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State of New Hampshire

REQUEST FOR PROPOSAL

For Employee Benefit Consulting and Brokerage Services

RFP # 2252-20

RESPONSE DUE BY: September 25, 2019 at 2:00 PM Eastern Time (ET)

Department of Administrative Services Risk Management Unit

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Table of Contents SECTION I: INTRODUCTION .......................................................................................................................................... 3

A. Background.................................................................................................................................................................. 3 B. Objective...................................................................................................................................................................... 3 C. Contract Term, Implementation, And Payment ........................................................................................................... 4

SECTION II: BIDDING INSTRUCTIONS AND CONDITIONS ................................................................................... 5 A. Proposal Conditions for The State of New Hampshire, Department of Administrative Services, Risk Management

Unit .............................................................................................................................................................................. 5 B. RFP Timetable ........................................................................................................................................................... 10 C. Evaluation Process ..................................................................................................................................................... 11 D. Subcontracting ........................................................................................................................................................... 14 E. Vendor Contacts ........................................................................................................................................................ 14

SECTION III: REQUIRED SERVICES AND CONTRACT TERMS.......................................................................... 15 A. Dedicated Professional Staffing ................................................................................................................................ 15 B. Procurement and Contracting .................................................................................................................................... 15 C. General Health Benefits Consulting .......................................................................................................................... 18 D. Provisional Timeline ................................................................................................................................................. 20 E. Billing ........................................................................................................................................................................ 21 F. Performance Guarantees ............................................................................................................................................ 21 G. Transition Upon Award of Contract .......................................................................................................................... 22 H. Transition Upon Contract Termination or Expiration ............................................................................................... 22

SECTION IV: FINANCIAL .............................................................................................................................................. 23 A. Employee Benefit Brokerage Services ...................................................................................................................... 23 B. Employee Benefit Consulting Services ..................................................................................................................... 24 C. Total Projected Cost for the Term of the Contract .................................................................................................... 24

SECTION V: QUESTIONNAIRE .................................................................................................................................... 25 A. General Information About The Vendor’s Firm ........................................................................................................ 25 B. Experience Providing Employee Benefit Consulting And Brokerage Services ........................................................ 26 C. Professional Staffing ................................................................................................................................................. 27 D. Quality Management ................................................................................................................................................. 28 E. Marketing for Employee Engagement in Understanding their Benefits .................................................................... 28

SECTION VI: REQUIRED PROTECTION OF CONFIDENTIAL INFORMATION AND DATA SECURITY ... 29 SECTION VII: CLIENT REFERENCES ........................................................................................................................ 32 APPENDICES: .................................................................................................................................................................... 33

APPENDIX A: State of NH Transmittal Letter ............................................................................................................... 34 APPENDIX B: Form P-37 ............................................................................................................................................... 36 APPENDIX C: Business Associate Agreement ............................................................................................................... 40 APPENDIX D: Hourly Rates ........................................................................................................................................... 48 APPENDIX E: Current Employee and Retiree Health Benefit Program ......................................................................... 49

State of New Hampshire SECTION I

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SECTION I: INTRODUCTION

This Request for Proposal (RFP) is issued by the Department of Administrative Services, acting through the Risk Management Unit, for the procurement of Employee Benefit Consulting and Brokerage Services for certain benefits as described herein. A. BACKGROUND

The State of New Hampshire (State) administers its Employee and Retiree Health Benefit Plan (HBP) for approximately 37,000 covered lives. The covered population consists of approximately 25,000 active employees/dependents located throughout New Hampshire and the surrounding New England states. Included in the active enrollment is a “Special Group” of approximately 300 subscribers and their dependents from other organizations that have been either legislatively or traditionally offered coverage under the State’s HBP. In addition, the State provides medical benefits to approximately 2,600 non-Medicare eligible retirees/dependents and approximately 10,000 Medicare eligible retirees. Retirees are located throughout the country. The benefits currently offered to all active employees include self-funded medical (HMO or POS), dental, and prescription drug plans. A wellness program is also integrated with the State’s medical benefit third-party administrator. As part of the wellness program, employees who complete a Health Assessment Tool (HAT) receive an incentive deposited into a health reimbursement arrangement (HRA). Completion of the HAT enables employees to participate in the State’s wellness incentive program called Health Rewards where employees earn points for completing certain activities that can then be cashed-in for gift cards or debit cards. Additional employer-sponsored benefits offered include flexible spending accounts for healthcare and dependent care, basic term life insurance, and supplemental life and accidental death and dismemberment insurance.

Every two years, the State collectively bargains active employee health benefits, including plan design, health promotion programs and employee-facing initiatives, with the State’s unions. There are five unions represented including the State Employees’ Association of New Hampshire, SEIU 1984 (SEA), the New Hampshire Trooper’s Association (NHTA), NHTA – Command Staff, Teamsters Local 633 and the New England Police Benevolent Association (NEPBA) with five local chapters. All unions have the same plan design and programs. The State offers non-Medicare eligible retirees self-funded commercial medical benefits (POS or PPO) through the HBP’s medical third party administrator as well as prescription drug coverage through the HBP’s pharmacy benefit manager. Medicare eligible retirees are offered a fully-insured group Medicare Advantage plan through the HBP’s medical third party administrator. Prior to 2019, the State offered a self-funded Medicomp 3 plan to Medicare eligible retirees. Since January 2015, the State offers a self-funded Part D employer group waiver plan (EGWP) prescription drug benefit through the HBP’s pharmacy benefit manager. Prior to 2015, the State offered a Retiree Drug Subsidy (RDS) plan to Medicare eligible retirees.

B. OBJECTIVE

The State is seeking proposals from qualified employee benefits consulting and brokerage services firms (Vendor). The Vendor will assist the State in the development of a communication and education strategy as it relates to the Health Benefit Program, including required member notifications. In addition, the Vendor will provide consulting and brokerage services for ancillary benefits including, but not limited to basic and supplemental life insurance, dependent verification audit, FSA/HRA plan administration, and other benefits and services as deemed necessary by the State. This includes regular review of the needs and objectives of the

State of New Hampshire SECTION I

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State relating to applicable benefit plan design, financial modeling, implementation and research and technical services, renewals, and plan compliance. A detailed scope of work, assignment of professional staff, and service expectations will be required as a condition of execution of a final contract. Section III: Required Services and Contract Terms outlines the mandatory minimum services the successful Vendor must provide. Appendix E provides additional information about the Employee and Retiree Health Benefit Plan.

C. CONTRACT TERM, IMPLEMENTATION, AND PAYMENT

The State seeks to contract with a qualified Vendor for three years commencing upon approval from the Governor and Executive Council and ending on December 31, 2022 with the option to extend for up to two additional years as mutually agreed by the parties and approved by the Governor and Executive Council. Implementation activities shall commence within seven days of Governor and Executive Council (G&C) approval. Payments shall not be made during the implementation period. Billable services shall commence upon the completion of the implementation period.

