HomeMy WebLinkAboutContract 46309 CITY SECMANY
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CONTRACT N®.
PROTECTED HEALTH INFORMATION CONFIDENTIALITY AGREEMENT
This Protected Health Information Confidentiality Agreement(the "Agreement") is entered into as
of April 1, 2014(the "Agreement Effective Date") by and between ReliaStar Life Insurance Company or its
affiliate ReliaStar Life Insurance Company of New York (the "Company'), and City of Fort Worth (the
"Employer"), Gallagher Benefit Services, Inc., a licensed and appointed insurance broker, (the
"Broker")Aetna Life Insurance Company, a licensed third party administrator, (the 'TPA") providing
services to the City of Fort Worth (the "Group Health Plan"). Each of the Employer, Broker, or TPA shall
individually be referred to herein as a"Disclosing Party'and collectively as the "Disclosing Parties".
RECITALS
A. The Employer is seeking to purchase or has purchased an excess risk insurance policy
(the "Policy') from the Company to insure against unexpected losses incurred by the
Employer as sponsor of the self-insured Group Health Plan, a"Covered Entity' under the
Health Insurance Portability and Accountability Act of 1996, Public Law No. 104-191
("HIPAA"), and the regulations promulgated thereunder by the U.S. Department of Health
and Human Services (the"HIPAA Regulations").
B. The Employer has engaged the Broker and/or the TPA to provide services to the Group
Health Plan, each under a separate "Business Associate Contract" between the Group
Health Plan and the Broker and/or the TPA.
C. The Disclosing Parties may provide or disclose Protected Health Information (as defined
below) to the Company in connection with the underwriting or payment of claims under
the Policy.
D. The purpose of this Agreement is to limit the use and disclosure of PHI by the Company
to the purposes provided for herein and to provide reasonable assurances to each
Disclosing Party that the Company will maintain appropriate safeguards to protect PHI
from any use or disclosure contrary to this Agreement and the Privacy Rule and Security
Rule (each as defined below).
SECTION 1. DEFINITIONS
(a) Breach. "Breach" shall have the same meaning given to such term in 45 C.F.R. §
164.402, as may be amended from time to time.
(b) Data Aggregation. "Data Aggregation" shall mean, with respect to Protected Health
Information received by the Company, the combining of such Protected Health
Information with protected health information received by the Company under other stop-
loss policy or policies,to permit data analyses as they relate to Health Care Operations.
(c) Designated Record Set. "Designated Record Set" shall have the same meaning as the
term "designated record set" in 45 C,F.R § 164.501, as may be amended from time to
time.
(d) Electronic Protected Health Information. "Electronic Protected Health Information" shall
have the same meaning as "electronic protected health information" in 45 C.F.R. §
160.103, as may be amended from time to time.
(e) Health Care. "Health Care"shall have the same meaning as the term "health care" in 45
G.F.R. § 160.103, as may be amended from time to time.
(f) Health Care Operations. "Health Care Operations" shall have the same meaning as the
term "health care operations" in 45 C.F.R. § 164.501, as may be amended from time to
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RECEIVED JAN 0 2 A,M,
time and shall include, but not be limited to, underwriting of the Policy including activities
of the Company for the reinsurance of the Policy.
(g) Individual. `Individual"shall have the same meaning as the term "individual" in 45 C.F.R §
160.103 and shall include a person's personal representative who is treated as the
Individual in accordance with 45 C.F.R § 164.502(g), as each may be amended from time
to time.
(h) Limited Data Set. "Limited Data Set" shall have the same meaning as the term "limited
data set" in 45 C.F.R. § 164.514(e), as may be amended from time to time.
(i) Payment. "Payment' shall have the same meaning as payment in 45 C.F.R. § 164.501,
as may be amended from time to time, and shall include activities for the purpose of
obtaining payment under the Policy and shall include, but not be limited to, Policy claim
review, assessing primary and secondary coverage as between the Policy and the Group
Health Plan under coordination of benefit provisions, pursuing subrogation claims and
rights and submission of claim information under reinsurance policies or treaties between
the Company and an insurance company that provides reinsurance benefits to the
Company with respect to the Policy.
