Dental Benefits

m * * *■k if; Charles M. Arlinghaus Commissioner (603) 271-3201 State of New Hampshire DEPARTMENT OF ADMINISTRATIVE SERVICES 26 Capitol Street - Room 120 Concord, New Hampshire 03301 0ffice@da8.nh.gov Joseph B. Bouchard Assistant Commissioner (603) 271-3204 Catherine A Keane Deputy Commissioner (603) 271-2069 September 4. 2019 His Excellency. Governor Christopher T. Sununu and the Honorable Executive Council State House Concord, New Hampshire 03301 REQUESTED ACTION Authorize the Department of Administrative Services (DAS). Risk Management Unit (RMU), to enter into a contract with Delta Dental Plan of NH, Inc. d/b/o Northeast Delta Dental (VC# 174101). in an amount not to exceed $1,770,000. for the administration of self-funded dental coverage for state employees and eligible dependents for a period of five (5) years, effective January 1. 2020 through December 31, 2024, consistent with collective bargaining agreements, upon

Governor and Executive Council approval, with the option to renew for up to two additional years subject to the approval of Governor and Executive Council. Funding source: Approximately 34% General Funds, 15% Federal Funds, 4% Enterprise Funds, 10% Highway Funds, 1% Turnpike Funds and 35% Other Funds. Funds to support this request ore anticipated to be available in the following accounts in FY2020. FY2021. FY 2022, FY 2023. FY 2024, and FY 2025 upon the availability and continued appropriation of funds in the future operating budgets, with the ability to adjust encumbrances between State Fiscal Years through the Budget Office, if needed and justified: 01-14-14-141060-67000000 Department of Administrative Services. Risk Management Unit SFY2020 SFY2021 SFY2022 SFY2023 SFY2024 SFY2025 102-500691 Actives Dental Admin- r $169,000 $338,000 $338,000 f338,000 $338,000 $169,000 102-500692 COBRA Dental Admin- $2,500 $5,000 $5,000 $5,000 $5,000 $2,500 102-500694 Legislative Dental Admin- $3,000 $6,000 $6,000 $6,000 $6,000 $3,000 102-501569 SAG Dental Admin- $2,500 $5,000 $5,000 $5,000 $5,000 $2,500 SFY Totals $177,000 $354,000 $354,000 $354,000 $354,000 $177,000 Grand Total $1,770,000 His Excellency, Governor Christopher T. Sununu end the Honorable Executive Council September 4, 2019 Page 2 of 3 EXPLANATION Dental coverage is provided to State employees in accordance with provisions in the Collective Bargaining Agreements (CBAs). The DAS Commissioner is authorized, pursuant to RSA 21-1: 28, to enter into contracts with "any organization necessary to administer and provide a health plan". The State's current contract for self-funded dental coverage for state employees, spouses and eligible dependents is with Delta Dental Plan of NH, Inc. (Delta Dental). This contract expires on December 31, 2019. Accordingly, on March 8, 2019, DAS issued a Request for Proposal (RFP) for dental benefit administration services. Notifications of the RFP were sent to ninety-one organizations by the Bureau of Purchase and Property through the oppropriate Institute for Public Procurement (NIGP) industry code database. The RFP was also posted on the Bureau of Purchase and Property public website. On April 4, 2019, two proposals were received from the following: Delta Dental Plan of NH (Delta Dental) and Anthem Inc. The scoring of the proposals divided into two main categories: a Financial Section (max 50% score) and a Non-Financial Section (max 50% score). The scoring of the Financial Section was based on the projected costs as determined by the State for the five-year period from January 1, 2020 to December 31, 2024. The scoring of the Non-Financial Section (50%) was distributed amongst each of the following areas and carresponding weights: Network Access (15% - the extent to which the bidder's dental network provides adequate access for members). Disruption Score (10% -the extent to which the State's Active Dental Plan's actual utilization was performed by providers in the bidder's dental network). Performance Guarantees (5%), and the Technical Questionnaire (20% -the extent to which the bidder demonstrates its ability to: 1) provide requested administrative, member and claims paying services and 2) confirm experience, stability, agreeable contractual terms as well as provide data reporting and network provider management). Based on the foregoing^ the proposal submitted by Delta Dental received the highest-ranking score and was recommended by a unanimous vote of the evaluation team. The evaluation team members were Joyce Pitman (Director, DAS, Risk Management Unit (RMU)), Linda Huard (Health Benefits Committee Choir, State Erhployees Association of New Hampshire), Matthew Newland (Manager of Employee Relations, DAS, Division of Personnel), Peg Blacker (Health Benefit Program Manager, DAS, RMU), and Tina Hussey (Benefits Administrator, DAS, RMU). As stated above and referenced in the attached Executive Summary of Overall Results, the financial score encompassed fifty (50) percent of the total proposal scare. The lowest cost proposal received 100% of the 50 points allocated for the Financial Section of the RFP. All other financial proposals were scored on a linear sliding scale, with proposals losing 2.0 points of the 50 points allocated for every 1.0% more costly than the lawest cost proposal. Since the sliding scale vyas linear, proposals lost points for fractions of a percent such that a proposal 0.5% more costly than the lowest cost proposal lost 1 point and received a financial score of 49 points. Proposals that reflected a projected cost that was 25% more costly than the lowest cost proposal received zero (0) points for the Financial Section. The remaining 50% of the allocated points were distributed amongst the Non-Financial section. In the categories listed above, scoring criteria were applied and bidder responses were evaluated as optimal, average and belaw average on a scale of 100% to 0%. In accordance with the State's procurement rules, non-finonciol section scoring was based on the quality of each bidder's response and not based on any outside knowledge of the programs and/or services His Excellency, Governor Christopher T. Sununu and the Honorable Executive Council September 4, 2019 Page 3 of 3 offered by each bidder. The two proposals were fairly competitive, making the non-financiol section of the proposal the determining factor for recommendation by the evaluation team. Delta Dental's proposal earned the most competitive financial score. In accordance with the sliding scale applied to financial scores. Delta Dental received the full 50 points available as the lowest bidder and surpassed Anthem's financial score by 2.3 percentage points. In the non- financial section. Delta Dental also scored highest, with a weighted score of 44.6 percentage points out of 50 percentage points compared to Anthem's non-financiol score of 36.0. In particular, the highest variance in the non-financial section was in the area of Disruption, with Delta Dental's score at 7.9 compared to Anthem's score of 2.6. A provider disruption analysis was completed, comparing the providers currently being used by employees and their dependents against the provider networks offered by each bidder. In this analysis, the higher the score, the better, with 100% being the maximum network match. Due to their extensive provider network. Delta Dental scored the highest network match, with a Total Disruption Score of 79.3% compared to Anthem's Total Disruption Score of 26.2%. Delta Dental had the leading overall score and highest ranking proposal. Its proposal presented the lowest total cost and the lowest state cost. Delta Dental's lead position was also driven by its brood dental provider network, giving members the greatest access to dental care and presenting the least disruption to those members. From the perspective of state employees and their families. Delta Dental's strong dental provider network generally means that they can retain their family dentists and not run the risk of paying more for dental care. In its bid. Delta Dental proposed on initial administrative fee of $2.99 per employee per month. However, after further negation. Delta Dental agreed to reduce their administrative fee by approximately 10%. to $2.75 per employee per month, for the duration of the five (5) year contract and, if deemed appropriate by the State and approved by the Governor ̂ Council, on optional two (2) year extension. Delta Dental has been a strong benefit partner with the State of New Hampshire in providing a brood network of dentists to deliver quality dental care to state employees and their families. Delta Dental has consistently supported the State's efforts to manage the cost of dental care administration with their strong program services. In 2007. when the State first became self- insured. Delta Dental's administrative fee was $4.95 per employee per month; the fee dropped to $3.50 in 2010. $3.25 in 2014, and then to the current monthly fee of $2.90. The proposed new monthly fee of $2.75 represents a 44% decrease in the administrative fees the State pays for dental plan services since the beginning of the relationship between the State and Delta Dental. Additionally. Delta Dental, has consistently proven to be a solid business partner in terms of accurate claims processing and quality customer and client service. Based on the foregoing. I am respectfully recommending approval of the contract with Delta Dental. Respectfully submitted. Charles M. Arlinghaus Commissioner State of New Hampshire Overall Results Dental Benefits Administration RFP if 2019-223 Category Allocated Points Anthem Delta Financial - Total Projected Costs 50 47.7 50.0 Network Access 15 13.1 14.7 Disruption 10 2.6 7.9 Performance Guarantees 5 4.4 4.9 Administrative, Member & Claim Paying Services Experience, Stability, & Contractual Data Reporting & Network Provider Management Total Score 15 5 100 12.0 3.9 83.7 12.9 4.1 94.6 Total Rank [21 [1] Total Score - G&C Exhibit FORM NUMBER P-37 (version 5/8/15) Notice: This agreement and all of its attachments shall become public upon submission to Governor and Executive Council for approval. Any information that is private, confidential or proprietary must be clearly identified to the agency and agreed to in writing prior to signing the contract. AGREEMENT The State of New Hampshire and the Contractor hereby mutually agree as follows: 1. IDENTIFICATION. 1 . l State Agency Name Department of Administrative Services Risk Mana ement Unit 1 .3 Contractor Nome Delta.Dental Plan of New Hampshire, Inc. d/b a Northeast Delta Dental GENERAL PROVISIONS 1.2 State Agency Address 25 Capitol Street, Room 412 Concord. NH 03301 1 .4 Contractor Address One Delta Drive, PO Box 2002 Concord. NH 03302 1.5 Contractor Phone No. 1.6 Account Number 102-500691, 102-500692 1 .7 Completion Date 1 .8 Price Limitation 603-223-1000 102-501569, 102-500694 December 31, 2024 $1,770,000.00 1.9 Contracting Offic er for State Agency Joyce I. Pitman Director of Risk and Benefits 1. 10 State Agency Telephone Number 603-271-3080 1.1 1 Contractor Signature tJ\rrnov P,~~ 1.12 Nome and Title of Contractor Signatory 1f\1Jrr"Vtl 'Who, Pn.suJt1tf- ()JV). CE> 1.13 'Acknowledgement: State of New Hampshire, County of Merrimack On ~'l""s+- I Q.4(1 J.d/'f . before the undersigned officer. personally appeared the person identified in block 1. 12. or satisfactorily proven to be the person whose name is signed in block 1 .11 . and acknowledged that s/he executed this doc ument in the ca aci indicated in b lock 1.12. 1.13.1 Signa tur. of Noto:b!AP blic or Justice of the Peace · ' SIOBHAN HUTCHISON, Notary Public s... ~New HMlpehke . a l My Comml9elon Expiree May 18, 2021 1 .13.2 Name and Title of Notary or Justic e of the Peace Si obh°"'V'l ;\-£..,~~ ~c!Y- 1.16 Approval by the N.H. Department of Administration. Division of Personnel (if applicable) By: Director. On: 1.17 Approval by the Attorney General (Form. Substance and Execution) (if applicable) On: q l9 1.18 nor and Executive Council DmlTYS SEP 1 8 2019 2. EAAPLOYMENT OF COKntACTOR/SERVICES TO BE PERFORMED. The State of New Hampshire, acting through the agency identified in block 1.1 ("State"), engoges contractor Identified in block 1.3 ("Contractor") to perform, ond the Contractor shall perform, the work or sole of goods, or both, identified ar»d more particularly described in the attached EXHIBIT A which is incorporated herein by reference ("Services"). 