Remainder of page left intentionally blank

State of New Hampshire SECTION II

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SECTION II: BIDDING INSTRUCTIONS AND CONDITIONS

A. PROPOSAL CONDITIONS FOR THE STATE OF NEW HAMPSHIRE, DEPARTMENT OF ADMINISTRATIVE SERVICES, RISK MANAGEMENT UNIT

1. RFP SCOPE

The Department of Administrative Services, Risk Management Unit, is soliciting proposals from Employee Benefit Consulting and Brokerage Services firms for the Employee and Retiree Health Benefit Plan as described in these procurement documents.

2. MANDATORY INSTRUCTIONS FOR VENDORS

It is required that you complete all sections of the RFP and provide your proposal by the stated proposal submission deadline. Do not alter any parts of this RFP, to include the questions and the question numbering.

Failure to follow these instructions may be grounds for rejection of your RFP response.

3. POINT OF CONTACT

Purchasing Agent, Ryan Aubert shall be the single point of contact for this RFP for all communications, whether verbal or written.

4. RFP INQUIRIES

This RFP may be requested in a Microsoft Word format by submitting a written request to Ryan Aubert at [email protected].

All technical questions regarding this RFP must be submitted to Ryan Aubert at [email protected]. All questions must be submitted in writing prior to the Vendor Inquiries and/or Requests for Clarification deadline of September 4, 2019 at 3:00 p.m. EST. Inquiries received after the deadline will not be properly submitted and may not be considered. The questions will be consolidated and/or paraphrased and responded to via a written addendum, or addenda that will be posted online on or before September 11, 2019.

To the extent that a Vendor believes that exceptions to the standard form contract (P-37), Section III, Required Services and Contract Terms, or the other sections or appendices, will be necessary for the Vendor to enter into the Agreement, the Vendor should note those during the inquiry period. Please note any requested exceptions as inquiries in a separate document and not as edits to the P-37 itself. The State will review requested exceptions and accept, reject or note that it is open to negotiation of the proposed exception at its sole discretion. If the State accepts a Vendor’s exception, the State will, at the conclusion of the inquiry period, provide notice to all potential proposers of the exceptions that have been accepted and indicate that exception is available to all potential Vendors. Any exceptions to the standard form contract that are not raised during the proposer inquiry period are waived. In no event is a Vendor to submit its own standard contract terms and conditions as a replacement for the State’s terms in response to this solicitation.

The Vendor must include complete contact information including the Vendor’s name, telephone number, and e-mail address. The State shall attempt to provide any assistance or additional information of a reasonable nature that might be required by interested Vendors.

RFP inquiries must be submitted by an individual authorized to commit the organization to provide the services necessary to meet the requirements of this RFP.

mailto:[email protected]




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5. ADDENDA

In the event it becomes necessary to add to or revise any part of this RFP prior to the scheduled proposal submittal deadline, the Risk Management Unit shall post any Addenda on the State’s vendor website. In the event of an addendum/addenda to this RFP, the State, at its sole discretion, may extend the proposal submission deadline, as it deems appropriate. Before your submission and periodically prior to the RFP closing, check the website for any addenda or other materials that may have been issued affecting the RFP. The web site address is https://das.nh.gov/purchasing/vendorresources.aspx.

6. VENDOR CERTIFICATIONS

All Vendors must be duly registered as a vendor authorized to conduct business in the State of New Hampshire. Vendors shall comply with the certifications below at the time of submission and through the term of any contract that results from said proposal. Failure to comply shall be grounds for disqualification of proposal and/or the termination of any resultant contract.

• STATE OF NEW HAMPSHIRE VENDOR APPLICATION: Prior to bid award, Vendors must

have a completed Vendor Application Package on file with the NH Bureau of Purchase and Property. See the following website for information on obtaining and filing the required forms (no fee): https://das.nh.gov/Purchasing/vendor.asp .

• NEW HAMPSHIRE SECRETARY OF STATE REGISTRATION: A bid award, in the form of a

contract(s), will ONLY be awarded to a Vendor who is registered to do business AND in good standing with the State of New Hampshire. Please visit the following website to find out more about the requirements for registration with the NH Secretary of State: http://sos.nh.gov/corp_div.aspx.

7. PUBLIC DISCLOSURE

In general, the State is obligated to make public the information submitted in response to this RFP (including all materials submitted in connection with it, such as attachments, exhibits, addenda, and presentations), any resulting contract, and information provided during the contractual relationship. The Right-to-Know law (RSA 91-A) obligates the State to conduct an independent analysis of the confidentiality of the information submitted, regardless of whether it is marked confidential. In addition, the Governor and Executive Council (G&C) contract approval process more specifically requires that pricing be made public and that any contract reaching the G&C agenda for approval be posted online. Disclosure of Information Submitted in Response to RFP Information submitted in response to this RFP is subject to public disclosure under the Right-to-Know law after the award of a contract by G&C. At the time of receipt of Proposals, the State will post the number of responses received with no further information. Pursuant to RSA 21-G:37, the State will post the name and rank or score of each Vendor pursuant to the timeliness requirements therein. Notwithstanding the Right-to-Know law, no other information concerning the contracting process, including but not limited to information related to proposals, communications between the parties or contract negotiations, shall be available until a contract is actually awarded by G&C.

https://das.nh.gov/purchasing/vendorresources.aspx

https://das.nh.gov/Purchasing/vendor.asp

http://sos.nh.gov/corp_div.aspx


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A Vendor questioning an agency’s identification of the selected Vendor may request that the agency review its selection process pursuant to RSA 21-G:37. Such request shall be made in writing and be received by the agency within 5 business days after the rank or score is posted on the agency website.

Confidential, commercial or financial information may be exempt from public disclosure under RSA 91-A:5, IV. If a Vendor believes any information submitted in response to this request for proposal should be kept confidential, you must specifically identify that information where it appears in your submission in a manner that draws attention to the designation and must mark/stamp each page of the materials that you claim must be exempt from disclosure as “CONFIDENTIAL.” Vendors must also provide a letter to the person listed as the point of contact for this RFP, identifying the specific page number and section of the information you consider to be confidential, commercial or financial and providing your rationale for each designation. Marking or designating an entire proposal, attachment or section as confidential shall neither be accepted nor honored by the State. Vendors must also provide a separate copy of the full and complete document, fully redacting those portions and shall note on the applicable page or pages that the redacted portion or portions are “confidential.”

Submissions which do not conform to these instructions by failing to include a redacted copy (if necessary), by failing to include a letter specifying the rationale for each redaction, by failing to designate the redactions in the manner required by these instructions, or by including redactions which are contrary to these instructions or operative law may be rejected by the State as not conforming to the requirements of the proposal.

Pricing, which includes but is not limited to, the administrative costs and other performance guarantees in your proposal or any subsequently awarded contract shall be subject to public disclosure regardless of whether it is marked as confidential.

Notwithstanding a Vendor’s designations, the State is obligated by the Right-to-Know law to conduct an independent analysis of the confidentiality of the information submitted in a proposal. If a request is made to the State by any person or entity to view or receive copies of any portion of your proposal, the State shall first assess what information it is obligated to release. The State will then notify the Vendor that a request has been made, indicate what, if any, information the State has assessed is confidential and will not be released, and specify the planned release date of the remaining portions of the proposal. To halt the release of information by the State, a Vendor must obtain and provide to the State, prior to the date specified in the notice, a court order valid and enforceable in the State of New Hampshire, at its sole expense, enjoining the release of the requested information.