{j) Privacy Rule. "Privacy Rule" shall mean the Standards for Privacy of Individually
Identifiable Health Information at 45 C.F.R part 160 and part 164, subparts A and E, as
may be amended from time to time, as applied to the Company's use and disclosure of
PHI provided for in this Agreement.
(k) Protected Health Information ("PHI"). "Protected Health Information" shall have the same
meaning as the term "protected health information" in 45 C.F.R § 160.103, as may be
amended from time to time, limited to the information received by the Company from any
Disclosing Party.
(1) Required By Law. "Required By Law" shall have the same meaning as the term "required
by law" in 45 C.F.R § 164.103, as many be amended from time to time.
(m) Secretary. "Secretary' shall mean the Secretary of the Department of Health and Human
Services or his or her designee. .
(n) Security Rule. "Security Rule" shall mean the Security Standards at 45 C.F.R. Parts 160
and Part 164, Subparts A and C, as may be amended from time to time, as applied to the
Company's use and disclosure of PHI provided for in this Agreement.
(o) Transactions. "Transactions" shall have the same meaning as the term "transactions" in
45 C.F.R. § 164.103, as may be amended from time to time.
(p) Unsecured PHI. "Unsecured PHI" shall have the same meaning given to such term
under 45 C.F.R. §402), as may be amended from time to time.
SECTION 2: LIMITED DATA SET- PERMITTED USES AND DISCLOSURES
2.1 Permitted Uses and Disclosures. The Company may use PHI provided to it in the form of a
Limited Data Set solely for the underwriting of the Policy for Health Care Operations as defined by 45
C.F.R § 164.501 and permitted by 45 C.F.R. § 164.502(a)(1), as may be amended from time to time.
Except as provided for in Section 3 of this Agreement, the Company shall not use or disclose PHI under
this Section for any other purpose.
2.2 Identification, The Company agrees not to undertake any action during the underwriting process
and the placement of the Policy which may cause the PHI, including the Limited Data Set, to identify any
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Individual, nor shall the Company knowingly contact any Individual whose PHI is included in the Limited
Data Set.
2.3 Policy Not Issued. Upon conclusion or termination of the underwriting process in which the
Policy is not issued by the Company, the Company shall destroy any property received from any party
which may be in the Company's possession including all PHI, confidential information, products,
materials, memoranda, notes, records, reports, or other documents or photocopies of the same, including
without limitation any of the foregoing recorded on any computer or any machine readable medium.
SECTION 3: PHI--PERMITTED USES AND DISCLOSURES
3.1 Purpose of PHI Disclosure. A Disclosing Party may provide and disclose PHI to the Company for
underwriting of the Policy for Health Care Operations and for the payment of claims under the Policy for
Payments, in each case as permitted by 45 C.F.R. § 164.502(a)(1), as may be amended from time to
time.
3.2 Permitted Uses. The Company may use PHI received from a Disclosing Party solely for the
purpose for which it is provided as specified in Section 3.1 of this Agreement.
3.3 Permitted Disclosures, The Company may disclose PHI for underwriting and the payment of
claims under the Policy provided that the Company obtains reasonable assurances in writing from the
person to whom the information is disclosed that it will remain confidential and will be used or further
disclosed only as Required by Law or for the purpose for which it was disclosed to the person (which
purpose must be consistent with the limitations imposed upon the Company pursuant to this Agreement)
and the person agrees to notify the Company of any use or disclosure of PHI of which it becomes aware
In which the confidentiality of the information has been breached.
3.4 Required by Law. The Company may disclose the PHI if and to the extent that such disclosure is
Required by Law.
