Ordinance No. 15,211 ORDINANCE NO. 15,211
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS,
AUTHORIZING AN AGREEMENT WITH LABOR FIRST, LLC, D/B/A RETIREE
FIRST FOR RETIREE MEDICARE SUPPLEMENTAL INSURANCE FOR THE
CALENDAR YEAR OF JANUARY 1, 2023, THROUGH DECEMBER 31, 2023;
AUTHORIZING PAYMENT BY THE CITY OF BAYTOWN IN AN AMOUNT NOT
TO EXCEED SIX HUNDRED FIFTY THOUSAND AND NO/100 DOLLARS
($650,000.00); MAKING OTHER PROVISIONS RELATED THERETO; AND
PROVIDING FOR THE EFFECTIVE DATE THEREOF.
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BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes an
agreement with Labor First,LLC, d/b/a Retiree First for Retiree Medicare Supplemental Insurance for the
calendar year of January 1,2023,through December 31,2023. Such agreement is attached hereto as Exhibit
"A"and incorporated herein for all intents and purposes.
Section 2: That the City Council of the City of Baytown authorizes payment in an amount not
to exceed SIX HUNDRED FIFTY THOUSAND AND NO.,100 DOLLARS($650,000.00),pursuant to the
agreement referenced in Section 1 hereof.
Section 3: That the City Manager is hereby granted general authority to approve any change
order involving a decrease or an increase in costs of FIFTY THOUSAND AND NO/100 DOLLARS
($50,000.00) or less; however, the original contract price may not be increased by more than twenty-five
percent(25°%) or decreased by more than twenty-five percent(25%)without the consent of the contractor
to such decrease.
Section 4: This ordinance shall take effect immediately from and after its passage by the City
Council of the City of Baytown.
INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City of
Baytown this the 22"d day of September,2022.
Q,pYTO.W�y T DON CAPE LO, Mayor"
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SCOTT LEMON ,City Attorney
R:Karen AndersonlORDINANCES\2022\2022.09.22UtetireelnsuranceServiceswithLaborFirst.docx
EXHIBIT "A"
RETIREE BENEFIT MANAGEMENT SERVICES AGREEMENT
THIS RETIREE BENEFIT MANAGEMENT SERVICES AGREEMENT(this "Agreement") is
entered into as of the 81h day of August, 2022 (the"Effective Date"), by and between City of Baytown,a
Municipal Health Benefit Fund with principal offices located at 2401 Market Street, Baytown, TX 77520
(the"Client"),and Retiree First LLC,with offices located at 1000 Midlantic Drive,Mount Laurel,NJ 08054
(the "Manager'). Client and Manager are referred to herein individually as a "Party" and collectively
as the "Parties."
WHEREAS,the Client provides health benefits for eligible participants;and
WHEREAS, Manager provides management and administrative services relating to retirement
health benefit products and contracts for multi-employer group health plans,municipal health benefit funds,
university health plans,and other organizations;and
WHEREAS, Client desires to engage Manager in connection with the management of certain
retiree group health benefits on the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the mutual covenants and promises stated herein and
other good and valuable consideration, the receipt of which is hereby acknowledged, and intending to be
legally bound,the parties hereby agree as follows.
1. Engagement of Manager.
1.1. Engagement. Client hereby engages Manager to perform, and Manager hereby
agrees to perform,retiree health benefit plan management and administration services as set for in MAPD
Work Order,which is attached hereto as Exhibit"A"for all intents and purposes.
1.2. Scope. Unless otherwise mutually agreed by the Parties in writing, no services
other than those identified in this Agreement and in the Financial Rate Summary(ies) hereto are
included within the scope of this Agreement.
