuable consideration herein contained, the Parties, intending to be legally bound, hereby agree
as follows:
I. DEFINITIONS.
A. Individual. "Individual" shall have the same meaning as the term "individual" in 45 CFR § 164.501
and shall include a person who qualifies as a personal representative in accordance with 45 CFR §164.502(g).
B. Breach. "Breach" shall have the same meaning as the term "breach" in § 13400 of the HITECH Act
and shall include the unauthorized acquisition, access, use, or disclosure of PHI that compromises the security or
privacy of such information.
C. Designated Record Set. "Designated Record Set" shall have the same meaning as the term
"designated record set" in 45 CFR §164.501.
D. Privaev Rule. "Privacy Rule" shall mean the Standards for Privacy of Individually Identifiable
Health Information at 45 CFR Part 160 and Part 164, Subparts A and E, as amended by the HITECH Act and as may
otherwise be amended from time to time.
E. Protected Health Information. "Protected Health Information" or "PHI" shall have the same
meaning as the term "protected health information" in 45 CFR § 164,501, limited to the information created or received
by Business Associate from or on behalf of Covered Entity.
F. Required By Law. "Required By Law" shall have the same meaning as the term "required by law"
in 45 CFR § 164.501. - G. Secretarv. "Secretary" shall mean the Secretary of the U.S. Department of Health and Human
Services or his designee.
CONFIDENTIAL & PROPRIETARY — 2025
CSC No. 62953
H. Unsecured Protected Health Information. "Unsecured Protected Health Information" or "Unsecured
PHI" shall mean PHI that is not secured through the use of a technology or methodology specified by the Secretary in
guidance or as otherwise defined in the § 13402(h) of the HITECH Act,
if. USE OR DISCLOSURE OF PHI BY BUSINESS ASSOCIATE,
A. Except as otherwise limited in this Agreement, Business Associate may use or disclose Protected Health
Information to perform functions, activities, or services for, or on behalf of, Covered Entity as specified in the
Underlying Agreement, provided that such use or disclosure would not violate the Privacy Rule,
B. Business Associate shall only use and disclose PHI if such use or disclosure complies with each
applicable requirement of 45 CFR § 164,504(c).
C. Business Associate shall be directly responsible for full compliance with the relevant requirements of
the Privacy Rule to the same extent as Covered Entity.
III. DUTIES OF BUSINESS ASSOCIATE RELATIVE TO PHI.
A. Business Associate shall not use or disclose PHI other than as permitted or required by this Agreement
or as Required by Law.
B. Business Associate shall implement administrative, physical, and technical safeguards that reasonably
and appropriately protect the confidentiality, integrity, and availability of the electronic PHI that it creates, receives,
maintains, or transmits on behalf of Covered Entity,
C. Business Associate shall immediately notify Covered Entity of any use or disclosure of PHI in violation
of this Agreement
D. Business Associate shall promptly notify Covered Entity of a Breach of Unsecured PHI following the
first day on which Business Associate (or Business Associate's employee, office or agent) knows of such Breach or
following the first day on which Business Associate (or Business Associate's employee, office or agent) should have
known of such Breach. Business Associate's notification to Covered Entity hereunder shall:
1. Be made to Covered Entity no later than 60 calendar days after discovery of the Breach, except
where a law enforcement official determines that a notification would impede a criminal
investigation or cause damage to national security;
2. Include the individuals whose Unsecured PHI has been, or is reasonably believed to have been,
the subject of a Breach; and
E. In the event of an unauthorized use or disclosure of PHI or a Breach of Unsecured PHI, Business
Associate shall mitigate, to the extent practicable, any harmful effects of said disclosure that are known to it.
F. 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 Covered Entity
agrees to the same restrictions and conditions that apply through this Agreement to Business Associate with respect
to such information,
G. To the extent applicable, Business Associate shall provide access to Protected Health Information in a
Designated Record Set at reasonable times, at the request of Covered Entity or, as directed by Covered Entity, to an
Individual in order to meet the requirements under 4S CFR § 164,524.
- H. To the extent- applicable, Business Associate shall make any amendment(s) to Protected Health
Information in a Designated Record Set that Covered Entity directs or agrees to pursuant to 45 CFR § 164.526 at the
request of Covered Entity or an Individual.
I. Business Associate shall, upon request with reasonable notice, provide Covered Entity access to its
premises for a review and demonstration of its internal practices and procedures for safeguarding PHI.