By submitting a proposal, Vendors acknowledge and agree that:

• The State may disclose any and all portions of the proposal or related materials which are not marked as confidential and/or which have not been specifically explained in the letter to the person identified as the point of contact for this RFP;

• The State is not obligated to comply with a Vendor’s designations regarding confidentiality and must conduct an independent analysis to assess the confidentiality of the information submitted in your proposal; and

• The State may, unless otherwise prohibited by court order, release the information on the date specified in the notice described above without any liability to a Vendor.

Electronic Posting of Resulting Contract

RSA 91-A obligates disclosure of contracts resulting from responses to RFPs. As such, the Secretary of State provides to the public any document submitted to G&C for approval, and posts those documents, including the contract, on its website. Further, RSA 9-F:1 requires that contracts stemming from RFPs


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be posted online. By submitting a proposal, you acknowledge and agree that, in accordance with the above mentioned statutes and policies, (and regardless of whether any specific request is made to view any document relating to this RFP), any contract resulting from this RFP that is submitted to G&C for approval will be made accessible to the public online via the State’s website.

8. TERMS OF SUBMISSION

The State assumes no responsibility for understandings or representations concerning conditions made by its officers or employees prior to and in the event of the execution of a contract, unless such understanding or representations are specifically incorporated into this RFP. Verbal discussions pertaining to modifications or clarifications of this RFP shall not be considered part of this RFP unless confirmed in a formal written addendum. Any information provided by the Vendor verbally shall not be considered part of that Vendor’s response. By submitting a proposal, a Vendor agrees that in no event shall the agency be either responsible for or held liable for any costs incurred by a Vendor in the preparation of or in connection with the proposal, or for work performed prior to the Effective Date of a resulting contract.

9. SUBMISSION FORMAT

Instructions, formats, and approaches for the development of RFP information contained within the RFP are designed to ensure that the submission of data essential to the understanding of the Vendor’s response is received in a consistent and comparable format.

Your RFP response must be clearly sectioned and tabbed as outlined within this RFP document. (e.g. Section II. Step 1, Step 2, etc.) There is no intent to limit the content of the responses in other than the Vendor’s favor, only to assist the evaluation committee in reviewing each response.

10. PROPOSAL SUBMISSION DEADLINE

All RFP submissions must be received at the Bureau of Purchase and Property by 2 p.m. EST on September 25, 2019. Submissions received after the date and time specified will be marked as late and will not be considered. All offers shall remain valid from the proposal submission deadline until contract approval by Governor and Executive Council. A Vendor’s disclosure or distribution of proposals other than to the Department of Administrative Services, Bureau of Purchase and Property, shall be grounds for disqualification. No more than one (1) proposal per respondent shall be submitted. Vendors shall submit their proposal to:

State of New Hampshire C/O Ryan Aubert, Administrative Services New Hampshire Bureau of Purchase and Property 25 Capitol Street Concord, NH 03301-6312 (603) 271-0580

Proposal responses shall be marked as: State of New Hampshire, RFP # 2252-20 Due Date: September 25, 2019

Employee Benefits Consulting and Brokerage Services

11. RFP DELIVERY

Your RFP response must conform to the following criteria in order to be considered for evaluation:


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a. RFP responses shall be addressed as described in Item 10 above

b. Exterior of the package shall be permanently marked identifying the submitting party’s name and address.

c. Package shall be sealed (tape, glue etc.).

d. RFP submissions may be hand delivered, mailed, or sent via package delivery service (UPS, FedEx, courier). In all cases, the Bureau of Purchase and Property must receive your submission no later than the due date and time.

e. Vendors are encouraged to confirm delivery of their submissions by calling 603-271-2201 or by emailing [email protected].

f. RFP responses must include:

i. One (1) original (clearly identified as such) of your RFP response; ii. Five (5) conforming copies (clearly identified as a copy) of your RFP responses;

iii. Two (2) separate electronic* copies of your RFP responses on secure thumb drives in the following formats:

a) One (1) electronic copy of your RFP shall include responses to all questions in Sections II to VII, Appendices of this RFP, and any addenda and attachments. DO NOT PDF your response.

b) One (1) redacted electronic copy of your entire RFP response, including a letter identifying confidential information.

iv. The original RFP response must include Appendix A, State of NH Transmittal Letter, signed by a person authorized to bind the company to all commitments made in the RFP response. Failure to submit the Transmittal Letter with your response will result in rejection of your response.

v. RFP responses transmitted by facsimile or e-mail shall not be accepted or reviewed.

* In the event of a discrepancy between a proposal response received in paper and electronic copy, the paper copy identified as the ‘original’ shall prevail. The State shall not be held liable for any costs incurred by the Vendor in preparing or submitting an RFP response. Any and all damage, which may occur due to shipping, is the Vendor’s responsibility.

12. ADDITIONAL INFORMATION

The State reserves the right to:

• Make a request for additional information in writing from a Vendor to assist in understanding or clarifying a proposal response;

• Waive minor or immaterial deviations from the RFP requirements, if determined to be in the best interest of the State;

• Omit any planned evaluation step if, in the State’s view, the step is not needed; • Reject any and all proposals, or any part thereof.

13. RIGHT TO CONSIDER AVAILABLE INFORMATION

The State reserves the right to consider available information regarding the Vendor, whether gained from the Vendor’s proposal or any other source during the evaluation process. This may include, but is not limited to, information from the New Hampshire Department of Insurance, as well as any other state or federal regulatory entity.

14. RESTRICTION OF CONTACT WITH STATE EMPLOYEES



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From the release date of this RFP, all contact with personnel employed by or under contract with the State related to this RFP, except the point of contact specifically mentioned in this Section II, A. 3 of this RFP is prohibited. Improper contact is grounds for rejection of your response.

15. CANCELLATION

The State reserves the right to cancel all or any part of this RFP at any time. Cancellation of this RFP, in whole or in part, shall not bar the State from issuing an RFP for the same services or from purchasing the same services through other means.

16. ETHICAL REQUIREMENTS

From the time this RFP is published until a contract is awarded, no Vendor shall offer or give, directly or indirectly, any gift, expense reimbursement, or honorarium, as defined by RSA 15-B, to any elected official, public official, public employee, constitutional official, or family member of any such official or employee who will or has selected, evaluated, or awarded an RFP, or similar submission. Any Vendor that violates RSA 21-G:38 shall be subject to prosecution for an offense under RSA 640:2. Any Vendor who has been convicted of an offense based on conduct in violation of this section, which has not been annulled, or who is subject to a pending criminal charge for such an offense, shall be disqualified from bidding on the RFP, or similar request for submission and every such Vendor shall be disqualified from bidding on any RFP or similar request for submission issued by any state agency.

17. REQUIRED CONTRACT TERMS AND CONDITIONS

a. The form contract P-37 (attached hereto as Appendix B) shall form the basis for any resulting contract. The successful Vendor and the State, following notification of award, shall promptly execute the P-37 contract, as amended by the parties to incorporate the service requirements of this RFP, price conditions established by the Vendor’s offer, and any other reasonable administrative practices and services.

b. The form contract Business Associate Agreement (attached hereto as Appendix C), is required 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, shall be promptly executed by the successful Vendor and State, following notification of contract award.