3. EFFECTIVE DATE/COMPLETION OF SERVICES. 3.1 Notwithstanding any provision of this Agreement to tt>e controry, and subject to the approval of the Governor orxJ Executive Council of the State of New Hampshire, if applicable, this Agreement, ond all oC^llgatlons of the parties hereunder, sholl becon^ effective on the dote the Governor ond Executive Council approve this Agreement as indicated In block 1.18, unless no such opprovol is required, in which case the Agreement shall become effective on the dote the Agreement Is signed by the State Agency as shown in block 1.14 ("Effective Date"). 3.2 it the Contractor commences ttw Services prior to the Eftectlve Date, all Services performed by the Contractor prior to the Effective Date stxril be performed ot the sole risk of the Contractor, and in the event that this Agreement does not become effective, tf>e State shall txive no liability to the Contractor, includlrvg vrithout limitation, any obfigation to pay the Controctor for any costs incurred or Services performed. Controctor must complete oil Services by the Completion Dote specified in block 1.7. 4. CONDfnONAL NATURE OF AGREEMENT. Notwithstonding any provision of this Agreement to the contrary, oil obUgaflons of the State hereunder, including, without limitotlon, the continuorsce of payments hereunder, ore contingent upxsn the availability and continued appropriation of furvds, and in no event shall tt^ Stote be liable for any payments hereur>der in excess of such available opproprtated funds. In the event of a reduction or termination ot opproprlated furxjs, the State shall have the right to withhold payment until such funds become ovailable. If ever, and stxall have the right to terminate this Agreement immedlatety upon giving the Contractor notice of such termination. The State sIkiII not Ise required to transfer lurids from any other account to the Account Identified in block 1.6 in the event funds In that Account are reduced or unavallabte. 5. CONTRACT PRICE/PRICE ItMITATtON/ PAYMENT. 5.1 The contract price, method of payment, and terms of payment are Identified ond more porticularty descrit>ed in EXHIBIT 6 which Is Incorporoted herein by reference. 5.2 The payment by tt^ State of the contract price sholl be the only and the complete reimbursement to the Controctor for all expenses, of whatever rKiture Incurred by the Contractor in the performance hereof, and sholl be the only and tt>e complete compensation to the Contractor for ttie Services. The State stKill txjve no llobllty to the Contractor other than the contract price. 5.3 The Stote reserves tT>e right to offset from any omounts otherwise payable to tt>e Contractor under this Agreement those liquidoled amounts required or permitted by N.H. RSA 80:7 through RSa 80:7-c or any other provision of low. 5.4 Notwithstonding ony provision In this Agreement to the contrary, and notwithstanding unexpected circumstances, in no event shall the total of all payments authorized, orocfualty made hereunder, exceed the Price Limitation set forth In block 1.8. 6. COMPUANCE BY CONTRACTOR WITH LAWS AND REGULATIONS/ EQUAL EMPLOYMENT OPPORTUNITY. 6.1 In connection vrith the performance of the Services, the Contractor shall comply with aD statutes, laws, regulations, ond orders of federal, state, county or municipal authorities which impose any obligation or duty upon the Contractor, including, but not fimited to, civil rights and equal opportunity lows. This may include the requlrerT>ent to utilize auxiliary aids and services to ensure that persons with comrrujnicotion disoblBtles. including vision, hearing and speech, can communicate with, receive Inlormotion from, and convey Informaflon to the Contractor. In oddltion, the Contractor shall comply with oil applicable copyright laws. 6.2 During the term of this Agreement, the Contractor shall rot discriminate against employees or applicants for employment because of race, color, religion, creed, age, sex, handicap, sexual orientation, or natlonol origin and will take affirmative action to prevent such discrimination. 6.3 If this Agreement Is funded in any part by monies of the United States, the Contractor shall comply with all the provisions of Executive Order No. 11246 ("Equol Employment Opportunity"), os supplemented by the regulations of the United States Department of Labor (41 C.F.R. Part 60), ar>d with any rules, regulations and guidelines as the State of New Hompshire or the United States issue to Implement these regulations. Tt>e Controctor further ogrees to permit the State or United States access to any of the Contractor's books, records ond accounts for the purpose of ascertoining compliance with ol rules, regulations and orders, ond the coverKints, terms ond conditions of this Agreement. 7. PERSONNEL 7.1 The Contractor shall at Its own expense provide all personnel necessary to perform the Services. The Contractor warrants thot oil personnel engaged in the Services shall t)e qualified to perform the Services, and sholl be properly licensed and otherwise authorized to do so under all applicable losvs. 7.2 Unless otherwise authorized In writing, during the term of this Agreement, and for o period of six (6) months otter the Completion Dote in block 1.7, the Contractor shall not hire, and shall not permit any subcontractor or other person, firm or corporation with v/hom It is engaged in a comblrted effort to perform the Services to hire, any person who is a State employee or official, who is nxaterially Involved in the procurement, administration or performance of this Agreement. TTtis provision shall survive termination of this Agreement. 7.3 The Contracting Officer specified in block 1.9, or his or her successor, shall be the State's representative. In thte event of any dispute concerning the inferpretotion of this Agreement, the Contracting Officer's decision shall be final for the State. 8. EVENT OF DEFAULT/REMEDIES. 8.1 Any one or more of the following octs or omissions of the Controctor sholl constitute on event of defoult hereunder ("Event of Default"): 8.1.1 failure to perform the Services satisfactorily or on schedule; 8.1.2 failure to submit any report required hereunder; and/or 8.1.3 failure to perform any other covenant, term or cor»dition of this Agreement. 8.2 Upon the occurrence of any Event of Default, the State may fake any one, or more, or aB, of the following actions: 8.2.1 give the Controctor a written notice specifying the Event of Default and requiring it to l3e remedied within. In the absence ot a greater or lesser specification of time, thirty (30) days from the date of the notice: and if the Event of Defoult Is not timely remedied, terminate this Agreement, effective two (2) days otter giving the Controctor notice of termination; 8.2.2 give the Contractor a written notice specifying the Event of Default and suspending all payments to be mode under this Agreement or»d ordering that the portion of the controct price which would otherwise accrue to the Contractor during the period from the dote of such rrotlce until such time as the State determines that the Contractor hos cured the Event of Default shaB never be paid to the Contractor 8.2.3 set off against any ott>er obllgotlons ttie State may owe to the Contractor any darrvages the State suffers by reason of any Event of Default; and/or 8.2.4 treat the Agreement os breoched and pursue ony of Its remedies at low or in equity, or both. Page 2 of 40 Vendor Initials Date 9. DATA/ACCESS/CONnDENTIALTTY/ PRESERVATION. 9.1 As used in this Agreement, the word "dota" shell mean aB information end flings developed or obfoined during the performonce of. or ocqulred or developed by reoson of. this Agreement, Including, but not limited to. ofl studies, reports, files, formulae, surveys, maps, charts, sound recordings, video recordings, pictortol reproductions, drowlngs. analyses, grophic representations, computer programs, computer printouts, rtotes, letters, merrtorondo, popers, and documents, all whether finished or unfinished. 9.2 All data and any property wNch has been received from the State or purchased with funds provided for ft>af purpose under this Agreement, shall be the prop^ of the State, and shall be retumed to the State upon derrwnd or upon termination of this Agreen>ent for ony reoson. 9.3 Confidentiality of data stxill be governed by N.H. RSA chapter 9 i -A or other existing low. Oisctosure of dota requires prior written opproval of the Stote. 10. TERMINATION. In fhte event of on early femnlnoflon of this Agreement for any reason other than the completion of the Services, the Contractor shall deliver to tf>e Contracting Officer, not kjter than fifteen (i 5) days after the date of lermlnaffon, o report ("Termination Report") describing In detail oil Services performed, and the controct price earned, to and Including the date of termination. The form, subject matter, content, and number of copies of the TermirHation Report shall be identical to those of ony Final Report described In tt>e attached EXHIBIT A. 11. CONTRACTOR'S RELATION TO THE STATE. In the performance Of this Agreement the Contractor is in all respects an independent conlroctor, and is neither an ogent nor an employee of the State. Neifhier the Contractor nor any of Its officers, employees, ogents or members shaB tiave oulhority to bind tf»e State or receive any benefits, wortcers' compensation or other enrwiuments provided by the State to its employees. 12. ASSIGNMENT/DELEGATION/SURCONTRACTS, The Contractor shall not assign, or otherwise transfer any interest In this Agreement without the prior written notice and consent of the State. None of the Services sholl be subcontracted by the Controctor wltt>6ut the prior written notice and consent of the State. 13. INDEMNIFICATION. The Contractor shall deferrd. Indemnity and f>old harmless the State, its officers and employees, from and ogoinst any and all losses suffered by the State, Its officers and employees, and any arrd oil claims. ItobiHties or penalties asserted ogalrrst the State, its officers ond employees, by or on betxsif of any person, on account of, based or resulting from, arising out of (or which may be claimed to orise otri of) the octs or omissions of the Contractor. Notwithstanding tt>e foregoing, nothing herein contained stxall be deen^d to constitute a waiver of the sovereign immunity of tt^ State, which Immunity Is hereby reserved to the States This covenant In parogroph 13 shall survive the termination of this Agreement. 14. INSURANCE. 14.1 The Contractor shall, at Its sole expense, obtain and maintain in force, and shall require any subcontractor or assignee fo obtain and maintain In force, the follo^ng Insurance: 14 1 1 romprefrensivft linhillty Insi rnnre ogoinst oil dolms of bodily injury, death or property damage, in amounts of not less than Jl,000,CX)Oper occurrence and J2.000.000 aggregate; and 14. i .2 special cause of loss coverage form covering all property subject to subparagroph 9.2 herein, in on amount not less than 80% of the wt>ote replacement value of the property, i 4.2 The poBcies described In subparagroph 14. i herein shall be on policy forms and endorsements approved for use in the State of New Hampshire by the N.H. Deportment of insurance, and issued by insurers licensed in tt>e State of New Hampshire. 14.3 The Contractor shall furnish to the Contracting Officer Identified in biock i .9, or his or her successor, a certificate|$) of insurance tor all insurance required under this Agreement. Controctor shot) oiso furnish to the Contractlr»g Officer identified in block 1.9, or his or her successor, certificote(s) of insurance for oB renewal(s) of Insurance required under this Agreement no later than thMy (X) doys prior to the expiration date of each of the Insurance policies. Tf»e certificate(s) of insurance and any renewals thereof shall be attached and are incorporated herein by reference. Each certff!cate(s) of Insurarice shall contain o clause requiring the Insurer to provide the Controcting Officer identified in block 1.9, or his or her successor, no less than thirty (X) days prior written notice of cancellotion or modification of the policy. 15. WORKERS'COMPENSATION. i 5.1 By slgnirtg this agreement, tf»e Controctor agrees, certifies and warrants that the Contractor Is in compliance with or exempt from, the requirements of N.H, RSA chapter 281-A ("Wortcers' Compensation"). 