3.5 Data Aggregation. The Company may use PHI to provide Data Aggregation services, including
use of PHI for statistical compilations, reports, research and all other purposes allowed under applicable
law.
3.6 De-identified Data. The Company may create de-identified PHI in accordance with the standards
set forth in 45 C.F.R. § 164.514(b), as may be amended from time to time, and may use or disclose such
de-identified data for any purpose.
SECTION 4: OBLIGATIONS OF THE COMPANY
4.1 Privacy of PHI. The Company will maintain appropriate safeguards to reasonably protect PHI
from any intentional or unintentional use or disclosure contrary to this Agreement and the Privacy Rule.
4.2 Security of PHI. The Company shall ensure that its information security programs include
appropriate administrative, physical and technical safeguards designed to prevent the use or disclosure
of confidential information, such as the PHI received by the Company, contrary to this Agreement and the
Security Rule,
4.3 Notification of Disclosures. The Company will report to the Disclosing Parties any use or
disclosure of PHI not provided for by this Agreement of which it becomes aware.
4.4 Notification of Breach. The Company will notify the Disclosing Parties of any Breach of
Unsecured PHI as soon as practicable, and no later than 30 days after discovery of such Breach. The
Company's notification of a Breach will include: (a) the identification of each Individual whose Unsecured
PHI has been, or is reasonably believed by the Company to have been, accessed, acquired or disclosed
during the Breach; and (b) any particulars regarding the Breach that the Group Health Plan would need to
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include in its notification, as such particulars are identified in 45 C.F.R. § 164,404, as may be amended
from time to time.
4.5 Mitigation. To the extent practicable, the Company will cooperate with the Disclosing Party's
efforts to mitigate a harmful effect that is known to the Company of a use or disclosure of PHI not
provided for in this Agreement.
4.6 HIPAA Compliance Support. The Company agrees to make internal practices, books, and
records, including policies and procedures of its information security program, relating to the use and
disclosure of confidential information, such as the PHI received by the Company, available to the
Secretary, as requested by the Group Health Plan, or designated by the Secretary, for purposes of the
Secretary determining the Group Health Plan's compliance with the Privacy Rule.
SECTION 5: OBLIGATIONS OF THE DISCLOSING PARTIES
5.1 Privacy Practices. The TPA will notify the Company of any changes to the limitation(s) in the
Group Health Plan's notice of privacy practices in accordance with 45 C.F.R. § 164.520, as amended
from time to time, to the extent that such a limitation may affect the Company's use or disclosure of PHI
under this Agreement, The TPA will provide such notice no later than 15 days prior to the effective date
of the limitation. The TPA confirms that the Group Health Plan's privacy notice discloses the use and
disclosure of PHI for Health Care Operations and Payments as permitted by this Agreement.
5.2 Employer Use and Disclosure of PHI: Certification of Plan Amendment . The Disclosing Parties
represent that any disclosure of PHI provided to the Company by'the Employer complies with 45 C.F.R, §
164,504(f), as amended from time to time, including, but not limited to, that the Employer, as sponsor of
the Plan, amended the Plan document in accordance with such regulation to permit the use and
disclosure of PHI to the Company as provided for in this Agreement and to require the disclosure by the
Group Health Plan to the Employer only upon receipt of a certification from the Employer of the Plan's
amendment as required by the regulation. The Employer represents that It has provided a certification to
the Group Health Plan that the Plan documents have been amended to incorporate the provisions
required by 45 C.F,R. § 164.504(f)(2)(ii) and 45 C.F.R. § 164.504(f)(2)(iii), each as may be amended from
time to time. The Employer represents that the employees or classes of employees providing PHI to the
Company under the Agreement have been described In the Plan document as employees or within the
classes of employees given access to PHI.
5.3 TPA Use and Disclosure of PHI. The Broker and the TPA represent that any disclosure of PHI
provided to the Company is permitted by the Business Associate Contract between the Group Health
Plan and the Broker or the Business Associate Contract between the Group Health Plan and the TPA, as
applicable.