B. RFP TIMETABLE

The following table provides a Timetable for the RFP through contract finalization and approval. The State reserves the right to amend this Timetable at its sole discretion and at any time through a published Addendum.

Action Due Date (Eastern Time)

RFP Released August 21, 2019

Deadline for Vendor Inquiries and/or Requests for Clarification and Proposed Specification Changes

September 4, 2019 by 3:00 PM ET

Response to Vendor Inquiries and/or Requests for Clarification and Proposed Specification Changes No later than September 11, 2019

Proposal Submission Deadline September 25, 2019 at 2:00 PM ET


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Contract Effective Date November 1, 2019 or Upon Governor & Executive Council (G&C) approval

Contract Implementation Period G&C Approval through December 31, 2019, or as mutually agreed by the parties

Commencement of Billable Services Date Upon completion of the Implementation Period

C. EVALUATION PROCESS The State’s designated evaluation team will review and score (based on consensus) Vendor responses and select the highest scoring proposal based on the financial and non-financial criteria outlined below.

Vendors are advised that this is not a low bid award and that the scoring of the financial section will be conducted separately and then combined with the scoring of the non-financial section to determine the overall highest scoring Vendor.

State officials responsible for the selection of a Vendor shall ensure that the selection process accords equal opportunity and appropriate consideration to all who are capable of meeting the specifications.

Failure of the Vendor to provide in its proposal all information requested in this RFP may result in disqualification of the proposal. All proposals will be evaluated in accordance with the State procedures set forth in Steps #1 through #4 below. STEP #1: MINIMUM QUALIFICATIONS

The State will conduct an initial screening to verify Vendor compliance with the minimum submission requirements set forth in the RFP. The State may waive or offer a limited opportunity to cure immaterial deviations from the RFP requirements if it is determined to be in the best interest of the State.

Each proposal shall be evaluated initially to determine compliance with the State of New Hampshire’s Minimum Qualifications. Any proposal that fails to meet any of the qualifications shall be eliminated from further consideration for this contract. Any proposal that meets all of the minimum qualifications shall be further evaluated in accordance with the State’s selection criteria. Therefore, to receive further consideration, a Vendor must check “YES” to each of the following questions to confirm they have demonstrated their full compliance with the “Submission Requirement(s)” in their response for each such qualification. 1. Is the Vendor able and willing to demonstrate its financial stability?

[ ] YES [ ] NO

Submission Requirements: Attach to proposal: a) Vendor’s most recent financial report; b) most recent independent auditor’s report; and c) SSAE 16, SAS-70, or equivalent external audit of Vendor’s operations.

2. Is the Vendor licensed with the NH Department of Insurance to engage in the business of insurance in the State of New Hampshire for both Accident and Health and Life Insurance?

[ ] YES [ ] NO

Submission Requirements: Vendor’s proof of licensure is included in their RFP response. The license shall remain current throughout the term of any resulting Contract for all employees of the Contractor who provide services under the Contract.


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3. Did the Vendor initial after each sub-section of Section III, Required Services and Contract Terms to confirm understanding and acceptance of ALL services outlined?

[ ] YES [ ] NO

Submission Requirements: Initial after each sub-section of Section III – Required Services and Contract Terms where provided. To the extent that a Vendor believes that exceptions to the Required Services and Contract Terms will be necessary for the Vendor to enter into the Agreement, the Vendor should note those during the inquiry period as outlined in Section II, A. 4.

4. Has the Vendor provided as part of its proposal their flat fees to Section IV and guaranteed hourly rates

(attached hereto) as Appendix D as part of their response?

[ ] YES [ ] NO

Submission Requirements: Full and complete responses to Section IV. Prepare all such responses on the financial worksheets included in this RFP.

5. Has the Vendor provided as part of its proposal all information requested in this RFP including all

information requested in the Questionnaire Section V?

[ ] YES [ ] NO

Submission Requirements: Full and complete responses to all of the information requests made in Section V of this RFP.

6. Has the Vendor provided as part of its proposal complete client reference information requested in the

Client References Section VII?

[ ] YES [ ] NO

Submission Requirements: Full and complete responses to all of the information requested in Section VII.

7. Can the Vendor confirm there is no conflict of interest with regard to any other work performed by the

Vendor or by the State of New Hampshire?

[ ] YES [ ] NO Submission Requirements: Provide confirmation of no conflicts of interest by checking the appropriate response above.

8. Has the Vendor demonstrated that the Lead Consultant designated for the State, named in Section II, E.

Vendor Contacts, meets the qualifications outlined in Section III, A, Required Services and Contract Terms?

[ ] YES [ ] NO


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Submission Requirements: Include all information requested in Section III, A and Section V, C.

9. Has the Vendor demonstrated that the Professional and Support Staff working on the State’s account meet the qualifications outlined in Section III, A, Required Services and Contract Terms?

[ ] YES [ ] NO

Submission Requirements: Include all information requested in Section III, A and Section V, C.

. STEP #2: FINANCIAL SCORING (50 TOTAL POINTS)

The financial proposals (Section IV) will be scored based on each Vendor’s total projected costs (TPC) as determined by the State for the three-year (3) period from January 1, 2020 to December 31, 2022. The lowest cost proposal will receive 100% of the 50 points allocated for the Financial Score. All other financial proposals will be scored on a sliding scale where the vendor’s score will be reduced by 1 point for every percentage point it is higher than the lowest cost proposal. As the scale is sliding, scores will be adjusted for partial percentage differences.

The following exhibit illustrates how the financial score will be calculated from the 50 points available:

Formula

Example, where: Lowest Bid TPC = $1,000 and Vendor TPC = $1,025

A Cost Difference = (Vendor’s TPC / Lowest Bid TPC) – 1 ($1,025 / $1,000) – 1 = 0.025

B Convert Decimal to Percent Value = A x 100 0.025 x 100 = 2.5

C 1 Point Reduction per Percentage Higher = 1 x B 1 x 2.5 = 2.5

Vendor’s TPC (for all three years) = 50 - C 50 – 2.5 = 47.5

STEP #3: NON-FINANCIAL SCORING (50 TOTAL POINTS)

A comparative scoring process will measure the degree to which each Vendor’s proposal meets the following non-financial and/or technical criteria:

• Firms organizational background and experience • Demonstrated understanding and expertise of the professional staff designated to perform the

State’s business • Completeness and quality of the response to each question • Degree to which response demonstrates a thorough and thoughtful understanding of the needs

of the State as described in this RFP • Level of innovation and types of innovative approaches • A simple restatement of RFP question/requirement shall not be considered an acceptable

response


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Vendors will receive scores up to the maximum 50 points allocated by each sub-section as follows:

Sub-Section of Questionnaire Points A General Information About The Vendor’s Firm 5

B Experience In Providing Employee Benefits Consulting and Brokerage Services for Public Sector Employee Benefit Plans 10

C Professional Staffing 10 D Quality Management 10 E Marketing for Member Engagement 15

STEP #4: CONTRACT AWARD

The State may award a contract, if at all, to the Vendor submitting the highest scoring proposal. Formal and final selection of the Vendor, however, is contingent upon the successful negotiation and the proper execution of all contract documents (acceptable to the State) and the approval of the Governor and Executive Council. If the State is unable to reach agreement with the Vendor, the State may, at its sole discretion and at any time and without liability to the Vendor, immediately terminate such contract discussions with the Vendor and undertake discussion with the Vendor submitting the next highest ranked proposal, and so on.