15.2 To the extent the Contractor is sulD(ect to ttre requirements of N.H. RSA cfKipter 281-A. Controctor shall nxalntoln, and require any subcontrocfor or osslgncc to secure and maintain, paymcnl of Workers' Comfjensation in conrrection with activftles which the person proposes to urrdertake pursuant to this Agreement. Contractor shall furnish the Contracting Officer identified in block 1.9. or his or her successor, proof of Workers' Compensation in the manner described In N.H. RSA ctxapter 28i-A and any opplicoble rcnowal(s) thereof, which shall be attoched and are Incorporated herein by reference. The State shall not be responsible for payment of any Workers' Compensation premiums or for any ottier claim or benefit for Contractor, or any subcontractor or employee of Controctcx, which might arise under applicable Stote of New Hampshire Workers' Compensation laws In connection with the performonce of the Services under this Agreement. 15. WAIVER OF BREACH. No failure by tt^ State to enforce any provistons hereof after any Event ol Defoulf sfKill be deemed a waiver of Its rights with regard to that Event of Default, or any subsequent Event of Default. No express failure to enforce any Event of Default shall be deemed a waiver of the right of the State to enforce each and oil of the provisions hereof upon any furttrer or. other Event of Defouit on the part of the Contractor. 17. NOTICE. Any notice by a party hereto to ttie other party stxjil be deemed to tvave been duly deivered or given at the time of mailing by certified mail, postage prepaid. In o United States Post Office addressed to the ponies of the addresses given in blocks 1.2 and 1.4, herein. 18. AMENDMENT. This Agreement may be emended, waived or discharged only by an instrument in writing signed by the portles hereto arid only after approval of such amendnr>ent, waiver or discharge by tt>e Governor and Executive Council of the State of New Hampshire unless no such approval is required urrder the circumstonces pursuant to State low, rule or policy. 19. CONSTRUCTION OF AGREEMENT AND TERMS. This Agreement shall be construed in accordance with the lavsrs of tf>e State of New Hampshire, and is binding upon and inures to the benefit of the parties and their respective successoo and assigns. The wording used in this Agreement is the wording ctiosen by tt^ parties to express their mutual Intent, ar»d no rule of construction shall be applied against or In lovor of any party. 20. THIRD PARTIES, The parties ftereto do'not intend to benefll any third parties and this Agreement shall not be construed to confer any such beriefit. Page 3 of 40 Vendor Initiate Date 21. HEADINGS. The headings throughout the Agreement ore for 23. SEVERABIIUY. In the event any of the provisions of this reference purposes onty, and the words contained therein shall in , Agreement ore held by a court of competent jurisdiction to be no woy be held to explain, modify, amplify or afcJ in the controry to ony state or federol low. the remaining provisions of It^'s interpretation, construction or meaning of the provisions of this Agreement will remain In full force ond effect. Agreement. 24. ENTIRE AGREEMENT. This Agreement, which may be executed in 22. SPECIAL PROVISIONS. Additional provisions set forth in the o number of counterparts, eoch of which shall Ise deemed an attached exhibit C are incorporated herein by referertce. original, constitutes tt>e entire Agreement and understanding between the parties, and supersedes all prior Agreerrtents and understandings relating hereto. Page 4 of 40 Vendor Initials'^ ̂ Date EXHIBIT A -SCOPE OF SERVICES 1. INTRODUCTION This Administrative Services Agreement (the Agreement) is mode and entered into by and between the State of New Hampshire, Department of Administrative Services, Risk Management Unit (hereinafter State) and Delta Dental Plan of New Hampshire, Inc. which, collectively with Delta Dental Plan of Maine and Delta Dental Plan of Vermont does business as Northeast Delta Dental ("Contractor" or''DDPNH") and sets forth the services and obligations to be performed by Contractor. 2. CONTRACT DOCUMENTS This Contract consists of the following documents ("Contract Documents"): a. State of New Hampshire Terms and Conditions, General Provisions Form P-37 b. EXHIBIT A Scope of Services c. EXHIBIT B Contract Pricing d. EXHIBIT C Special Provisions e. EXHIBIT D RFP 2019-223 In the event of any conflict among the terms or provisions of the documents listed above, the following order of priority shell indicate which documents control: (I) Form Number P-37 (2) EXHIBIT C "Special Provisions, (3) EXHIBIT B "Contract Pricing," (4) EXHIBIT A "Scope of Services," and (5) EXHIBIT D "RFP 2019-223." 3. TERM OF CONTRACT The term of this agreement shall commence at 12:00 a.m. on January 1,2020 and ending at 11:59 p.m. on December 31, 2024 (Agreement Period), unless otherwise terminated In accordance with the terms of the Agreement. The Agreement may be extended for an additional two years upon terms and conditions as the parties may mutually agree and upon the approval of the Governor and Executive Council. ARTICLE 1 - DEFINfTIONS For purposes of this EXHIBIT A and any addenda, attachments or schedules to the Agreement, the following words and terms have the following meanings unless the context or use clearly indicates another meaning or intent. a. ADMINISTRATIVE SERVICES FEE. The amount payable to DDPNH in consideration of Its administrative services and operating expenses as specified in EXHIBIT B to this Agreement. b. AGREEMENT PERIOD. The period commencing at 12:00a.m. on January I, 2020 and ending at 11:59 p.m. on December 31, 2024, unless otherwise terminated in accordance with the terms of the Agreement. The Agreement may be extended for an additional two years upon terms and conditions as the parties may mutually agree and upon the approval of the Governor and Executive Council - Page 5 of 40 Vendor Initials^ ̂ bate]mis c. CLAIM. Written or electronic notice of a request for reimbursement of any dental service in a format acceptable to DDPNH. d. CLAIM INCURRED DATE. The dote that the service is provided to an Enrollee. e. CLAIMS RUNOUT. Claims that are incurred but unreported and/or unpaid as of the effective date of termination of the Agreement. f. COVERED SERVICE. Any Dental Care rendered to Enrollees for which benefits are eligible for reimbursement pursuant to the terms of the DPD. g. DENTAL PLAN DESCRIPTION or DPD. A description of the Dental Care benefits provided under the Program that is administered by DDPNH. h. DELTA DENTAL PREMIER NETWORK. The Delta Dental Premier Network is a traditional fee-for-service national network that allows enrollees to visit any licensed Dentist within a nationally defined network. . i. DELTA DENTAL PPO NETWORK. Delta Dental PPO Network is a national PPO arrangement that allows enrollees to visit any licensed Dentist within a nationally defined network. j. DENTAL CARE. Dental services ordinarily provided by licensed Dentists for diagnosis or treatment of dental disease, injury, or abnormality based on valid dental need in accordance with accepted standards of dental practice at the time the service is rendered. k. DENTIST. A person duly licensed to practice dentistry in the state in which Dental Care is provided. I. EFFECTIVE DATE. The date as set forth in the Agreement Period. m. ENROLLEE. The State of New Hampshire employees and their dependents, as defined in the DPD. who have satisfied the eligibility requirements of the employee dental benefit program of the State, applied for coverage, and been enrolled for benefits. n. GROUP IDENTIFICATION NUMBER (GID). The identifying number assigned to the State or subgroups of the State. o. NON-PARTICIPATING DENTIST: A Dentist who has not signed a Participating Dentist Agreement. Payment made for Dental Care rendered by a Non-Participating Dentist within the Northeast Delta Dental operating area (Maine, New Hampshire and Vermont) shall be based on the lesser of the Dentist's submitted charge or the plan's allowance for Non-Participating Dentists. Payment made for Dental Care rendered by a Non-Participating Dentist for Dental Care outside of the Northeast Delta Dental operating area (Maine, New Hampshire and Vermont) .shall be bo.sed on the lesser of the Dentist's actual submitted charge or on amount equal to o selected percentile of a nationally-recognized database for the area in which the services were provided. p. PAID CLAIM. The amount submitted to the State for reimbursement for Covered Services or services provided during the Agreement Period and prior agreement. Paid Claims shall also include any applicable interest. Claim surcharges or other surcharges Page 6 of 40 Vendor Initials Date'8|tZ-|i?" assessed by o state or government agency and any Claims paid pursuant to pilot or test programs. q. PARTICIPATING DENTIST. A Dentist who hias signed a participating agreement. A. Participating Dentist shall abide by such uniform rules and regulations as are from time to time prescribed by Delta Dental. A Dentist who has signed a participating agreement with a Delta Dental company in another state, is also a Participating Dentist. r. PROGRAM and GROUP DENTAL PROGRAM. The employee dentol benefit program established by the State, in effect during the Agreement Period, as it may be amended from time to time. s. PROGRAM ADMINISTRATOR. The Program Administrator is the State. t. PROGRAM DOCUMENTS. The documents that set forth the terms of the Program, which documents include the Dental Plan Description booklet. u. SUBSCRIBER or PROGRAM SUBSCRIBER. An employee of the State or other eligible person (other than a dependent) who is enrolled in the Program. ARTICLE 2 - ADMINISTRATIVE SERVICES PROVIDED BY DDPNH a. DDPNH shall administer the enrollment of eligible persons and termination of Enrollees as directed by the State, subject to the provisions of this Agreement. DDPNH shall, with the assistance of the State, respond to all direct routine inquiries made to it by employees and other persons conceming eligibility in the Program. Unless otherwise specifically provided in the DPD or under this Agreement, DDPNH shall apply its standard administrative practices, procedures, and enrollment policies, which may be revised or modified from time to time, in connection with the performance of its responsibilities hereunder. 1. DDPNH shall administer the active employee dental plan as directed by the State and in accordance with Collective Bargaining Agreements, as amended during the Agreement Period. The attached document "Appendix A - Collective Bargaining Agreement 2018-2019" describing the summary of the current active employee dental plan, referenced herein as Appendix A shall be amended as required by Collective Bargaining Agreements. 2. The State shall transfer eligibility files to DDPNH, the Parties shall agree on when and how DDPNH shall enter such files into its systems and make the files available to the State for its use. 3. DDPNH call center shall be available to Enrollees from 8:00 am to 4:45 pm Monday through Friday, excepting recognized holidays. ' 4. DDPNH shall exchange data files with the State using the State of New Hampshire's Secure File Exchange Server. Page 7 of 40 Vendor Initials Date 5. DDPNH shall attend State meetings and events as required. 6. DDPNH shall process benefit predetermination of payment upon request and provide results to the Enrollee as well as the provider. 7. State staff shall have access to the DDPNH Group Administrator and Electronic Billing Presentment and Payment portals. Training shall be provided to State staff upon request. 8. State staff shall have access to the DDPNH Account Manager and eligibility staff as needed. 9. DDPNH shall provide Telecommunications Device for the Deaf (TDD) and translation services for non-English speaking Enrollees. 10. Enrollees shall have access to online DDPNH services including a provider directory, plan details, claims status and explanation of benefits. 11. DDPNH shall make available to Enrollees their optional oral health outreach program called Health through Oral Wellness (HOW). 