5.4. Minimum Necessary, Each Disclosing Party shall limit PHI to the minimum necessary to
accomplish the permitted uses and disclosures of the Company provided for In this Agreement when
providing or disclosing PHI to the Company in accordance with 45 C.F.R. § 164.502(b) and 45 C.F.R. §
164.514(d), as each may be amended from time to time.
5.5. Payment and Health Care Operations Standards. Each Disclosing Party shall ensure that the
use and disclosure of PHI by the Company for Health Care Operations and Payment purposes complies
with the standards of 45 C.F.R. § 164.506, as may be amended from time to time.
5.6 Electronic PHI. Each Disclosing Party shall not provide Electronic PHI to the Company In the
form of "unsecured protected health information" as defined in 45 C.F.R. § 164,402, as may be amended
from time to time.
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6. TERM AND TERMINATION
6.1 Term. This Agreement will commence as of the Agreement Effective Date and will terminate in
accordance with Section 2,3 or upon the termination of the Policy,
6.2 Termination for Cause. Upon any party's knowledge of a material breach by another party of this
Agreement, such party will provide written notice to the breaching party detailing the nature of the breach
and providing an opportunity to cure the breach within 30 business days. Upon the expiration of such 30
day cure period, the non-breaching party may terminate this Agreement and, at its election, the Policy, if
cure is not possible.
6.3 Effect of Termination. Upon termination of this Agreement or the Policy, the Company
will: (a) extend the protections of this Agreement to all PHI retained by Company; (b) limit further uses
and disclosures of such PHI to those purposes provided for in this Agreement for so long as the Company
maintains such PHI; and (c) where possible, only disclose such PHI to a third party if the information has
been de-identified in accordance with the standards set forth in 45 C.F.R. § 164.514(b), as may be
amended from time to time. The parties acknowledge and agree that it is not feasible for the Company to
return or destroy all PHI received by the Company under this Agreement; provided, however, that the
Company's retention of PHI upon the termination of the Agreement or the Policy shall be solely for the
purposes of complying with state record retention and insurance regulatory requirements applicable to the
Policy and the Company as a licensed insurance company and for the Company's reinsurance
obligations under reinsurance policies or treaties covering the Policy,
SECTION 7: SURVIVAL
The respective rights and obligations of the parties under Section 6.3 of this Agreement will survive the
termination of this Agreement and the Policy.
SECTION 8: GENERAL
8.1 Relationship of the Parties under HIPAA, Each Disclosing Party agrees and acknowledges that
the Company does not perform any function or service on behalf of the Group Health Plan and this
Agreement should not be construed and does not establish any contractual relationship for services. The
Company is not an agent or sub-contractor of any Disclosing Party or the Group Health Plan. Each
Disclosing Party acknowledges and agrees that the Company does not provide Health Care to or for any
Individual either directly or indirectly on behalf of the Group Health Plan, The Company does not conduct
Transactions with the Group Health Plan or any Disclosing Party on behalf of the Group Health Plan and
any Electronic PHI provided to the Company for the purposes of this Agreement shall not be subject to
the administrative requirements of 45 C.F.R. § 162, as may be amended from time to time. The
Disclosing Parties do not intend for the Company to maintain any PHI in a Designated Record Set.
8.2, Governing Law. This Agreement is governed by, and will be construed in accordance with, the
laws of the state in which the Policy is issued.
8.3 Legal Actions. Any action relating to this Agreement must be commenced within one year after
the date upon which the cause of action accrued.
8.4 Successors and Assigns. This Agreement and each party's obligations hereunder will be binding
on the representatives, assigns, and successors of such party and will inure to the benefit of the assigns
and successors of such party. No party may assign this Agreement without the prior written consent of
Company, which will not be unreasonably withheld,
8.5 Severability. If any part of a provision of this Agreement is found illegal or unenforceable, it will
be enforced to the maximum extent permissible, and the legality and enforceability of the remainder of
that provision and all other provisions of this Agreement will not be affected.