CONFIDENTIAL & PROPRIETARY -- 2025
CSC No. 62953
J. Business Associate agrees to document such disclosures of PHI and information related to such
disclosures as would be required for a Covered Entity to respond to a request by an individual for an accounting of
disclosures of PHI in accordance with 45 C.F.R. §164.528. Should an individual make a request to Covered Entity
for an accounting of disclosures of his or her PHI pursuant to 45 C.F.R. §164.528, Business Associate agrees to
promptly provide Covered Entity with information in a format and manner sufficient to respond to the individual's
request.
K. Business Associate shall, upon request with reasonable notice, provide Covered Entity with an
accounting of uses and disclosures of PHI provided to it by Covered Entity,
L. Business Associate shall make its internal practices, books, records, and any other material requested by
the Secretary relating to the use, disclosure, and safeguarding of PHI received from Covered Entity available to the
Secretary for the purpose of determining compliance with the Privacy Rule. The aforementioned information shall be
made available to the Secretary in the manner and place as designated by the Secretary or the Secretary's duly
appointed delegate. Under this Agreement, Business Associate shall comply and cooperate with any request for
documents or other information from the Secretary directed to Covered Entity that seeks documents or other
information held by Business Associate.
M. Business Associate may use Protected Health Information to report violations of law to appropriate
Federal and State authorities, consistent with 42 C.F.R. §164.5020)(1).
N. Except as otherwise limited in this Agreement, Business Associate may disclose PHI for the proper
management and administration of Business Associate, provided that disclosures are Required By Law, or Business
Associate obtains reasonable assurances from the person to whom the information is disclosed that it will remain
confidential and used or further disclosed only as Required By Law or for the purpose for which it was disclosed to
the person, and the person notifies Business Associate of any instances of which it is aware in which the confidentiality
of the information has been breached.
IV. TERM AND TERMINATION.
A. Term. The Term of this Agreement shall be effective as of the date the Underlying Agreement is
effective, and shall terminate when all of the Protected Health Information provided by Covered Entity to Business
Associate, or created or received by Business Associate on behalf of Covered Entity, is destroyed or returned to
Covered Entity, or, if it is infeasible to return or destroy Protected Health Information, protections are extended to
such information, in accordance with the termination provisions in this Section IV.
B. Termination for Cause. Upon Covered Entity's knowledge of a material breach by Business Associate,
Covered Entity shall:
1. Provide an opportunity for Business Associate to cure the breach or end the violatiowand, if
Business Associate does not cure the breach or end the violation within the time specified by
Covered Entity, terminate this Agreement;
2. Immediately terminate this Agreement if Business Associate has breached a material term of
this Agreement and cure is not possible; or
3. If neither termination nor cure is feasible, report the violation to the Secretary.
C. Effect of Termination.
1. Except as provided in paragraph C(2) of this section, upon termination of this Agreement, for
any reason, Business Associate shall return or destroy all Protected Health Information received
from Covered Entity, or created or received-byy Business Associate onbehalf of Covered Entity.
This provision shall apply to Protected Health Information that is in the possession of subcontractors
or agents of Business Associate. Business Associate shall not retain any copies of the Protected
Health Information.
CONFIDENTIAL & PROPRIETARY — 2025
CSC No. 62953
2. In the event that Business Associate determines that returning or destroying the Protected
Health Information is infeasible, Business Associate shall provide to Covered Entity written
notification of the conditions that make return or destruction infeasible, After written notification
that return or destruction of Protected Health Information is infeasible, Business Associate shall
extend the protections of this Agreement to such Protected Health Information and limit further uses
and disclosures of such Protected Health Information to those purposes that make the return or
destruction infeasible, for so long as Business Associate maintains such Protected Health
Information.
3. Should Business Associate make a disclosure of PHI in violation of this Agreement, Covered
Entity shall have the right to immediately terminate any contract, other than this Agreement, then
in force between the Parties, including the Underlying Agreement.
V. CONSIDERATION. Business Associate recognizes that the promises it has made in this Agreement shall,
henceforth, be detrimentally relied upon by Covered Entity in choosing to continue or commence a business
relationship with Business Associate.