12. DDPNH shall develop a client satisfaction survey subject to approval of the State that shall be completed by the State annually within thirty days of the close of a contract year. The result of such survey shall be used to determine the account team's performance in accordance with the performance guarantees. b. DDPNH shall perform the following Claims administration services: " I. Process Claims with a Claim Incurred Date during the Agreement Period and prior periods for which DDPNH was responsible for claims administration services, including investigating and reviewing such Claims to determine what amount, if any, is due and payable with respect thereto in accordance with the terms and conditions of the DPD, and this Agreement. In processing Claims, DDPNH shall perforiVi coordination of benefits ("COB") services, and the State hereby authorizes DDPNH to perform such services in accordance with DDPNH's standard policies, procedures and practices which may be revised or modified from time to time, unless alternative provisions for COB are hdicafed in the DPD. 2. In connection with its Claims processing function, disburse to the person or entities entitled thereto (including any Dentist and Vendor entitled to payment under an appropriate contract with DDPNH or otherwise under the terms of the DPD) payments that it determines to be due in accordance with the provisions of the DPD.. c. The State designates DDPNH to serve as a fiduciary solely to perform the processing of Claims appeals. DDPNH shall have all the powers necessary and appropriate to enable it to carry out its Claims appeal processing duties. This includes, without limitation, the right and discretion to interpret and construe the terms and conditions of the Program benefits described in the DPD, subject to the Claims review provisions as described in this Agreement. DDPNH's interpretation and construction of this Agreement and DPD in the course of its processing of any appeal of a Claim shall be binding upon the Program, the State, and Enrollees. The State designates DDPNH to undertake fiduciary responsibilities exclusively In connection with the processing of appeals of Page 8 of 40 Vendor Initials Date'^[ix|iq Claims. DDPNH and the State agree that DDPNH shall have no fiduciary responsibility in connection with any other element of the administration of the Program. d. DDPNH shall administer complaints and appeals according to DDPNH's complaint and appeals policy, which policy shall be approved by the Stote, and which approval shall not be unreasonably withheld, unless the DPD provides otherwise.The State reserves the right to provide benefits for non-covered Claims and may instruct DDPNH to provide benefits for such Claims. In addition, DDPNH reserves the right to exclude any such extra-contractual payments from performance guarantee calculations. e. In the event that DDPNH determines that it has paid a Claim in an amount less than the amount due under the DPD, DDPNH shall promptly adjust the underpayment. If it is determined by DDPNH or the State that any benefit payment has been made for an ineligible person, that an overpayment has been mode, or that a sum is due to the State under the coordination of benefits or subrogation provisions, DDPNI I shall make reasonable efforts to collect such amounts but shall not be required to initiate or maintain any judiciol proceeding to make the recovery as described in Article 12 of this EXHIBIT A. DDPNH shall, during the Agreement Period, refund to the State any overpaid amounts only if DDPNH successfully recovers such amounts. f. DDPNH shall respond to inquiries by Enrollees regarding Claims for benefits under the Program. g. In processing Claims in accordance with the DPD, DDPNH shall provide notice in writing when a Claim for benefits has been denied, setting forth the reasons for the denial, the right to a fulfand fair review of the denial under the terms of the Program, and otherwise satisfying applicable regulatory requirements governing notice of a denied Claim. If an Enrollee opts for electronic notice of explanation of benefits, such electronic notice shall satisfy this requirement; however, if an Enrollee requests a paper copy of a notice of explanation of benefits then DDPNH shall provide such paper copy. h. DDPNH shall Issue (2) two identification cards to each new Subscriber, identified as such on the State's enrollment interface. Such identification cards shall be for the odministrotion of Enrollees' Dental Care benefits under the Program only. I. DDPNH shall prepare a directory of Providers (the "Provider Directories"), which shall be updated from time to time. The Provider Directories shall contain information such as dental specialty, office addresses and telephone number(s). Provider Directories shall be mode available to Enrollees eleclronically. j. DDPNH shall provide the State with information necessary to enable Enrollees to effectively access Program benefits described in the DPD, including, but not limited to. Claim forrms and Claim filing instructions. k. DDPNH reserves the right to make benefit payments to either Providers or Subscribers.The State agrees that during the Agreement Period, the terms of the Program shall provide for such discretion in determining the direction ot payment (including, but not limited to. the inclusion of a provision in the Program that an Enrollee may not assign rights to receive payment under the Program). I. DDPNH shall produce and maintain a master copy of the DPD and benefit summaries and make changes and amendments to such documents from time to time as may be required to ensure compliance with applicable state and federal laws. Changes or amendments l» Rage 9 of 40 Vendor InlMals ̂ r Date the master copy of the DPD shall be made pursuant to Article 8 of this EXHIBIT A. The DPD and benefit summaries shall be completed as outlined in the performance guarantees. m. Upon written request, DDPNH shall provide the State with Program data and assistance necessary for preparation of the State's information returns and forms required by federal or state lows. n. DDPNH has oversight responsibility for compliance with Participating Dentist Agreements. DDPNH shall have authority to enter into a settlement or compromise regarding enforcement of these contracts. ARTICLE 3 - OBLIGATIONS OF STATE a. The State shall furnish to DDPNH initial information regarding Enrollees. The State is responsible for determining eligibility of persons and advising DDPNH in a timely manner, through a method agreed upon by the parties, including eligibility reports, electronic transmissions and individual applications, as to which employees, dependents, and other persons are to be enrolled Enrollees. The State shall keep such records and furnish to DDPNH such notification and other information as may be required by DDPNH for the purpose of enrolling Enrollees, processing terminations, effecting COBRA coverage elections, effecting changes in single or family contract status, effecting changes due to an Enrollee becoming disabled or being eligible for short-term or long-term disability, determining the amount payable under this Agreement, or for any other purpose reasonably related to the administration of this Agreement. Subscribers, dependents, or other persons who are determined to be ineligible for benefits under the Program shall be reported as a deletion from the Program in a manner and frequency agreed to by the parties. Upon the State's direction to DDPNH, the benefits of such Subscriber, and his or her dependents, shall terminate at the end of the period for which fees were paid. The State shall give DDPNH reasonable notice of any Enrollee's termination to enable DDPNH to remove the Enrollee from DDPNH's list of Enrollees. DDPNH shall have no obligation to pay Claims for persons no longer eligible for coverage. Further, if DDPNH has paid Claims for persons no longer eligible because DDPNH was provided inaccurate eligibility information, DDPNH did not receive timely notification of termination, or DDPNH received notice of o retroactive change to enrollment, then State shall reimburse DDPNH for all unrecovered amounts it has paid on Claims. In the event that the State has already reimbursed DDPNH for such unrecovered amounts paid on Claims, no further sums are owed under this Article 3[a). DDPNH reserves the right to limit retroactive changes to enrollment to a maximum of ninety (90) days from the date notice is received. Acceptance of payment of fees from the State or the payment of benefits to Enrollees no longer eligible shall not obligate DDPNH to continue to administer benefits for such Enrollee(s) who is/are no longer eligible. b. In determining any individual's right to benefits under the DPD, and in performing its other Page 10 of 40 Vendor Initiate*^ ̂ Date c. obligations as set forth in Article 2. DDPNH shall rely on eligibility information furnished by the State. It is mutually understood that the effective performance of this Agreement by DDPNH shall require that it be advised on a timely basis by the State during the Agreement Period of the ■identity of employees, dependents, and other persons eligible for benefits under the Program. Such information shall identify the effective date of eligibility and the termination date of eligibility and shall be provided in accordance with the terms of this Agreement with such other information as may reasonably be required by DDPNH for the proper administration of Program benefits described in the DPD. The State acknowledges that prompt and complete furnishing of the required eligibility information is essential to the timely and efficient administration by DDPNH of Claims. The State acknowledges that it serves as Program Administrator, and shall have all discretionary authority and control over the management of the Program, and all discretionary authority and responsibility for the administration of the Program except as provided in Article 2 (c) of this Agreement. DDPNH does not serve either as Program Administrator or as a Named Fiduciary of the Program other than as a fiduciary for processing appeals of Claims. All functions, duties and responsibilities of DDPNH are governed exclusively by this Agreement and the DPD. d. The State acknowledges that it is the State's sole responsibility, and not DDPNH's, to comply with the Family and Medical Leave Act ("FMLA") in connection with certain Subscribers on leave. e. The State agrees to and shall notify all Subscribers in the event of termination of this Agreement. f. The Parties shall agree upon the terms of the DPD to be provided to Enrollees. Material changes and/or modifications to the DPD shall be made according to Article 8. The State shall be responsible for making DPD available to Subscribers and Enrollees. i g. The State shall prepare and is responsible to make all governmental filings. h. The State is responsible for complying with all unclaimed property or escheat laws, and for making any required payment or filing any required reports under such laws. i. The State shall provide or designate others to.provide all other services required to operate and administer the Program that is not expressly the responsibility of DDPNH under this Agreement. ARTICLE 4 - CLAIMS PAYMENT METHOD a. The State shall pay DDPNH for Paid Claims according to the Claims Payment Method described in Article 2 of EXHIBIT B. In addition, from time to time, the Parties acknowledge that the appropriateness of a Claim payment may be reviewed. During the course of the period of time for review, DDPNH shall not hold the Claim payment and the State shall reimburse DDPNH for such Claim payment. b. The Parties acknowledge that, from time to time, a Claims adjustment is necessary as a result of coordination of benefits, subrogation, workers' compensation, payment errors and the like, and that the adjustment takes the form of a debit (for an additional amount paid by DDPNH) or a credit (for an amount refunded to DDPNH). The Parties agree that such Claims adjustments shall be treated as an adjustment to the Cloims payment made in the billing period in which the adjustment occurs, rather than as a retroactive adjustment to the Claim as initially paid. No Claims adjustment shall be made beyond the Claims Runout period following termination of this Agreement. Page .11 of 40 Vendor Initials Date 117^ IQ ARTICLE 5 - ADMINISTRATIVE SERVICES FEE a. The Stote shall poy DDPNH the Administrative Services Fee, as described in Article 3 of EXHIBIT B, ^ during the Agreement Period. I ARTICLE 6 - CLAIMS RUNOUT o. DDPNH shall pay the Claims Runout for the period described in Article 4 of EXHIBIT B. Following termination of this Agreement, the terms of this Agreement shall continue