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8.6 Notices. All notices relating to the parties' legal rights and remedies under this Agreement will be
provided in writing to a party, will be sent to its address set forth in the Policy, or to such other address as
may be designated by that party by notice to the sending party, and will reference this Agreement.
8.7 Amendment and Waiver. This Agreement may be modified, or any rights under it waived, only by
a written document executed by the authorized representatives of the parties. Nothing in this Agreement
will confer any right, remedy, or obligation upon anyone other than the Disclosing Parties and the
Company.
8.8 Entire Agreement. This Agreement is the complete and exclusive agreement between the parties
with respect to the subject matter hereof, superseding and replacing all prior agreements,
communications, and understandings (written and oral) regarding its subject matter.
8.9. Headings and Captions. The headings and captions of the various subdivisions of this
Agreement are for convenience of reference only and will in no way modify, or affect the meaning or
construction of any of the terms or provisions hereof.
8.10. Counterparts. This Agreement may be signed in counterparts, which together will constitute one
agreement.
IN WITNESS WHEREOF, and intending to be legally bound hereby, each party hereto warrants and
represents that this Agreement has been duly authorized by all necessary corporate action and that this
Agreement has been duly executed by and constitutes a valid and binding agreement of that party. All
signed copies of this Agreement will be deemed originals. Signed signature pages may be transmitted by
facsimile or e-mail,and any such signature shall have the same legal effect as an original signature.
ReliaStar Life Insurance Company and its BROKE S �
affiliate ReliaStar Life Insurance Company of
New York
Address; Address:
20 Washington Avenue South as ( W �T )
Minneapolis, Minnesota 55401 S O
Signed
Re—
Name
Name
Title Title
Date Date
_. .................._.
THIRD PARTY ADMINISTRATOR EMPLOYER
AETNA LIFE INSURANCE COMPANY
151 Farmington Ave. Hartford CT
0156
- Address:
Address:
(A'
Signed
Signed C4 rx 1+ILI ki Is
Diane McCammon Name
Name (A'I
u
Chief Privacy Officer Title
Title
March 19, 2014 Date
Date
APPROVED AS TO
FOR A 11 E
L LITY-O
ASSISTANT TY ATTORNEY
A 7ME/L
IV*
#eSted bj
Mary J. ijser, City Secretary
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M&C Review Pagel of 3
Official site of the City of Fort Worth,Texas
L FORTWORTIj
COUNCIL ACTION: Approved on 7/22/2014
DATE: 7/22/2014 REFERENCE NO.: C-26885 LOG NAME: 14LIFEADD
CODE: C TYPE: NON-CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of Agreement with ReliaStar Life Insurance Company, a Member of
the ING/Voya Financial, Inc., Family of Companies, in the Amount Up to $508,519.00
Annually for Life and Accidental Death and Dismemberment Insurance and
Administrative Services (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of an Agreement with ReliaStar Life
Insurance Company, a member of the ING/Voya Financial, Inc., family of companies, in the amount
up to $508,519.00 annually for Life and Accidental Death and Dismemberment insurance and
administrative services.
DISCUSSION:
The purpose of this Mayor and Council Communication is to seek authorization from the City Council
to enter into a new Agreement with ReliaStar Life Insurance Company (ReliaStar), a member of the
ING/Voya Financial, Inc., family of companies. The Human Resources Department (HRD) will use
this contract to provide basic Life and Accidental Death and Dismemberment (AD&D) insurance and
access to voluntary life and AD&D insurance products for employees and their spouses, domestic
partners and children. The City will pay premiums for basic life and AD&D in the amount up to
$508,519.00 annually. The costs for voluntary insurance products will be paid by participating
employees with no financial impact to the City.