D. SUBCONTRACTING Subcontracting of services shall require prior approval by the State. The Vendor shall be accountable for the performance of all subcontractors and shall be responsible for all performance guarantees and associated penalties that may result from underperformance of the Subcontractor. E. VENDOR CONTACTS Designate the individual(s) with the following responsibilities: The individual(s) representing your company during the RFP process: Representative Name:______________________ Phone #:______________ Email: ___________________

Name of Firm: ______________________________________________ Office Address: _____________________________________________ Website: ___________________________________________________

The individual(s) responsible for day-to-day service:

Lead Consultant Name:_____________________ Phone #:______________ Email: ___________________

State of New Hampshire SECTION III

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SECTION III: REQUIRED SERVICES AND CONTRACT TERMS

The services described in this Section III – Required Services and Contract Terms, are the mandatory minimum services to be performed by the successful Vendor. For each sub-section below, confirm (by initialing) that your firm is able to perform the mandatory minimum services as outlined.

As stated in Section II, Bidding Instructions and Conditions, to the extent that a Vendor believes that exceptions to the Required Services and Contract Terms will be necessary for the Vendor to enter into the Agreement, the Vendor should note those during the inquiry period. Material exceptions will not be considered. A material exception is a deviation to a specification that 1) affords the Vendor taking the exception a competitive advantage over another Vendor, or 2) gives the State something significantly different than the State requested.

A. DEDICATED PROFESSIONAL STAFFING

1. Lead Consultant: The Vendor shall assign a dedicated Lead Consultant who will serve as the primary contact for the services outlined in this RFP as well as be responsible for the overall client relationship. The Lead Consultant shall possess the highest level of technical knowledge about the State’s HBP as well as a minimum of 10 years of employee benefit consulting experience in the public sector. The State will provide the most advanced notice as possible when requesting the attendance of the Lead Consultant onsite. The Lead Consultant shall be required, on occasion, to testify before legislative and administrative bodies.

2. Consistent Staffing: The dedicated Lead Consultant shall be assigned to the State and remain

assigned to the State for the term of the Contract, unless the State agrees in writing to modify the assignment. If designated Lead Consultant leave during the term of the contract, the State shall be notified immediately upon notice of departure. The Vendor shall submit the replacement name(s) and credentials for approval by the State prior to working in their new roles. The State reserves the option to meet the recommended replacement(s) prior to approving their assignment to the State.

3. Other Professional and Support Staff: The State recognizes that it is necessary for the Lead

Consultant to receive assistance from other professional and support staff and resources to accomplish all of the services outlined in this RFP. The Vendor shall provide the State with the names, titles, duties, experience, and applicable credentials of all professional and support staff who work on the State’s business. The State reserves the right to approve all professional and support staff as well as request different staff at any time during the term of this contract if service expectations are not met. (See the Section II, D, Subcontractors for requirements related to services performed from outside of the Vendor’s firm.)

B. PROCUREMENT AND CONTRACTING

The selected Vendor shall act as the broker of record on behalf of the State for soliciting and negotiating employee benefits and providing related services as specified in this RFP. The State shall play an active role in all procurements, including the review and approval of all marketing results and contracting with the highest scoring bidders. The scope of services shall include the solicitation of insurance coverage from insurance companies as a representative of the State, assistance with the general administration of the account including, but not limited to, member communication and education.


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Specific responsibilities shall include but not be limited to:

1. Procurement Components

The following section describes the procurement components for RFPs the State anticipates issuing during the term of the contract and the work the selected Vendor shall perform.

a. Drafting of RFPs, RFBs and RFIs:

The Vendor shall work with RMU to generate the requirements language for the various procurements that comprise the services necessary to administer the employee and retiree benefit program in accordance with the collective bargaining agreements and state law. RMU requires the Vendor to assist with drafting requirements based on its research of current industry trends and best practices, and its experience and expertise gained from servicing other similarly situated employers/clients.

b. Scoring Financial Proposals:

The State requires the Vendor to provide RMU with a report of actual financial scoring of proposals.

c. Scoring Technical Proposals:

The State requires the Vendor to provide RMU with a report of actual technical scoring of proposals.

2. Contracting

1) The Vendor shall present their bid results following the competitive bidding portion of each procurement. The Vendor and RMU shall agree upon a negotiation strategy related to the terms of each contract. The Vendor shall assist the State by formally negotiating contracts with TPAs and performing its own legal review of contract documents on the State’s behalf. The Commissioner of the Department of Administrative Services (DAS) is required to approve and execute all contracts. The Vendor shall assist the State with the Governor and Executive Council (G&C) process and obtaining final G&C approval, including attending G&C meetings to support the contracts as requested.

3. Procurements

The following grid identifies the contracts that will expire during the term of this contract. All contracts include a provision for extension for up to two years which, if elected and approved, would extend the date accordingly.

The following section outlines the anticipated procurements listed in the above chart that the Vendor will be issuing on the State’s behalf during the contract period. It also includes procurements that the State is considering that are not current contracts in force today.

Service Contract End Date Basic Life Insurance 12/31/2020 Employee-Paid Optional Life and AD&D Insurance 12/31/2020 FSA/HRA Plan Administration Services 12/31/2022


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Although each procurement is different, the Vendor should be prepared to provide the full scope of services outlined in this RFP. Prior to beginning the procurement process, the Vendor and State will meet and determine the scope of services.

a. Basic Life Insurance and Employee-Paid Optional Life and AD&D Insurance

The State will be releasing a request for proposal for Basic Life Insurance and Employee-Paid Optional Life and AD&D Insurance as soon as practicable working with the selected Vendor. The $50,000 basic life insurance coverage and one of the optional employee-paid plans offering multiples of base salary are collectively bargained. The other optional plan offerings require review and consideration.