to apply with respect to the processing and payment of such Claims Runout. The State acknowledges and agrees that DDPNH shall have no obligation to process or pay any Claims Runout or return Claims filed with DDPNH to the State beyond the Claims Runout period designated in Article 4 of EXHIBIT B, including any Claims Incurred by a Enrollee under a continuation of coverage provision of the DPD, and the State acknowledges and agrees that any amounts recovered beyond the Claims Runout period shall be retained by DDPNH. ARTICLE 7 - RENEWAL SCHEDULE a. The State shall pay DDPNH the Administrative Services Fee, as described in Article 3 of EXHIBIT B. during the extension periods (2025) & (2026) should they occur. Should any other change be necessary, DDPNH shall provide the State with a minimum of (90) days advance notice of such change. ARTICLE 8 - CHANGES IN THE DPD AND AGREEMENT a. DDPNH and the State shall agree upon any changes to the DPDs that may be necessary and/or in the best interest of Enrollees. In the event changes to the provisions of the DPD are ® mandated as a result of a change to any state and/or federal law, the Parties shall meet and determine the best manner to change the terms of the DPDs to conform to such law. In the event of material changes to a DPD, the State shall provide timely notice of such changes to Enrollees. b. No change to a DPD shall be effective unless and until approved in writing by on authorized representative of DDPNH and the State. ARTICLE 9 - DATA REPORTS a. Upon the State's request and as permitted by the Business Associate Agreement entered into between the Parties, DDPNH shall provide data reports pursuant to DDPNH's standard reporting package as requested by the State within 3 business dovs at no extra charge. DDPNH's standard reporting package includes but is not limited to; 1. A monthly accounting of Paid Claims paid by DDPNH by Group Identification Number (GID) in accordance with this Agreement and this EXHIBIT A and of payments to DDPNH for Administrative Sen/ices Fee and other costs, if any; 2. A summary onnuol accounting of Paid Claims during the Agreement Period by GID Page 12 of 40 Vendor Initials DateSpga; which were paid by DDPNH inaccordance with this Agreement and EXHIBIT B and of payments to DDPNH of Administrative Services Fee and other costs during the Agreement Period; 3. Additional reports by GID as mutually agreed to by the State and DDPNH. b. DDPNH shall olso provide dental utilization reports by GID and support in interpretation of same as requested by the Stote. c. DDPNH shall also provide od-hoc reports to the State uoon reauest that demonstrate compliance with the metrics and performance standards and guarantees set forth in EXHIBIT A, Schedule 1 of the Agreement. ARTICLE 10 - CLAIMS AUDIT a. The State shall have the right to audit, using an independent auditor of the State's choosing, any Claims paid by DDPNH on behalf of the Stote on DDPNH's premises, during regular business hours. The State shall be responsible for the fees of the independent auditor, but shall not be charged a fee by DDPNH for performance of the audit. b. Claims included in the audit must have been incurred during the current or preceding three calendar years of the Agreement Period or prior agreement periods. Neither the State, nor anyone acting on the State's or the plan's behalf, shall have a right to audit Claims incurred prior to such time. Any errors identified and/or amounts identified as owed to the State as the result of the audit shall be subject to DDPNH's review and approval prior to any reimbursements to the State. Overpayments shall be credited pursuant to Article 2(e) of this EXHIBIT A. c. Any and all Claims records or other information reviewed by the State or any third party auditor shall be treated as confidential and shall be used strictly within the parameters of the audit. In the event the State engages a third party auditor to conduct the audit, the third party auditor shall agree to indemnify and hold DDPNH harmless from any action, cost, expense or liability, including reasonable attorneys' fees, which may arise out of an inappropriate, illegal or unauthorized disclosure of any confidential information obtained through such audit. The indemnification and hold harmless requirements shall be set forth in the audit agreement that shall be executed between the auditor and DDPNH to this effect prior to conducting such audit. This indemnification shall survive termination of this Agreement. ARTICLE 11 - CONTRACT ADMINISTRATION a. The State shall be solely and directly liable for the payment of any and all benefits due and payable under the Program. b. DDPNH is providing administrative services only with respect to the Program described in the DPD. DDPNH only has the authority granted it pursuant to this Agreement. DDPNH is not the insurer or underwriter of any portion of the Program, notwithstanding any monetary advances that might be made by DDPNH. Page 13 of 40 Vendor Initials Date 8|i^|iff c. DDPNH does not hsure or underwrite ttie liability of the State under this Agreement. DDPNH 5 strictly an independent contractor. DDPNH has no responsibility or liability for funding benefits ■provided by the Program, notwithstanding any advances that might be made by DDPNH. The State retains the ultimate responsibility and liability for all benefits and expenses incident to the Program, including but not limited to, any state or local taxes that might be imposed relating to the Program. d. The Parties acknowledge that the Program described in the DPD is a self-insured plan and as "such is not subject to state insurance laws or regulations. e. The State shall ensure that sufficient amounts are available to cover Claims payments, the monthly Administrative Services Fee, and other fees or charges. f. DDPNH intends to use the following vendors for the services Indicated: FiServe - production and distribution of ID cards; Rocky Mountain Data - data entry of claims; RedCard - printing and mailing checks and EOBs; GDI - electronic presentment of billing statements; Combined Services, LLC - administration of Retiree COBRA. This section shall serve as written consent by the State to use the above-mentioned subcontractors pursuant to section 12 of this Agreement. Any further subcontracting of services, or changes to the above subcontractors, shall require the written consent of the State pursuant to section 12of this Agreement. g. DDPNH, as a Business Associate of the Plan, shall comply in all respects with the Business Associate Agreement attached hereto as Appendix B and shall maintain the confidentiality of all information related to the administration of the Plan in accordance with the Business Associate Agreement. In addition, both parties agree that each shall comply with oil applicable state and federal laws regarding confidentiality, security and privacy of information of Plan Participants. ARTICLE 12 • DDPNH AS RECOVERY AGENT a. The State grants to DDPNH the sole right, to pursue recovery of Paid Claims administered on behalf of Enrollees under this Agreement. DDPNH shall establish recovery policies, determine which recoveries are to be pursued, initiate and pursue litigation when it deems this appropriate, incur costs and expenses and settle or compromise recovery amounts. DDPNH shall retum 100 percent of monies from overpayments or duplicate payments to the State and shall not charge the State a recovery collection fee. .1 ARTICLE 13 • NETWORK ACCESS ^ a. DDPNH agrees to provide subscribers and their dependents enrolled in the State's employee dental benefits access to both the Delta Dental PPO national provider network of participating providers and its broad based Delta Dental Premier national network of participating providers. Both networks shall contract with Participating Dentists that agree to but not be limited to: 1. Abiding by standard operational protocols and; 2. Not balance billing patients for Dental Care outlined in the DPD. Page 14 of 40 Vendor Initials 'Tf Date ARTICLE 14 - COBRA ADMINISTRATION fi ]\ a. The State's medical benefits administrator or its designee shall administer federally mandated -1 components of COBRA administration including but not be limited to; all notification f requirements, administration of COBRA continuation coverage billing and the related premium collection. I b. Once a COBRA qualified beneficiary has notified the State's medical benefits administrator or its designee of his/her desire to elect COBRA continuation coverage, DDPNH shall be notified ? of this election via electronic file in a mutually agreed upon format. DDPNH agrees to enroll the j qualified beneficiaries in COBRA dental benefits and issue two ID cards to the Subscriber if a new ID number is assigned. c. Once a COBRA qualified beneficiaries' continuation of COBRA benefits are terminated, the State's medical benefits administrator or its designee shall notify DDPNH of this termination via . electronic file in a mutually agreed upon format. DDPNH agrees to terminate coverage as of the date indicated by the State's medico! benefits administrator or its designee. ARTICLE 15 - BILLING SERVICES FOR STATE LEGISLATORS o. DDPNH agrees to administer claims and billing for State Legislators and former Legislators, in ' accordance with RSA 14-A:6, who pay 100% of the working rate for dental benefits coverage. The State's eligibility administrator shall provide o file in an electronic format mutually agreed ' upon for the enrollment and quarterly billing administration for this population. b. DDPNH shall provide to the State and/or a designated party within the State a report in an agreed upon format of; premium collection, account status and existing enrollment by tier (employee, employee + one and family) of State Legislator dental plan enrollment. ^ I ARTICLE 16-RETIREES.^ j a. DDPNH shall make available a fully insured plan for state retirees. i; ARTICLE 17 ■ DATA TRANSFER UPON TERMINATION t f a. DDPNH agrees to transfer electronic claim history and eligibility data in a format mutually agreed upon to the State or its designee at no additional cost upon termination. SCHEDULE 1 - PERFORMANCE GUARANTEES A. In order for the State to qualify for a refund under this provision of the Agreement, the following ' procedures must he followed: i| 1. Funds owed to the State related to performance guarantees may not be deducted from i administrative fees by the State. ji 2. Performance guarantee penalties will be paid to the State. DDPNH and the State I acknowledge that nothing in this article implies any undertaking by DDPNH, which may be f enforced by Subscribers or their Dependents. Page 15 of 40 Vendor Inttials^^ Date tUlAlQ 3. Liabilities Not Assumed. 