2. Plan Design. The Parties have agreed to the plan design set forth in the Financial Rate
Summary(ies)hereto. The following rate guarantee shall govern such plan design for the period effective
January 1,2023 to December 31,2023 (the"Initial Plan Year"):
Benefit Plan Provider 2023 Rate
MAPD UnitedHealthCare(UHC) $237.15
3. Service Fees. As compensation for the services provided hereunder, Client shall pay
Manager the service fees set forth in Section 2 and/or in the Financial Rate Summary(ies) hereto (the
"Service Fees"). Unless otherwise mutually agreed by the Parties in writing, no services other than those
identified in this Agreement and in the Financial Rate Summary(ies) hereto are included within such
Service Fees. On or about the fifteenth (151) day of each calendar month, Manager shall deliver to
Client a monthly statement indicating the Service Fees owed for the following month (each, a"Covered
Month').Payment shall be due in full on the first(I st)date of each Covered Month.
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4. Termination.
4.1. Tenn.This Agreement is effective as of the Effective Date and shall terminate and
expire on December 31, 2023 (the end of the Initial Plan Year);provided, however, that this Agreement
will automatically renew for successive one-year(I-year)periods at the Provider's Renewal Rate disclosed
by Manager in writing to Client at least seventy-five days(75 days)prior to the end of the then current plan
year, unless Client notifies the Manager in writing of its intent to terminate this Agreement or to make any
changes to the services or plan designs set forth in this Agreement (or in the appendices hereto) at least
sixjX days f6U dagcl prior to the end of the then current plan year.
4.2. Termination. This Agreement may not be terminated by either Party during the
tern hereof. Notwithstanding the foregoing, either Party may terminate this Agreement at any time upon
a breach by the other Party of such Party's obligations under this Agreement or under the Business Associate
Agreement attached as Exhibit"B" to this Agreement,and incorporated herein for all intents and purposes;
provided, however, that the Party alleging a breach shall provide the other Party with written notice
describing the facts and circumstances of the alleged breach in reasonable detail,and the Party alleged to be
in breach shall have a period of not less than fifteen (15) days in which to cure such alleged deficiency.
Upon termination of the Agreement, Manager will release to Client or to a successor administrator, all
Client records, data, and files (including copies thereof) within a reasonable time period following the
termination date, not to exceed thirty (30) days following the effective date of termination of the
Agreement.
5. Confidentiality.
5.1. Business Confidential Information. Each party acknowledges that performance of
the Agreement may involve access to and disclosure by each Party of its proprietary and nonpublic
information including, without limitation, business plans, data, rates, procedures, materials, lists, systems
and information (collectively 'Business Confidential Information"). No Business Confidential
Information shall be disclosed to any third party other than a parry's representatives who have a need to
know such Business Confidential Information in relation to administration of the Client, and provided that
such representatives are informed of the confidentiality provisions hereof and agree to abide by them. All
such Business Confidential Information must be maintained in strict confidence to the extent allowed by
law. Should Client receive a public information request for Business Confidential information,Client shall
notify Manager of the request and the Manager shall have the obligation to submit arguments to the Texas
Attorney General regarding why the information should not be disclosed. The parties shall abide by the
decision of the Texas Attorney General regarding disclosure.
5.2. Protected Health Information. Each Party acknowledges that the terms of this
Agreement may involve the sharing of the Protected Health Information(as such term is used in the Health
Insurance Portability and Accountability Act of 1996, as amended (HIPAA)) of the Client's participants.
As a condition precedent to each Party's obligations under this Agreement, the Parties shall each execute
and deliver a Business Associate Agreement("BAA')in substantially the form attached hereto,or a similar
agreement containing such terns as may be mutually agreed upon by the Parties and meeting the
requirements of HIPAA and any other applicable law. To the extent there is any conflict between the
provisions of this Agreement and the BAA,the terms of the BAA shall govern.
5.3. General Provisions. Upon termination of the Agreement, each party, upon the
request of the other, will promptly,and in any event no more than thirty(30)days return or destroy all
copies of all of the other Party's Business Confidential Information (including any Protected Health
Information of Client's Participants, in the case of Manager)in its possession or control except to the extent
such confidential information must be retained pursuant to applicable law.