The current contract with Anthem Life expires on December 31, 2020. The current contract can be found at the following link:

https://das.nh.gov/purchasing/Docs/Notices_of_Contract/8002572%20Life%20Insurance.pdf

b. FSA/HRA Plan Administration Services

The State is in the process of completing the procurement for FSA/HRA Plan Administration Services for a three-year contract expiring on December 31, 2022, with an option to extend for up to two additional years. The current contract expiring on December 31, 2019, can be found at the following link:

https://das.nh.gov/purchasing/Docs/Notices_of_Contract/8002473%20Flex%20Spending.pdf

Per the collective bargaining agreements, a $200 Health Reimbursement Arrangement (HRA) is available for employees participating in the HMO or POS upon completing a health assessment tool (HAT) or assessment. If HRA administration transitions to the Medical TPA through future Medical TPA contract provisions, the HRA administration services will transition to the Health Benefit Consulting and Actuarial Services Vendor. The FSA administration services will remain with the Employee Benefit Consulting and Brokerage Services Vendor.

c. Dependent Eligibility Verification Audit (DEVP)

The State verified dependent eligibility for benefits with the assistance of a third party vendor in 2015. The previous contract can be requested through the point of contact referenced in Section II. A.

d. Member Communication and Education Consulting

The State may decide to contract with a vendor in order to improve communication and education, including required notifications, with members (employees and retirees) enrolled in benefits.

e. Employee Wellness Plan Administrator

Pursuant to current collective bargaining Agreements, the State must provide a voluntary employee incentive program that offers taxable cash payments or HRA account deposits to employees who participate in health promotion activities and programs offered by the State.

https://das.nh.gov/purchasing/Docs/Notices_of_Contract/8002572%20Life%20Insurance.pdf

https://das.nh.gov/purchasing/Docs/Notices_of_Contract/8002473%20Flex%20Spending.pdf


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Although the current program is included in the medical TPA contract, the State reserves the right to undertake a procurement process in the future. Whatever TPA is in place, they will be fully integrated with the State’s other benefits enrollment and administrative TPAs.

f. COBRA Plan Administration

The State’s current medical benefits Vendor, Anthem, subcontracts with WageWorks to administer the COBRA benefit. If the State determines it to be in the State’s best interest to separate COBRA administration from the medical TPA, the selected Vendor may be required to assist the State with that procurement.

Confirmed:______________

C. GENERAL HEALTH BENEFITS CONSULTING The selected Vendor shall perform general employee benefits consulting services on a broad range of topics which arise in the administration of the health benefits program. The State seeks proposals that will deliver consulting services at a minimum on the following topics. The State’s estimate of the necessary hours of general consulting for each year of the contract agreement can be found in Section IV, Financial Section associated with each of the following topics.

1. Marketing for Employee Engagement in Understanding their Benefits

The State seeks advice on enhancing its existing communication methods and developing strategy for new or improved communication methods to achieve greater employee engagement in:

a. Wellness and health promotion; b. Health Care Consumerism c. Cost implications of health care decisions; and d. General health care literacy and competence.

The State will look to its vendor to provide assistance in creating a strategy to effectively inform, engage and motivate employees and retirees. The desired assistance will complement existing communications resources and should provide tools, programs and messaging to motivate health plan enrollees to think differently and act differently. In essence, the State seeks assistance in developing a marketing campaign to improve employee understanding of the value of their benefits and to change enrollee behavior.

Confirmed:______________ 2. Health Benefits Committee (HBC) Consulting

As discussed in the Appendix E, the purpose of the HBC is to advise the State on issues related to the purchase and administration of health benefit plans and to make recommendations in benefit design, utilization management, and/or provider payment policies regarding the active employee membership. Some members of this group also participate in the bi-annual collective bargaining. Therefore, much of the HBC discussions directly relate to anticipated collective bargaining subjects advanced by the State and/or the unions.


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The HBC also has an HBC Wellness Workgroup that reports to the HBC that is focused primarily on a 2006 executive order establishing a wellness program and promoting health and wellness programs for State employees and their families. The Workgroup, in turn, supports the commissioner appointed wellness coordinators throughout state government in establishing and maintaining a workplace wellness program.

The State may utilize the services of the Vendor to assist the HBC with general employee benefits consulting throughout its work before, during and after collective bargaining. The State anticipates that its Vendor will continue to provide information and assistance to the HBC and the HBC workgroup, including support in analyzing plan-specific data provided by TPAs. The HBC meets on a monthly basis but may meet more frequently as business needs arise. When necessary, the State shall require attendance by the Vendor who will also assist the State with meeting preparations.

Confirmed:______________

3. Collective Bargaining Agreement (CBA) Consulting The current collective bargaining agreements cover the state fiscal years 2018 through 2019 (July 1, 2017 – June 30, 2019) and is currently in evergreen status. The State negotiates its CBA’s on a bi-annual basis for classified state employees. The negotiations include wages, benefits and working conditions. It also includes agency-specific “sub-unit” agreements which are additional negotiated agreements which apply to employees of those agencies. Preparation by the State collective bargaining team for the next cycle of bargaining begins in the fall of even years and continues until a biennium State budget is passed. The State may require the Vendor to advise the State and provide financial analysis and modeling of recommended benefit design changes. The Vendor shall work with the State to develop and coordinate a process including the State’s TPAs to perform financial and other modeling related to collective bargaining. It is the State’s expectation that the Vendor will be accountable to manage the modeling process including accuracy and meeting tight deadlines as necessary for the benefits outlined in this RFP.

Confirmed:______________

4. Department Enrichment

The State is committed to developing its staff in order to maintain a dynamic employee benefits program. Enrichment the State may request includes, but is not limited to, the following:

• Employee Benefits trends in federal and state laws • Applicable Governmental Plan Compliance Checklists and training • Employee benefits communications and education technology training • Other subjects as requested by the State

Confirmed:______________

5. Other General Employee Benefits Consulting

Because the State cannot anticipate all other general employee benefits consulting assistance the State may require during the contract period, the State may need to look to its Vendor for unanticipated


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employee benefits program consulting. The Vendor shall work with the State to determine the consulting requirements necessary to perform the work as necessary.

Confirmed:______________

D. PROVISIONAL TIMELINE The following outline is a provisional timeline with respect to the State’s anticipated needs for the contract agreement period. This timeline is meant to illustrate the State’s needs and is not meant to be exact and is subject to change. The State intends to seek authority from the Governor and Executive Council to carry forward funds so that any service could be performed in any year of the contract. 1. Based on a January 1, 2020 implementation date, the following services will be performed in Year

1 of the consulting contract:

a. Member communication and education

b. TPA RFP for Basic Life Insurance and Employee-Paid Optional Life and AD&D Insurance

c. TPA RFP for Dependent Verification Audit, if warranted

d. TPA RFP for COBRA Administration, if warranted

e. TPA RFP for Employee Wellness Program, if warranted

f. General benefits consulting, as needed Confirmed:______________

2. Year 2 (2021) of the consulting contract will include the following services:


b. General benefits consulting, as needed

Confirmed:______________

3. Year 3 (2022) of the consulting contract will include the following services:


b. TPA RFP for FSA/HRA administrator, if warranted

c. General benefits consulting, as needed

Confirmed:______________


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E. BILLING

The selected Vendor is expected to send the State a monthly invoice for consulting services performed. The Vendor and the State shall agree to an invoicing schedule for the Vendor to prepare the invoice. The invoice amounts need to include detailed backup including dates, description of the service charge, and if the charge is for general consulting services, the detail should include the category, the amount of time spent, and the position title and name of the employee who performed the general consulting work.

Confirmed:______________

F. PERFORMANCE GUARANTEES

The exhibit below identifies specific performance guarantees that shall be the basis of performance responsibilities for any resulting contract. Bidders are encouraged to place a material amount at risk per contract year. Performance guarantee metrics are to be self-reported. All guarantees shall be measured annually on a calendar year basis. Any penalties due to the State will be remitted on a separate check, and not as an invoice credit, no later than sixty (60) days after the close of the year. Provide the total amount per contract year at risk for performance guarantees. At time of contract, the parties shall mutually agree to the allocation of the at risk funds based on the chart below. Total Amount Per Contract Year at risk for performance guarantees:

$_____________

Standard

Accuracy of Deliverables

All materials, presentations, training guides, documents provided to the State will be accurate

Meeting Deadlines All deliverables are completed in their final form and presented to the State on or before the mutually agreed upon completion date.