VI. REMEDIES IN EVENT OF BREACH. Business Associate hereby recognizes that irreparable harm will
result to Covered Entity, and to the business of Covered Entity, in the event of breach by Business Associate of any
of the covenants and assurances contained in this Agreement. As such, in the event of breach of any of the covenants
and assurances contained in Sections II or III above, Covered Entity shall be entitled to enjoin and restrain Business
Associate from any continued violation of Sections 11 or III. Furthermore, in the event of breach of Sections II or III
by Business Associate, Covered Entity is entitled to reimbursement and indemnification from Business Associate for
Covered Entity's reasonable attorneys' fees and expenses and costs that were reasonably incurred as a proximate result
of Business Associate's breach. The remedies contained in this Section VI shall be in addition to (and not supersede)
any action for damages and/or any other remedy Covered Entity may have for breach of any part of this Agreement.
VII. MODIFICATION. This Agreement may only be modified through a writing signed by the Parties and, thus,
no oral modification hereof shall be permitted. The Parties agree to take such action as is necessary to amend this
Agreement from time to time as is necessary for Covered Entity to comply with the requirements of the Privacy Rule
and HIPAA.
VIII. INTERPRETATION OF THIS CONTRACT IN RELATION TO OTHER CONTRACTS BETWEEN
THE PARTIES. Should there be any conflict between the language of this contract and any other contract entered
into between the Parties (either previous or subsequent to the date of this Agreement), the language and provisions of
this Agreement shall control and prevail unless the Parties specifically refer in a subsequent written agreement to this
Agreement by its title and date and specifically state that the provisions of the later written agreement shall control
over this Agreement.
IX. COMPLIANCE WITH STATE LAW. The Business Associate acknowledges that by accepting the PHI
from Covered Entity, it will also ensure compliance with Utah privacy and encryption laws. If the HII'AA Privacy or
Security Rules and state laws conflict regarding the degree of protection provided for protected health information,
Business Associate shall comply with the more restrictive protection requirement.
X. MISCELLANEOUS.
A. Ambiguity. Any ambiguity in this Agreement shall be resolved to permit Covered Entity to comply with
the Privacy Rule.
B. Regulatory References. A reference in this Agreement to a section in the Privacy Rule means the section
as in effect or as amended.
- -- C. Notice to Covered Entitv..Any notice required under this Agreement to be given Covered Entity shall be
made in writing to:
City of Fort Worth, TX
Attn: Legal
100 Fort Worth Trail
Fort Worth, TX 76102
CONFIDENTIAL & PROPRIETARY — 2025
CSC No. 62953
D. Notice to Business Associate. Any notice required under this Agreement to be given Business Associate
shall be made in writing to:
The Prism Health Group, LLC
3300 N Ashton Blvd, Suite 100
Lehi, UT 84043
Attn: Ryan T. Rice, Principal, Practice Lead
Ph. (320) 237-2822
ryan.rice@theprismhealthgroup.com
IN WITNESS WHEREOF and acknowledging acceptance and agreement of the foregoing, the Parties affix their
signatures hereto.
CITY OF FORT WORTH, TX
By:
Name: Richard Zavala
Title: Interim Assistant City Manager
Date: Mar 5, 2025
THE P TH GROUP, LLC
7
By:
Name: 4001
Title: ee
Date: � 7
CONFIDENTIAL & PROPRIETARY— 2025
3/3/25, 12:47 PM M&C Review CSC No. 62953
Official site of the City of Fort Worth, Texas
ACITY COUNCIL AGEND FORS oRn
Create New From This M&C
REFERENCE **M&C 24- 13P RFP 24-0240
DATE: 12/10/2024 NO.: 1064 LOG NAME: PHARMACY CONSULTANT
H R KQ
CODE: P TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Execution of Agreement with Prism Health Group, LLC for Pharmacy
Consulting Services in an Annual Amount Up to $200,000.00 for the Initial Three -Year
Term and Authorize Two One -Year Renewal Options for the Same Annual Amount for the
Human Resources Department
RECOMMENDATION:
It is recommended that the City Council authorize the execution of an agreement with Prism Health
Group, LLC for pharmacy consulting services in an annual amount up to $200,000.00 for the initial
three-year term and authorize two one-year renewal options for the same annual amount for the
Human Resources Department.
DISCUSSION:
The purpose of this Mayor & Council Communication (M&C) is to authorize execution of an Agreement
with Prism Health Group, LLC to provide pharmacy consulting services for the best value, savings,
and access to prescriptions for City employees and applicable retirees.