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6. Notices. Any notice or other communication required or permitted hereunder shall be
effective if delivered to the other Party in writing and delivered by personal delivery,nationally recognized
overnight courier(with all fees prepaid),facsimile,or email,or by certified or registered mail (in each case,
return receipt requested,postage prepaid),to the following addresses:
If to Manager: Retiree First
1000 Midlantic Dr., Suite 100
Mount Laurel,NJ 08054
Attn:Anthony Frasco
AFrasco_laborfirst.com
If to Client: City of Baytown
Attn:City Manager
2401 Market Street
Baytown,TX 77520
7. Miscellaneous.
7.1. Amendments; Waiver. This Agreement may only be amended, modified, or
supplemented by an agreement in writing signed by each Party hereto, and any of the terms thereof may be
waived only by a written document signed by each Party to this Agreement or,in the case of waiver, by the
Party or Parties waiving compliance. No waiver of a breach shall waive or excuse any different or
subsequent breach
7.2. Assignment.This Agreement may not be assigned or otherwise transferred without
the prior written consent of all Parties to this Agreement;provided,however,that such consent shall not be
unreasonably withheld.
7.3. Severabili1y. Any provision of this Agreement that is determined by a Court of
competent jurisdiction to be invalid or unenforceable will be ineffective to the extent of such determination
without invalidating the remaining provisions of this Agreement or affecting the validity or enforceability
of the Agreement's remaining provisions,to the maximum extent permitted by applicable law.
7.4. Entire Agreement. This Agreement, together with any other documents
incorporated herein by reference, constitutes the entire and exclusive understanding between the Parties
with respect to its subject matter, and supersedes all prior and contemporaneous understandings,
agreements,representations, and warranties, both written and oral,with respect to such subject matter.
7.5. Governing Law. This Agreement shall be governed by, and construed in
accordance with,the laws of the State of Texas, without giving effect to the conflict of laws provisions or
rules thereof or of any other jurisdiction to the extent such principles or rules would require or permit the
application of the laws of any jurisdiction other than those of the State of Texas. Venue for all purposes
shall be in Harris County,Texas.
7.6. Counterparties.This Agreement may be executed in counterparts and by facsimile,
email or other electronic signature, each of which shall be deemed an original and all of which together
shall constitute one instrument.
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IN WITNESS WHEREOF, the parties have hereto have caused this Agreement to be duly executed
this Agreement as of the day and year set forth below(but effective as of the Effective Date).
CLIENT: MANAGER:
City of Baytown Retiree First
By: By:
Name:Richard L.Davis Name: David Zawrot
Title: City Manager Title: Chief Operating Officer
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EXHIBIT "A"
MAPD WORK ORDER
A. Pre-Implementation and Implementation Services.
1. Perform market analysis for benefit programs provided through qualified Insurance
Vendors;
2. Work with Client to finalize Insurance Vendor's quotes and proposals for benefit programs
that are consistent with Client's benefit plan requirements;
3. Review the selected Insurance Vendor's benefit design and documentation to ensure it
accurately reflects the quote and proposal that has been accepted and approved by the
Client's Trustees;
4. Implement selected qualified Insurance Vendor's benefit to provide a fully insured group
MAPD Plan that will constitute approved benefits for purposes of this Agreement
("Approved Plans");
5. Handle all aspects of transition to the Approved Plan with Insurance Vendor; and
6. Provide implementation manager experienced in MAPD plans to manage the transition
process and is a dedicated point of contact for Client.
7. Obtain all necessary information from Client on Eligible Members and Eligible Dependents;
8. Obtain from Center for Medicare Services("CMS")an electronic eligibility return file;
9. Host a kick-off meetingtretiree educational seminar(including providing advocates after the
meeting for one-on-one individual meetings if needed)if applicable;
10. In coordination with Insurance Vendor send all qualified Eligible Members and Eligible
Dependents a Welcome Kit and Insurance card;