The City of Fort Worth currently contracts with Aetna to provide $10,000.00 in basic life and AD&D
insurance to all City employees and to provide access for employees to purchase Voluntary Group
Universal Life and AD&D insurance with coverage up to three times annual salary (with evidence of
insurability). Staff reviewed this benefit and determined that it should be enhanced to be competitive
with other employers. Having worked with the same carrier for many years, HRD staff determined
that it would also be in the City's best interest to go out to the market and give all providers an
opportunity to compete for the City's business to ensure the City and employees are getting the best
overall policies and prices.
The City issued a Request for Proposals (RFP) on February 19, 2014, This RFP was advertised in
the Fort Worth Star-Telegram every Wednesday starting on February 19, 2014 through March 27,
2014. Fifty nine vendors were solicited from the purchasing database; seven responses were
received. The proposals were thoroughly reviewed by an evaluation team consisting of staff from the
following departments: Transportation & Public Works, Fire, Water, Parks and Community Services
and Human Resources. The evaluation team was provided with resources and assistance by the
City's benefits consultant, Arthur J. Gallagher, and by staff in the Human Resources Department and
Purchasing Division.
The evaluation team ranked the proposals based on the following factors: technical proposals,
qualifications, adherence to terms and conditions of the RFP, financial stability, value-added services
and pricing competitiveness. Two finalists were selected and made presentations. Following the
presentations, the evaluation team determined that ReliaStar provides the best overall solution to the
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M&C Review Page 2 of 3
City.
The proposed contract will allow the City to provide its employees with basic life and AD&D insurance
in an amount equal to one times annual salary (up to a maximum of$500,000.00) and to offer
employees the option to purchase voluntary life and AD&D insurance of up to five times annual salary
(with a maximum coverage of$500,000.00 and no evidence of insurability is required for enrollment
at the time of initial transition). ReliaStar has agreed to provide a rate guarantee until January 1,
2018. Staff is recommending increasing the City-provided basic life and AD&D amount in order to
remain competitive with other municipalities of similar size. Savings generated from the changing of
prescription benefit manager in the Group Health Plan will subsidize the cost associated with
increasing the basic life and AD&D coverage levels beyond what is provided to employees today.
PRICE ANALYSIS - The basic life and AD&D coverages are provided under the current contract with
Aetna. Therefore, a direct cost comparison is not possible. Staff reviewed the prices and determined
the prices to be fair and reasonable.
Total estimated annual cost is $508,519.00. This cost is based on the City's current enrollment and
volumes.
ADMINISTRATIVE CHANGE ORDER-An administrative change order or increase may be made by
the City Manager in the amount up to $50,000.00 and does not require specific City Council approval
as long as sufficient funds have been appropriated.
AGREEMENT TERMS - Upon City Council approval, the initial three-year term of this contract shall
begin on January 1, 2015 and expire on December 31, 2017.
RENEWAL OPTIONS -This contract may be renewed up to two additional one-year periods at the
City's sole discretion. This action does not require specific City Council approval provided that
sufficient funds are appropriated for the City to meet its obligations during the renewal period.
M/WBE OFFICE -A waiver of the goal for MBE/SBE subcontracting was requested by the
Purchasing Division and approved by the M/WBE Office, in accordance with the BDE Ordinance,
because the purchase of goods or services is from sources where subcontracting or supplier
opportunities are negligible.
NOTE - If the City enters into this Agreement with ReliaStar, it will receive a multi-policy discount for
its previously awarded stop-loss insurance policy with ReliaStar (M&C C-26750). However, this
discount does not change the prices quoted above and was not a factor in the evaluation team's
recommendation.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current operating
budget, as appropriated, of the Group Health Insurance Fund.
TO Fund/Account/Centers FROM Fund/Account/Centers
FE85 534710 0148520 $508,519.00
Submitted for City Manager's Office by: Susan Alanis (8180)
Originating Department Head: Brian Dickerson (7783)
Additional Information Contact: Margaret Wise (8058)
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ATTACHMENTS
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