4. a. Except for the indemnificotion obligations set forth in Section ) 3 of this Agreement, each party's liability to the other hereunderwill in no event exceed the actual proximate losses or damages caused by breach of this Agreement. In no event will either party be liable for any indirect, special, incidental or consequential damages. b. DDPNH shall not be liable for, nor shall any adjustment or refund of any kind be made as a result of, any loss, damage, delay or service failure (except such as may result from DDPNH's sole negligence) including without limitation any loss, damage, delay or service failure resulting from: I. Acts or omissions of DDPNH resulting from incorrect or incomplete information provided by the State to DDPNH or the State's failure to meet its obligations pursuant to a conversion or implementation of DDPNH's system; ii. National or local delays or disruption in transportation, delivery, telecommunications or computer networks due to events beyond DDPNH's control (such as weather phenomena, labor disputes or natural disasters): fire; acts of God; unavoidable casualties; acts of public authorities; and any other event beyond DDPNH's control; iii. Acts or omissions of any person other than DDPNH. including acts or omissions of f Dentists and other individuals or entities providing services or information to DDPNH. f there is a conflict between the provisions of these Performance Guarantees and the terms and conditions of any other written statement or certificate issued by DDPNH pertaining to Service or Performance Guorantees.the provisions of this Agreement shall control. B. During the Agreement Period, DDPNH shell extend to the State the Performance Guarantees which follow: PERFORMANCE GUARANTEES TOTAL AMOUNT AT RISK Implementation Total Implementation Performance Guarantees Amount Vendor agrees the State may allocate its preferred weighting (e.g. 0% to 30% of the Total Amount at Risk) for the Performance Guarantees below in writing prior to the start of the initial Contractual (Calendar) Year $140,000 ) Ongoing (Annual) Total Ongoing Annual Performance Guarantees Amount Vendor agrees the State may allocate its preferred weighting (e.g. 0% to 30% of the Total Amount at Risk) for the Performance Guarantees below in writing prior to the start of each Contractual (Calendar) Year $140,000 Page 16 of 40 Vendor Initials Date ■" 1 IMPLEMENTATION PERFORMANCE GUARANTEES Standard Requested Weigtiting of Total Annual PFG Amount Vendor's Willingness to Guarantee Cleari' Implementation No systems errors, ID card delays, and the State online access to all tools prior to effective date To Be Determined prior to the start of the initial Contractual (Calendar) Year Yes Implementation Timeline Implementation team will be assigned and introduced to the State within 5 business days of G&C approval To Be Determined prior to the start of the initial Contractual (Calendar) Year Yes Implementation Teom Implementation team members will not change end will be responsible for the accurate installation of all administrative, clinical and financial parameters for the State's program ^ To Be Determined prior to the start of the initial Contractual (Calendar) Year Yes ID Card Mailing All ID cards will be mailed at least 10 days prior to the effective dote and will be 100% accurate (provided that a valid eligibility file was received at least 15 days prior to the effective date) To Be Determined prior to the start of the initial Contractual (Calendar) Year Yes Implementation Satisfaction Scorecard Assigned Account Executive will work with the State prior to the start of implementation to agree on terms of a satisfaction scorecard to be issued to the State after effective date for completion To Be Determined prior to the start of the initial Contractual (Calendar) Year Yes ONGOING (ANNUAL) PERFORMANCE GUARANTEES PAYMENT ACCURACY & SYSTEM PERFORMANCE Page 17 of 40 Vendor Initials f Datel Protected Health Information (PHI) Vendor guarantees no incidents in violation of HIPAA Privacy and/or Security Rules which results in a transmission of electronic PHI for the State's covered members. To Be Determined Annually ■ Yes Plan Design Change Administration Accuracy Implementation of all plan design changes will be 1CX)% accurate. To Be Determined Annually Yes Rnancial occuracy Percentage of claim payments mode without error relative to the total dollars paid will be at least 99% To Be Determined Annually Yes Claim Processing Errors. Duplicates. Reversals Percentage of claims processed without procedural or payment errors will be at least 98% To Be Determined Annually Yes Claims Eligibility Data Eligibility loads not to exceed 24-hours after receipt To Be Determined Annually Yes Eligibility Data Error Reporting Eligibility file error reporting on oil eligibility file updates will be provided to the State within 2 business days To Be Determined Annually Yes Invoicing Errors All invoicing errors will be credits back to the State by next billing cycle or Vendor will pay interest To Be Determined Annually Yes ACCOUNT MANAGEMENT Contract Drafting Cooperation Response to recommended contract language changes within 10 business days. To Be Determined Annually Yes State Approval of Member Communications 100% of all member communications will be approved by the State To Be Determined Annually Yes Member communication mailing errors 100% of all member communications shall be accurate. Should a mailing be sent in error or contain erroneous information regarding any aspect of the plans administration the vendor shall pay a penalty per erroneous document. To Be Determined Annually Yes Delivery of Standard Reports Within 30 days of end of reporting quarter To Be Determined Annually Yes Page 18 of 40 Vendor Initials Date 1 Accuracy of 1 Standard Reports All standard reports provided will be 100% accurate. To Be Determined Annually Yes 1 Account Team's Performance The State may assess a penalty per Contract Year if, after the first Contract Year and each successive Contract Year, the State's benefits staff do not rate the account team's performance for such Contract Year an average of 3 or better on a scale of 1 to 5 (5 being the best based on a range of performance criteria agreed to between the State and Vendor at the beginning of such Contract Year) To Be Determined Annually Yes Account Management Turnover Account team members will remain constant, within the Vendor's control, for at least the first 18 months of the contact period, unless a change in account management staff is requested by the State. To Be Determined Annually Yes Network Changes Notification The State will be notified of additions or deletions of providers and associated member impact on a quarterly basis. To Be Determined Annually Yes MEMBER SERVICES ID Cards Mailing for Newly Eligible 98% of all ID cards are sent within 5 business days of receipt of eligibility. 100% mailed within 10 business days. To Be Determined Annually Yes Replacement ID Card Mailing Two plastic ID cards will be issued upon initial enrollment. Replacement cards are issued electronically. To Be Determined Annually Yes Mailing Member Materials All applicable member materials (for example, mail order forms) will be mailed at least 10 days prior to the effective date and will be 100% accurate (provided that eligibility file was received at least 30 days prior to the effective date). To Be Determined Annually Yes Phone Average Speed of Answer 100% of calls to toll free line shall be answered within 45 seconds (excluding IVR). To Be Determined Annually Yes Page 19 of 40 Vendor Initials Date ailljl Phone Abandonment Rate 100% of calls to the toll free line shall be answered with an abandonment rate of 3% of less To Be Determined Annually Yes Written Inquiry Answer Time 95% of inquiries responded to in 5 business days - 100% in 20 business days To Be Determined Annually Yes Member Satisfaction Survey The vendor agrees to conduct a Member Satisfaction Survey for each contract year and that the Satisfaction Rote will be 90% or greater. A yearly penalty may be assessed against the vendor for failure to meet this standard. "Member Satisfaction Rate" means (i) the number of Eligible Persons responding to vendor annual standard Patient Satisfaction Survey as being satisfied with the overall performance under the Integrated Program divided by (ii) the number of Eligible Persons responding to such annual Patient Satisfaction Survey; the State must provide timely approvals and responses, and a minimum of 20% of surveys must be returned for the Performance standard to be applicable. To Be Determined Annually Yes Issue Resolution: Verbal Inquiries Vendor will resolve 99% of all telephone issues at the first point of contact (the number of telephone inquiries completely resolved at the time of initial contact divided by the total number of calls) To Be Determined Annually Yes Issue Resolution: Written Inquiries Vendor will resolve 98% of all written inquiries within 10 business days of receipt of inquiry To Be Determined Annually Yes Issue Resolution: State Staff Involvement / Escalation Vendor will resolve member issues within 48 business hours for any case that required the involvement of the State's staff due to incorrect or incomplete information being provided by the vendor. If not resolved within 48 hours, 0 penalty will be applied per case, up to an annual maximum. To Be Determined Annually Yes Page 20 of 40 Vendor Inttials OateX{izpr REPORTS Ad-hoc Reports' A minimum of 90% of Ad-hoc reports will be delivered -to State within 7 business days of the request. Ad-hoc reports ore defined as reports that are not port of "the vendor's standard reporting package To Be Determined Annually Yes Standard Reports A minimum of 95% of standard reports will be delivered to the State within 3 business days of the request. To Be Determined Annually Yes Online Reporting Dote Availability Online reporting data will be available within an annual overage of fifteen (15) business days after the billing cycle that contains the last day of the month. To Be Determined Annually Yes Claims Detail File • All claims detail files sent to external vendors will be provided within 8 days of request or scheduled delivery date. To Be Determined Annually Yes \ AUDITS Provide Data Extract requested Within 30 days of request date or within 10 business days of executed confidentiality agreement (whichever occurs first) To Be Determined Annuoily Yes Provide Data Extract requested Within 30 days of request date or within 10 business days of executed confidentiality agreement (whichever occurs first) To Be Determined Annually i Yes Provide Complete Response to Data Request Within 30 days of request. To Be Determined Annually Yes Responding to Data Reconciliation Requests Within 10 business days of request. To Be Determined Annually 1 Yes Providing Initial Response to Audit Findings Within 30 days of receipt of findings. To Be Determined Annually Yes Telephone Call Availability. DDPNP guarantees Customer Service hours of operation: 8:00 am - 4:45 pm (EST), Monday through Friday. 2. Data Reporting. a. Quarterly Reporting. Quorterly reports shall be delivered to the State using o mutuoily agreed upon mode and mutually agreed upon format within thirty (30) days after the end of the last month in that quarter. ^ Vendor InWate ^ Date Page 21 of 40 b. Seml-Annual Reporting. Semi-Annua) reporting shall be delivered to the State using o mutually -j agreed upon mode and mutuolly agreed upon format within forty-five (45) days ofter the end i of the period. I li c. Annual Reporting. Annual reporting shall be delivered to the State using a mutually agreed upon mode and mutually agreed upon format within forty-five (45) days after the end of each calendar year of the Agreement Period. Page 22 of 40 Vendor Initials. Date^ 3. Claim Processing Errors. DDPNH shall perform periodic audits of the claims adjudicated for ■payment on behalf of the State using a statistically valid number of claims. DDPNH shall present the State with the results of the financial accuracy audit on a quarterly basis and shall provide the State with an annual summary of the quarteriy audits v/ith respect to meeting DDPNH's guarantee .1 of claims processing financial accuracy of 99%. Any net overpayment caused by DDPNH's i financial inaccuracy, as determined through the above-described periodic audits shall be ! refunded to the State on a quarterly basis. This refund is in addition to any service guarantee penalty defined herein and will be used on all claims paid during the review period. Refunds, if any, shall be paid within forty-five (45) days of the end of the review period. j c' a. Payment Errors are defined as those that result in the inappropriate level of claims payment. They include simple errors of fact; wrong Plan provisions or wrong amount used in computation. ' They also include the misapplication of Deductible provisions, Coinsurance provisions, and •, Coordination of Benefits rules. I b. Coding/Data Entry Errors are defined as those which do not have immediate financial '! implications but which affect the accurate measurement of Plan performance and expenses. They include, but are not limited to, coding and input of: f, i. Participant name ,! ii. Partictpanf Address Hi. Patient Name Ti iv. Pof/enf Date af Birth V. Patient Relationship ,V vi. Provider ID vii. Procedure Code (ADA or equivalent} viii. Ass/gnmenf ix. Incorrect Payee X. Charge paid under the v/rong patient xi. Missing or incorrect date of service xii. Missing or incorrect Procedure Code xiii. Missing or incorrect Provider Name 5. Guarantee Auditing. DDPNH shall allow the State or its designee to conduct an audit of all self- reported guarantees provided by DDPNH to ensure accuracy and satisfaction of the State with its self-reporting. :irr!ry EXHIBrr B - CONTRACT PRICE: UMITATION ON PRICE: PAYMENT This EXHIBIT B shall govern the Agreement Period and each calendar year of the Agreement Period. This EXHIBIT B shall supplement the terms and provisions of EXHIBIT A. Words defined in EXHIBIT A shall have the same meaning