Response Time for Returned calls

Calls from the State will be returned within 4 business hours 95% of the time

Invoicing Invoices delivered to the State in accordance with the mutually agreed upon invoicing deadlines.

Consistent Staffing Account team members will remain constant for a least the first 18 months of the contract period excluding changes due to terminations and promotions

Implementation Team Turnover

Implementation team members will not change and will be responsible for accurate installation of all administrative and financial parameters described in this RFP.

Continuity of Business Vendor management throughout all contracts from implementation through transition to new vendor ensuring continuity of business with minimal to no member disruption.

Confirmed:______________


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G. TRANSITION UPON AWARD OF CONTRACT

If a new Employee Benefits Consulting and Brokerage Services Vendor (Vendor) other than the current Consulting and Actuarial Services provider is selected as a result of this RFP, upon approval from the Governor and Executive Council, the Vendor shall initiate those actions necessary to transition the services from the current Consulting and Actuarial Services provider. To the greatest extent possible and practical, the Vendor shall be responsible for providing all services to execute the successful transition of services. Except, as expressly agreed to by the State, the State’s main role will be to ensure that all of the State’s needs are sufficiently and successfully met. To the greatest extent possible and as determined by the State, the Vendor shall develop a detailed project plan associated with the transition of services to be provided. The project plan shall specify, to the greatest degree possible, the activities that are to be undertaken, including a step-by-step timetable and the names and/or titles of the persons involved in each step. This shall include the resource requirements needed to successfully complete the project. Resource requirements shall include any required input from the State staff and an estimate of the amount of the State staff time required. All actions necessary to perform the transition shall be approved by and coordinated by the State. The State will have final authority regarding all actions taken to transition these services. Transition services shall be completed so that the Vendor may assume full responsibilities of the services outlined in this RFP as soon as possible on or after of January 1, 2020. As noted in Section I, C payments shall not be made during the implementation period. Billable services shall commence upon the completion of the implementation period.

Confirmed:______________

H. TRANSITION UPON CONTRACT TERMINATION OR EXPIRATION

The continuation of Employee Benefit Consulting and Brokerage Services on behalf of the State may be solicited prior to the expiration of the contract anticipated to result from this RFP (3-year contract term ends on December 31, 2022). Should the subsequent contract for Employee Benefit Consulting and Brokerage Services be awarded to a provider other than the awardee of this RFP, the Vendor shall, to the greatest extent possible and reasonable, cooperate with the State in executing those actions necessary to facilitate a smooth and orderly transition to the next service provider. If deemed necessary by the State, upon approval from the Governor and Executive Council, the parties may execute any contract extension necessary to ensure there is no lapse or decline of service at the start of the subsequent contract.

Confirmed:______________

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State of New Hampshire SECTION IV

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SECTION IV: FINANCIAL

A. EMPLOYEE BENEFIT BROKERAGE SERVICES

In the following grid, please provide a guaranteed flat fee based price for each year of the contract for each separate project listed as identified in Section III, Required Services and Contract Terms. Please provide a separate breakdown of costs for each separate project area listed, along with a total cost for the three-year contract. The fees provided in this section of the RFP shall be used for evaluating each Vendor’s financial proposal and shall equal the total maximum amount the State shall be invoiced for all services provided as outlined in this RFP. The State shall not pay any expenses or additional fees presented by the Vendor over and above fees quoted in this financial section. During the course of the contract, the Vendor and the State will work closely to determine the actual projects to be completed, and the Vendor should not assume all projects are going to take place. Failure to complete any portions of the following grids is grounds for rejection of the full proposal. The Vendor’s only permitted source of income, revenue or compensation earned or received in connection with the State is the guaranteed flat fee based price paid by the State. Any other source of income, revenue, consideration, or compensation, including, but not limited to, commissions, fees, contingencies, bonuses and overrides received by the Vendor in connection with the State, must be disclosed and either remitted to the State or subtracted from the fee charged to the State. It is the expectation of the State that projects/services will be staffed with an appropriate blend of professionals with various levels of experience to ensure quality in a cost effective manner. For each project/service listed below, provide the titles, hourly rates (from Appendix D) and estimated hours expected to complete the work. The total cost per project/service shall match the total cost reflected in the chart below for each year, as applicable. (Attach staffing breakdown to Appendix D). For all negotiations with insurance carriers or other providers of insurance products, the Vendor will act solely for the benefit of the State and its employees without regard for the benefit of the Vendor or any other person or entity.

Project/Service Current Contract Amount

Year One 2020

Year Two 2021

Year Three 2022

Basic Life Insurance $828,795 Employee Paid Optional Life and AD&D

$4,456,378

Dependent Eligibility Verification Audit $160,695 FSA/HRA Administration* $635,000

Employee Wellness Plan Administrator Under Medical TPA

COBRA Plan Administration Under Medical TPA

Communications/Education Vendor Under Medical TPA

Annual Totals *FSA/HRA Administration contract amount is for contract term ending 12/31/2019.

State of New Hampshire SECTION IV

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B. EMPLOYEE BENEFIT CONSULTING SERVICES

In the following grid, please provide a fully loaded guaranteed flat fee based price for each year of the contract for each separate project listed as identified in Section III, Required Services and Contract Terms. Please provide separate costs for each separate project area listed, along with a total cost for the three-year contract. The fees provided in this section of the RFP shall be used for evaluating each Vendor’s financial proposal and shall equal the total maximum amount the State shall be invoiced for all services provided as outlined in this RFP. The hours listed below are approximate and the State shall not pay any expenses or additional fees presented by the Vendor over and above fees quoted in this financial section. During the course of the contract, the Vendor and the State will work closely to determine the actual Vendor resources necessary to complete the work, and the Vendor should not assume the entire budget will be expended. Failure to complete any portions of the following grids is grounds for rejection of the full proposal. It is the expectation of the State that projects/services will be staffed with an appropriate blend of professionals with various levels of experience to ensure quality in a cost effective manner. For each project/service listed below, provide the titles, hourly rates (from Appendix D) and estimated hours expected to complete the work. The total cost per project/service shall match the total cost reflected in the chart below for each year, as applicable. (Attach staffing breakdown to Appendix D).

Project/Service Estimated

Hours Required

Year One 2020

Estimated Hours

Required

Year Two 2021

Estimated Hours

Required

Year Three 2022

Development of Marketing Materials & Strategy for Member Engagement and Education

250 250 250

HBC Support 40 40 40 Collective Bargaining 40 40 40

Department Enrichment 70 70 70

Other General Employee Benefits Consulting 100 100 100

Annual Totals

C. TOTAL PROJECTED COST FOR THE TERM OF THE CONTRACT

Year 1 Year 2 Year 3

Brokerage Services

Consulting Services

Total Projected Cost Each Year

Total Projected Costs (for all 3 years)

State of New Hampshire SECTION V

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SECTION V: QUESTIONNAIRE

GENERAL REQUIREMENTS AND QUESTIONS FOR ALL BIDDERS In order for your proposal to be considered and accepted, your organization must provide responsive answers to all of the questions presented in this section. When answering the questions contained in the Questionnaire Section of this RFP, please repeat the questions and provide your answers numbered to correspond to the question as indicated in the RFP. Reference should not be made to a prior response. Be sure to refer to the earlier sections of this RFP before responding to any of the questions so that you have a complete understanding of all of the State’s requirements with respect to the proposal.