B. Ongoing Plan Management.
1. Help manage all eligibility maintenance in CMS's approved format to ensure the Client does
not need to change its software systems;
2. Compare the Client's eligibility information against Medicare to ensure no deceased
members are on file and to ensure PHI and address accuracy;
3. Accept eligibility updates electronically as determined by the Client;
4. Provide the Client with support as needed with all CMS filing and reporting requirements;
5. Handle all group billing administration and collections as required by the Client and
Insurance Vendors;
6. Verify eligibility and provide the Client with full monthly eligibility,including amount paid
to the Insurance Vendor and names of Eligible Members for whom payments are made each
month;
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7. Submit payment to Insurance Vendors in timely fashion to ensure uninterrupted coverage;
8. Prepare and make available reports,on services provided under this Agreement including:
a. Member Interaction Logs—A comprehensive report with information on what issues
members are calling about and average call times, so problems can be identified for
individual members;
b. Disruption Reports —Information on disruptions including the number of tier
exceptions,formulary exceptions,and appeals requested;
c. Call Recordings—Provide individual call recording summaries upon request.
9. Coordinate with Insurance Vendors to provide Client with monthly eligibility maintenance
and reporting;
10. Assist in preparation of benefit summaries for the selected Insurance Vendor's Approved
Plan that are consistent with the Client's benefit plan requirements(including any Summary
of Material Modification("SMM")and Summary of Benefits and Coverage("SBC"),where
applicable;
11. Perform all functions in compliance with CMS;
12. Manage all CMS Part D filings and requirements including Late Enrollment Penalty("LEP")
and Opt-Out assistance and low income subsidy("LIPS")assistance;
13. Provide dedicated Client Account Representative who is an experienced Medicare
professional who manages the overall service experience for the Client's account;
14. Provide Account Management team to assist Client with all aspects of plan maintenance;
15. Provide members with group specific regional dedicated client call-center number and live
member support (all calls can be handled in over 300 languages are TTY compatible),
including 10-year retention on all call recordings;
16. Provide Member Advocates whose services are dedicated to Client and who are licensed,
AHIP certified health professionals and experts in the details of the Medicare system to:
a. Assist members with obtaining and retaining Medicare eligibility and enrollment in
accordance with CMS requirements;
b. Guide Eligible Members and Eligible Dependents through multiple plan options when
applicable;
c. Provide claims, billing and premium payment support;
d. Assist disabled members and members turning 65 with applying for Medicare;
e. Provide proactive pharmacy and physician support to Eligible Members and Eligible
Dependents;
f. Assist with pharmacy related questions such as generic availability, prior
authorizations, and mail-order services;
6444361 A
g. Interface directly with Social Security, CMS and physicians on behalf of Eligible
Members to solve problems;
h. Assist Members and Dependents with copay/coinsurance and assist members with
getting incorrect amounts rectified;
i. Provide assistance with Part B medications and supplies;
j. Provide Eligible Members with solutions if formulary disruptions occur;
k. Assist with provider selection and alternative provider assistance;
1. Make resolution calls to all Eligible Members and Eligible Dependents to ensure that
issues raised have been resolved;
in. Assist with appeals to Medicare or the Insurance Vendor if there is a coverage denial
to ensure Eligible Members and Eligible Dependents are obtaining all of the benefits
of the Approved Plan and Medicare;
n. Assist Insurance Vendor with well care management initiatives including wellness
programs, health coaching, etc. including but not limited to health risk appraisals and
tools, outreach to high-risk retirees,targeted risk education, ongoing wellness support
and preventative outreach;
17. Maintain records of the Client for the duration of the Agreement and for ten(10)years from
the date of issuance or occurrence, including records and notations of all calls.
C. Benefit Renewals& Request for Proposal(11RFP11)Work.
l. Provide report to Trustees with comprehensive review of Insurance Vendor's Approved Plan
(including competitive pricing and cost review);
2. Provide recommendations to the Trustees on the renewal options for subsequent calendar
year(s);
3. Negotiate with proposed Insurance Vendors to obtain best price for vendor agreements for
the following calendar year;and
4. Assist Trustees in handling renewal management and ongoing maintenance of Insurance
Vendor contracts.
D. CMS Plan Regulatory Notification Procedures.
1. Prepare CMS mandated Member communications;
2. Prepare Client Specific Announcement Letters; and
3. Prepare and file Group Creditable Coverage attestation filing.
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