in this EXHIBIT B unless expressly defined otherwise hei'ein. If there are any inconsistencies between the terms of EXHIBIT A and this EXHIBIT B with regard to contract price and payment, the terms of this EXHIBIT B shall control. ^ ARTICLE 1 - AGREEMENT PERIOD The terms and conditions of this EXHIBIT B shall apply to and govern the Agreement Period and each calendar year of the Agreement Period, including any extension thereof. The initial Claim hcurred Date for purposes of this Agreement shall be the first date of the Agreement Period. ARTICLE 2 - CLAIMS PAYMENT METHOD DDPNH shall provide to the State a weekly invoice of dental claims paid by DDPNH on behalf of the State under the State's dental benefits progrom. The weekly invoice shall also include claims i paid by DDPNH since the effective date of this Agreement, and any previous Agreements that it replaces but not previously billed to the State. The weekly invoice shall be reported based on [ plan codes prescribed by the State for reporting purposes. Invoices shall be provided to the State on Tuesday of each week. Slight timing differences may occur if Monday is a holiday or if ' there is an additional check run at month end. DDPNH agrees that the weekly ^ invoices may be paid within seven (7) days of receipt by the State. DDPNH shall provide the State with a monthly detailed claim report which shall reconcile with the State's weekly invoice. Such monthly claim report shall be provided to the State with the last weekly invoice. The State shall not Issue payment to DDPNH for Claims paid based upon verbal instruction or information from DDPNH. No penalties or interest shell be charged to the State for late funding or late payment. ARTICLE 3 - ADMINISTRATIVE SERVICES FEE A. Payment of Administrative Services Fee 1. Administrative Services Fees shall be billed to the State on a monthly basis. Administrative service fees are billed on the same day the last claim invoice for the month is issued. The State will pay the monthly administrative services fee based on the number of employees enrolled in the benefit according to the State's enrollment and the State's COBRA enrollment reports. The State and DDPNH agree that no retroactive adjustments to the payment shall be made. The State shall make the administrative services fee payment to DDPNH no later than the 10'^^ of the following month. An eligibility listing of covered Enrollees shall be provided with the monthly invoice. Page 23 of 40 Vendor Initials Date 1 The State shall not Issue payment to DDPNH tor the Administrative Services Fee based upon J verbal Instruction or information from DDPNH. No penalties or interest shall be charged to the | State for late funding or late payment. j. Amount of Administrative Services Fees ARTICLE 4 - CLAIMS RUNOUT FOLLOWING TERMINATION Claim Processing. DDPNH shall continue to administer claims under the State's dental program for dotes of service prior to the termination date of the Agreement for a twelve (12) month period (Claims Runout) following the termination of the Agreement, if this Agreement is not replaced by a succeeding Term or Terms. DDPNH shall continue to advance the weekly claims payments and the State shall continue to reimburse DDPNH such payments on a weekly basis as provided herein. Coordination of Benefits (C.O.B.). C.O.B. payments that are received by DDPNH during the Claims Runout shall be credited to the State in accordance with the Agreement. All such payments received by DDPNH after the end of the applicable Cloims Runout shall be retained by DDPNH. Right of Recovery. Recovery amounts recovered during the Claims Runout by DDPNH shall be credited to the State in accordance with this Agreement. All such amounts received after the Claims Runout shall be retained by DDPNH. Compensation No Administrative Services Fee shall be billed by DDPNH, or due and payable by the State for such twelve (12) month period (Claims Runout) following termination. EXHIBIT C - SPECIAL PROVISIONS Page 24 of 40 Vendor Initials Date j c The Administrative Services Fee for the Agreement Period shall be $2.75 per Subscriber per J month. In the event the State exercises its right to extend the Term of this Agreement beyond the Agreement Period, the Administrative Services Fee will remain at $2.75 per Subscriber per month for the agreed upon extended contract period. The State reserves the right to negotiate a lower Administrative Services Fee with DDPNH. t i Claims Runout Ser/ices ^ There are no Special Provisions for this Agreement. Page 25 of 40 Vendor Initials Date EXHIBIT D RFP #2019-223 and DDPNH's response to such is incorporated herein by reference. Page 26 of 40 Vendor Initials Date^i{r^ APPENDIX A Collective Bargaining Agreement (2018/19) Active Employee Dental Plan 1. Calendar Year - January 1 through December 31 2. Ellglbinty Period - First day of the month follov^ing completion of one (1) month of continuous • employment 3. Eligible Persons - Full-time employees, their spouses, and qualified dependent children. Children will be covered from birth and may remoin covered until their 26 birthday. 4. Selected Benefits & Percentage Paid by Dental Administrator: Coverage A Diagnostic & Preventive 100% Coverage B Restorative 80% Coverage C Prosthodontics 50% . Coverage D Orthodontics 50% 5. Maximum Calendar Year Benefit - The maximum amount which, the plan will pay is $2,000 per person per Calendar Year (Coverages A, 8 and C). Coverage D (Orthodontics) has a separate lifetime Maximum of $1,200 for each eligible adult and dependent child. 6. ■ Deductible - There is a $25 deductible per person per Calendar Year, applied to Coverage C services only. Any expense incurred during the last 3 months of a calendar year which is applied against an individual's deductible will also reduce his/her deductible for the next year. Page 27 of 40 Vendor Initiafs ^ Datei|t7|t9 COVERAGE A BENEFITS Diagnostic: Evaluations to determine required dental treatment Limited oral evaluation Comprehensive oral evaluation - one complete comprehensive evaluation per specialist or General Dentist in a lifetime Reriodic Evaluation - two times in a calendar year. This can be by a specialist or a general dentist. Radiographs (x-rays) - complete series or panoramic film once in any period of three (3) consecutive years; bitev^'ng films (x-rays) twice per calendar year: films (x- rays) of individual teeth as necessary Preventive: Specific procedures employed to prevent the occurrence of dental disease Prophylaxis (cleaning) - three (3) per calendar year (child prophylaxis up to thirteenth (13)) birthday; adult prophylaxis thereafter). This can be a routine prophylaxis or a full mouth debridement (Coverage A), or periodontal maintenance procedures (Coverage B). Ruoride treatment - twice per calendar year up to age nineteen (19). Space maintainers Sealant application to permanent molars, once In a three year period per tooth Page 28 of 40 Vendor Initiale Date COVERAGE B BENEFITS Palliattve Treatment Minor freatment for the relief of pain Restorottve: • Amalgam (silver) and/or resin (white) restorations. Endodontics: • Pulpal therapy, aplcoectomies, retrograde fillings, and root canal therapy Periodonttcs: • Treatment of diseased tissue supporting the teeth and periodontal maintenance procedures. Prophylaxis (cleaning) - three times per calendar year. This can be a routine prophylaxis Of a full mouth debridement (Coverage A), or periodontal maintenance procedures (Coverage B). • Clinical crown lengthening once per tooth per lifetime Oral Surgery: Extractions and covered surgical procedures Injection Drugs Denture Repair Repair of removable denture Denture Rebase And Rellne • Rebase and Rellne of complete and partial dentures Crown and fixed partial Denture repair: • Repair of crown or fixed partial denture to its original condition Anestt^esla: • General anesthesia administered in conjunction with an extraction, tooth reimplantation, surgical exposure of the tooth, biopsy, transseptal, fiberotomy, alveoloplasty, vestibuloplasty, incision and drainage of an abscess, and/or frenulectomy. General anesthesia will also be covered when administered in conjunction with procedures performed in the dental office for the following covered patients: A child under the age of thirteen (13) who is determined by a licensed Dentist in conjunction with a licensed primary care physician to have a dental condition of significant complexity which requires the child to receive' general anesthesia for the treatment of such a condition; or A person who has exceptional medical circumstances or a developmental disability as determined by a licensed physician which g^fson at serious risk. Vendor Init ale Gate COVERAGE C BENEfrTS Restorative Crowns and Onlays: - Crowns and onlays when a tooth cannot be adequately restored with amalgam (silver) or resin (white) restorations Implant Services: - Surgical placements of an endosteal implant body including healing cap. An implant body including healing cap is a benefit once In a lifetime per site. Eposteal and transosteal Implants are optional. An allowance will be paid equal to an endosteal implant. Patient will be responsible for any additionol fee. Prosttiodontlcs: • Fixed partial dentures (abutment crowns and pontics); removable complete and partial dentures; core buildups; cast and prefabricated post and cores; and precision attachments. • Implant Supported Prosthetics COVERAGE D BENEFITS Orthodontics: • Necessary treatment and procedures required for the correction of malposed teeth • Limited to $1,200 lifetime maximum for eligible adults and dependent children. il^Page 30 of 40 Vendor Initials ' ' Date 9|i^|l/1 GENERAL EXCLUSIONS AND LIMITATIONS The dental benefits provided by the dental benefit administrator shall not include the following: 0. Services for injuries or conditions compensoble under Worker's compensation or Employer's liability laws. b. Services that are determined by the dental benefit administrator to be rendered for cosmetic reasons, or to correct congenital malformations, or cosmetic surgery. (This exclusion is not intended to exclude services provided to newborn children for congenital defects or birth abnormalities.) c. Services including, but not limited to, endodontics and prosthodontics (including crowns and removable fixed dentures), started prior to the date the Subscriber or Dependent became" eligible under the Agreement. d. Prescription drugs, premedications, and/or relative analgesia. e. Charges for hospitalization, general anesthesia for restorative dentistry (except as'noted in Section III. Coverage B Benefits f. Charges for failure to keep a scheduled visit with the Dentist. g. Charges for completion of forms. Participating Dentists shall not moke such charges to a Subscriber or Dependent. h. Dental Care that is not necessary and customary as determined by generally accepted dental practice standards. 1. Dental Care or supplies that ore not within the classification of benefits defined in the Agreement. ]. Appliances, procedures, or restorations for: (a) increasing vertical dimension; (b) altering, restoring, or maintaining occlusion; (c) replacing tooth structure lost by attrition or abrasion; (d) correcting congenital or developmental malformations; (e) esthetic purposes; or (f) implantology techniques. k. Payments of benefits for the Subscriber and/or Dependent(s) terminate on the last day of the month after the date on which the Subscriber becomes ineligible for benefits. I. Charges for Dental Care or supplies for which no charge would hove been made in the absence of dental benefits. m. Charges for Dental Care or supplies received as a result of dental disease, defect, or injury due to act of war, declared or undeclared. n. Temporary services. o. A consultation unless performed by a practitioner who is not performing further services. p. Case presentation and treatment planning. Patient will be responsible for any additional fee. q. Athletic mouthguards and occlusal guards (night guards) r. Pulp vitality tests. s. Incomplete Treatment Page 31 of 40 Vendor initials APPENDIX B: BUSINESS ASSOCIATE AGREEMENT The Contractor identified in Section 1.3 of the General Provisions of the Agreement agrees to comply with the Health Insurance Portability and Accountability Act. Public Law 104-191 and with the Standards for Privacy and Security of Individually Identifiable Health Information, 45 CFR Parts 160 and 164 and those parts of the HITECH Act applicable to business associates. As defined herein, "Business Associate" shall generally have the same meaning as the term "business associate" at 45 CFR 160.103, and in reference to the party to this Agreement, shall mean Contractor. "Covered Entity" shall generally have the same meaning as the term "covered entity" at 45 CFR 160.103, and in reference to the party to this Agreement shall mean the State of New Hampshire Department of Administrative Services Employee and Retiree Health Benefit Program. "HIPAA Rules" shall mean the Privacy, Security, Breach Notification, and Enforcement Rules at 45 CFR Part 160 and Part 164. BUSINESS ASSOCIATE AGREEMENT 1. Definitions a. The following terms used in this Agreement shall have the same meaning as those terms in the HIPAA Rules: Breach, Data Aggregation, Designated Record Set, Disclosure, Health Care Operations, Individual, Minimum Necessary, Notice of Privacy Practices, Protected Health Information, Required by Law, Secretary, Security Incident, Subcontractor, Unsecured Protected Health Information, and Use. b. All terms not otherwise defined herein shall have the same meaning as those set forth in the HIPAA Rules. 