In order to procure these services, Purchasing issued Request For Proposal (RFP) No. 24-0240
consisting of detailed specifications describing the responsibilities and requirements to provide
pharmacy consulting services to the City. The RFP was advertised in the Fort Worth Star -Telegram on
July 31, 2024, August 7, 2024, August 14, 2024, August 21, 2024, August 28, 2024, and September 4,
2024. The City received five (5) responses.
Holmes Murphy and Associates, LLC was deemed non -responsive by Purchasing due to submitting
"no bid" on all line items of the bid table, and by the Diversity and Inclusion Department/Business
Equity Division for failure to comply with the established Business Equity Goal.
An evaluation panel consisting of representatives from the Human Resources and Fort Worth Lab
Departments reviewed and scored the remaining submittals using Best Value criteria. Individual scores
were averaged for each of the criteria.
After technical and pricing evaluations, the four remaining firms, DBK Health, Inc., Lockton-Dunning
Series of Lockton Companies, LLC, dba Lockton Pharmacy Solutions, McGriff Insurance Services,
LLC, and Prism Health Group, LLC, were interviewed on October 10, 2024. The City requested a Best
and Final Offer (BAFO) from each of these four firms. The individual scores were averaged for each of
the criteria and the final scores are listed in the table below:
Vendor
a
b
c
d
e
Total
Score
Prism Health Group,
17.5
22.5
17
14.25
10.8
82.05
LLC
DBK Health, Inc.
15
18.75
16
12
19.2
80.95
Lockton Pharmacy
16.5
18.75
16
11.63
17.34
80.22
Solutions
apps.cfwnet.org/council_packet/mc_review.asp? I D=32770&cou ncildate=12/10/2024 1 /3
3/3/25, 12:47 PM
M&C Review
CSC No. 62953
McGriff Insurance 14.5 15 12.5 7.875
Services, LLC
Best Value Criteria
a. Qualifications and Experience of Firm
b. Value-added Services and Innovative Solutions
c. Ability to meet the City's needs
d. Understanding Scope of Services
e. Price of Services
After evaluation, the panel concluded that Prism Health Group, LLC presents both the best value and
the necessary coverage for the City; therefore, the panel recommends that the Council authorize an
agreement with The Prism Health Group, Inc.
No guarantee was made that a specific amount of services would be purchased. Staff certifies that the
recommended vendor bid met specifications.
FUNDING: The maximum amount allowed under this agreement will be $200,000.00 yearly for a total
of $600,000.00 for the initial three-year term. The actual amount used will be based on the needs of
the department and the available budget. Funding is budgeted in the Consultant & Other Prof Service
account within the Group Health Insurance Fund for the Human Resources Department.
BUSINESS EQUITY: The Business Equity Division placed a 4.1\% business equity goal on this
contract. Prism Health Group, LLC has agreed/committed to utilize 4.1\% business equity
subcontractor participation for the scope of work, meeting the City's Business Equity Ordinance. Any
changes in subcontractors will be reviewed by the Business Equity Division
AGREEMENT TERMS: The initial term of the agreement will begin upon execution and expire three
(3) years from that date.
RENEWAL OPTIONS: This agreement may be renewed for up to two (2) one-year renewal periods.
This action does not require specific City Council approval provided that 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 funds are available in the current operating budget, as
previously appropriated, in the Group Health Insurance Fund to support the approval of the above
recommendation and execution of the contract. Prior to any expenditure being incurred, the Human
Resources Department 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 Manager's Office by:
Originating Department Head:
Program Activity Budget Reference # I Amount
Year (Chartfield 2)
Program Activity Budget Reference # Amount
Year (Chartfield 2)
Reginald Zeno (8517)
Jesica McEachern (5804)
Reginald Zeno (8517)
Dianna Giordano (7783)
apps.cfwnet.org/council_packet/mc_review.asp?ID=32770&councildate=12/10/2024 2/3
3/3/25, 12:47 PM
M&C Review CSC No. 62953
Additional Information Contact: Jo Ann Gunn (8525)
Karen Quintero (8321)
ATTACHMENTS
13P RFP 24-0240 PHARMACY CONSULTANT HR KQ.docx (CFW Internal)
24-0240 (RFP Pharmacv Consultant)CM-NS.pdf (CFW Internal)
FID Pharmacv fid table.xlsx (CFW Internal)
Form 1295 Certificate The Prism Health Group (002).pdf (CFW Internal)
SAMs - No Results 10.29.24.pdf (CFW Internal)
SOS - Prism 11.6.24.pdf (CFW Internal)
apps.cfwnet.org/council_packet/mc_review.asp?ID=32770&councildate=12/10/2024 3/3