2. Privocv and Securitv of Protected Health Information (PHI) a. Permitted Uses and Disclosures i. Business Associate shall not use, disclose, maintain or transmit PHI except as reasonably necessary to provide the services set forth in this Agreement or any agreement between the parties, or as required by law. ii. Business Associate is authorized to use PHI to de-identify the information in accordance with 45 CFR 164.514(a)-(c). Business Associate shall de-identify the PHI in a manner consistent with HIPAA Rules. Uses and disclosures of the de-identified information shall be limited to those consistent with the provisions of this Agreement. iii. Business Associate may use PHI as necessary to perform data aggregation services, and to create Summary Health Information and/or Limited Data Sets. Contractor shall use appropriate safeguards to prevent use or disclosure of the information other than as provided for herein, shall ensure that any agents or subcontractors to whom it provides such information agree to the same restrictions and conditions that apply to Contractor, and not identify the Summary Health Information and/or Limited Data Sets or contact the individuals other than for the management, operation and administration of the Plan. iv. Business Associate may use and disclose PHI (a) for the management, operation and administration of the Plan, (b) for the services set forth in the Agreement, which include (but are not limited to) Treatment, Payment activities, and/or Dental Benefits Administration as these terms are defined in this Agreement and 45 C.F.R. § 164.501, and (c) as otherwise required to perform its obligations under this Agreement, or any other agreement between the parties provided that such use or disclosure would not violate the HIPAA Regulations. V. Business Associate may disclose, in conformance with the HIPAA Rules, PHI to make disclosures of De-Identified Health Information, Limited Data Sets, and Summary Health Information. Contractor shall use appropriate safeguards to prevent use or disclosure of the information other than as provided for herein, ensure that any agents or subcontractors to whom it provides such Information agree to the same restrictions and conditions that apply to Contractor, and not identify the De-Identified Health Information., Summary Health Information and/or Limited Data Sets or contact the individuals. Business Associate may also disclose, in conformance with the HIPAA Regulations, PHI to Health Care Providers for permitted purposes including health care ^ operations. ; 11 vi. Business Associate may use PHI for the proper management and administration of the '• Business Associate or to carry out the legal responsibilities of Business Associate. To the extent Business Associate discloses PHI to a third party. Business Associate must obtain, prior to making any such disclosure, (a) reasonable assurances from the third party that '' such PHI will be held confidentially and used or further disclosed only as required by law j or for the purpose for which it was disclosed to the third party; and (b) an agreement ,6 from such third party to notify Business Associate of any breaches of the confidentiality | of the PHI, to the extent it has obtained knowledge of such breach. vii. To the extent practicable. Business Associate shall not, unless such disclosure is reasonably necessary to provide services outlined in the Agreement, disclose any PHI in response to a request for disclosure on the basis it Is required by law without first notifying Covered Entity. In the event Covered Entity objects to the disclosure it shall seek the appropriate relief and the Business Associate shall refrain from disclosing the PHI until Covered Entity has exhausted all remedies. Page 33 of 40 Vendor Initials Date b. Minimum Necessary. Business Associate will, in its performance of the functions, activities, services, and operations specified above, make reasonable efforts to use, to disclose, and to request only the minimum amount of PHI reasonably necessary to accomplish the intended purpose of the use, disclosure, or request, except that Business Associate will not ^ be obligated to comply with this minimum-necessary limitation if neither Business Associate j or Covered Entity is required to limit its use, disclosure, or request to the minimum necessary { under the HIPAA Rules. Business Associate and Covered Entity acknowledge that the fi phrase "minimum necessary" shall be interpreted in accordance with the HITECH Act and T- the HIPAA Rules. ' ji; c. Prohibition on Unauthorized Use or Disclosure. Business Associate may not use or disclose Ij PHI except (I) as permitted or required by this Agreement, or any other agreement between the parties, (2) as permitted in writing by Covered Entity, or (3) as authorized by jj; the individual or (4) as Required by Law. This agreement does not authorize Business j,' Associate to use or disclose Covered Entity's PHI in a manner that would violate the HIPAA Rules if done by Covered Entity, except as permitted for Business Associate's proper management and administration as described herein. I 3 3. informotion Safeguards a. Privacy of Protected Health Information. Business Associate will develop. Implement, maintain, and use appropriate administrative, technical, and physical safeguards to protect the privacy of PHI. The safeguards must reasonably protect PHI from any intentional or unintentional use or disclosure in violation of the Privacy Rule and limit incidental uses or disclosures made pursuant to a use or disclosure othefwise permitted by this Agreement. To the extent the parties agree that the Business Associate will carry out directly one or more of Covered Entity's obligations under the Privacy Rule, the Business Associate will comply with the requirements of the Privacy Rule that apply to the Covered Entity in the performance of such obligations. b. Security of Covered Entity's Electronic Protected Health Information. Business Associate will comply with the Security Rule and will use appropriate administrative, technical and physical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of Electronic PHI that Business Associate creates, receives, maintains or transmits on Covered Entity's behalf. c. No Transfer of PHI Outside United States. Business Associate will not transfer PHI outside the United States without the prior written consent of the Covered Entity. In this context a "transfer" outside the United States occurs if Business Associate's workforce members, agents, or Subcontractors physically located outside the United States are able to, store, copy or disclose PHI. d. Subcontractors. Business Associate will require each of its Subcontractors to agree, in a written agreement with Business Associate, to comply with the provisions of the Security Rule: to appropriately safeguard PHI created, received, maintained, or transmitted on behalf of the Business Associate; and to apply the same restrictions and conditions that apply to the Business Associate with respect to such PHI. e. Prohibition on Sale of Protected Health Information. Business Associate shall not engage in any sale (as defined in the HIPAA rules) of PHI. f. Prohibition on Use or Disclosure of Genetic Information. Business Associate shall not use or disclose Genetic Information for underwriting purposes in violation of the HIPAA rules. g. Penalties for Noncompliance. Business Associate acknowledges that it is subject to civil and criminal enforcement for failure to comply with the HIPAA Rules, to the extent provided with the HITECH Act and the HIPAA Rules. 4. Compliance With Electronic Transactions Rule Covered Entity for which HHS has established standards. Business Associate will comply, and will require any Subcontractor it involves with the conduct of such Transactions to comply, with each applicable requirement of the Electronic Transactions Rule and of any operating rules adopted by HHS with respect to Transactions. 5. Individuol Riahts ond PHI a. Access Page 34 of 40 Vendor Initials Date-mm a. If Business Associate conducts in whole or part electronic Transactions on behalf of j i. Business Associate shall respond to an individual's request for access to his or her PHI as a part of Business Associate's normal customer service function, if the request is 'i communicated to Business Associate directly by the individual or the individual's personal ^ representative. Business Associate shall respond to the request with regard to PHI that ■ Business Associate and/or its Subcontractors maintain in a manner and time frame '' consistent with requirements specified in the HIPAA Privacy Regulation. ii. In addition. Business Associate shall assist Covered Entity in responding to requests made to Covered Entity by individuals to invoke a right of access under the HIPAA Privacy •{ Regulation. Upon receipt of written notice (including fax and email) from Covered Entity,, p Business Associate shall make available to Covered Entity, or at Covered Entity's direction | to the individual (or the individual's personal representative), any PHI about the individual f created or received for or from Covered Entity in the control of Business Associate's | and/or its Subcontractors for inspection and obtaining copies so that Covered Entity may f meet its access obligations under 45 CFR 164.524, and, where applicable, the HITECH Ij Act. Business Associate shall make such information available in an electronic format | where required by the HITECH Act. ) b. Amendment ij i. Business Associate shall respond to an individual's request to amend his or her PHI as i part of Business Associate's normal customer sen/ice functions, if the request is j communicated to Business Associate directly by the individual or the individual's v personal representative. Business Associate shall respond to the request with respect to j the PHI Business Associate and its Subcontractors maintain in a manner and time frame J' consistent with requirements specified in the HIPAA Privacy Regulation. ii. In addition. Business Associate shall assist Covered Entity in responding to requests made to Covered Entity to invoke a right to amend under the HIPAA Privacy Regulation. Upon receipt of written notice (including fax and email) from Covered Entity, Business 'fj Associate shall amend any portion of the PHI created or received for or from Covered Entity in the custody or control of Business Associate and/or its Subcontractors so that ]j Covered Entity may meet its amendment obligations under 45 CFR 164.526. c. Disclosure Accounting i. Business Associate shall respond to an individual's request for an accounting of disclosures of his or her PHI as part of Business Associate's normal customer service function, if the request is communicated to the Business Associate directly by the individual or the individual's personal representative. Business Associate shall respond to a request with respect to the PHI Business Associate and its Subcontractors maintain in a monner and time frame consistent with requirements specified in the HIPAA Privacy Regulation. ii. In addition, Business Associate shall assist Covered Entity in responding to requests made to Covered E