In the following grid, list the total number of current clients based on client type:

A. GENERAL INFORMATION ABOUT THE VENDOR’S FIRM

SUB-SECTION A POINTS ALLOCATION: 5 Points 1. Experience

Describe your experience providing employee benefits consulting and brokerage services outlined in this RFP and any experience that you have within New Hampshire. If your organization’s experience is not within New Hampshire, please specify the State(s) being used for the basis of your description. In your response, please include the following:

a. History of the firm

b. Describe your current market position and customer base

c. What client size does your firm generally support?

d. Other business services

e. Ownership structure

1) Business partners

2) Recent or expected changes in ownership structure

3) Acquisitions

2. Subcontracted Services For each function for which the Vendor plans to contract with a Subcontractor, please provide the following information:

a. (i) The portions of the work to be performed by a Subcontractor; (ii) the name, address, and

location of such Subcontractor; (iii) the general terms of the Subcontractor agreement, including

Client Experience Client Type Number of Clients

Public Sector Clients

State Clients

Municipality Clients

Total Number of Public Sector Clients with Collectively Bargained Benefits

Total number for other clients with collectively bargained benefits


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the amount, duration and scope of services; and (iv) how the Vendor intends to provide oversight of Subcontractor;

b. A description of the Subcontractor’s experience providing those services and the length of the Vendor’s relationship with the Subcontractor;

c. If applicable, a description and actual copies of the relevant licenses, certifications or permits the Subcontractor has and maintains that are necessary for it to perform the services;

d. A description of how the Vendor will monitor the performance of its Subcontractors to ensure all contract requirements are met;

e. Sample performance monitoring reports;

f. Sample reports showing any actions taken to improve performance and ensure positive results;

g. A description of the information or data the Vendor will exchange with its Subcontractor(s) and how that information or data will be transferred;

h. A description of any sanctions or penalties that apply if the Subcontractor fails to perform up to the Vendor’s expectations.

B. EXPERIENCE PROVIDING EMPLOYEE BENEFIT CONSULTING AND BROKERAGE SERVICES SUB-SECTION B POINTS ALLOCATION: (10 Points)

1. Employee Benefit Brokerage Services (5 Points)

a. Firm’s number of years providing brokerage services for benefit plans, including in the public sector

b. Types of brokerage services performed by firm for state and local governmental employee benefit plans.

1) Briefly describe the services provided.

2) Include a list of names of governmental entities and plans for which the firm has provided services similar to those specified in this RFP.

3) Specify which governmental entities and plans that have collectively bargained benefits

c. Provide the percentage of your organization’s total revenue that is represented by its combined brokerage and general employee benefit consulting. What other services does your organization perform to make up the remaining total revenue?


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2. Employee Benefit Consulting Services (5 Points)

a. Number of years firm provided consulting services for employee benefit plans, including in the public sector

b. Types of employee benefit consulting services performed by the firm for state and local governmental benefit plans.


2) Include a list of names of governmental entities and plans for which the firm has provided services similar to those specified in this RFP.

3) Specify which governmental entities and plans that have collectively bargained benefits

C. PROFESSIONAL STAFFING

SUB-SECTION C POINTS ALLOCATION: (10 Points)

1. Experience of the State of New Hampshire’s designated Lead Consultant (5 Points)

a. The State’s Lead Consultant’s number of years providing consulting services for employee benefit plans, including the public sector and how long the Lead Consultant has been working for your firm.

b. Types of employee benefit consulting services performed by the Lead Consultant for state and local governmental health benefit plans.


2) Include a list of names of governmental entities and plans for which the Lead Consultant has provided services similar to those specified in this RFP.

3) Describe the Lead Consultant’s experience with governmental entities and plans that have collectively bargained benefits

2. Experience of all professional and support staff (5 Points)

a. Provide the names and titles of all professional and support staff who will be assigned to the State’s work, including their related roles in carrying out the work outlined in this RFP and how long they have been with your firm in that role.

b. Include brief resumes of all professional and support staff (including subcontractors) describing their professional qualifications and experience in conducting similar work.

c. Specify if the other professional and support staff are employed by the firm or subcontracted


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1) If subcontracted, provide years the Vendor has worked with the subcontracted organization

2) If subcontracted, provide years the Vendor has worked with the professional or support staff member(s) working for the subcontracted organization

D. QUALITY MANAGEMENT

SUB-SECTION D POINTS ALLOCATION: 10 Points

1. Information about the methods the firm uses to ensure quality service, including the procedures used to check the accuracy of all deliverables.

a. Outline QA process for all work presented to the State, prior to receipt including review process and who is approving quality of work

b. Describe the Legal review/compliance standards

2. If applicable, a description of any current or pending legal actions against the firm.

3. A description of how the firm stays current and compliant with changes to applicable regulatory requirements, including, but not limited to, 125 Plan rules, Internal Revenue Code rules, HIPAA regulations, and other state and federal law changes.

E. MARKETING FOR EMPLOYEE ENGAGEMENT IN UNDERSTANDING THEIR BENEFITS

SUB-SECTION E POINTS ALLOCATION: 15 Points

The State’s current ERP system is Infor (previously Lawson). Infor is the State’s employee and retiree benefit management system for enrollment and eligibility as well as its HRMS and payroll system. The State is currently working on a large system upgrade to the benefit module to provide online open enrollment over the next 2 to 3 years.

The roll out of the online open enrollment process will require extensive evaluation, planning, communication and training for employees in order to ensure its success. It will also provide the opportunity to reach out to employees to increase their awareness and understanding of the benefits currently available to them.

In three pages or less, describe how your firm would approach this opportunity to reach out to employees. Based on what you have learned about the State from this RFP and from your industry experience, what steps would your firm take to implement online open enrollment? How would you help the employee population understanding the benefits available to them to make informed decisions? Include samples of communication materials.

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State of New Hampshire SECTION VI

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SECTION VI: REQUIRED PROTECTION OF CONFIDENTIAL INFORMATION AND DATA SECURITY

In performing its obligations under the Agreement, Vendor, inclusive of any subsidiaries and related entities shall gain access to State data and information and with respect to such will comply with the following terms and conditions. Protection of State data and information shall be an integral part of the business activities of Vendor. Vendor shall ensure that there is no inappropriate or unauthorized use of State data and information at any time.

1. Definitions a. Confidential Information. Protected health information (PHI), personally identifiable

information (PII), and other personal private, and/or sensitive information. b. Data. All information and things developed or obtained during the performance of, or acquired

or developed by reason of, this agreement, including but not limited to, all studies, reports, files, formulae, surveys, maps, charts, sound recordings, video recordings, pictorial reproductions, drawings, analyses, graphic representations, computer programs, computer printouts, notes, letters, memoranda, papers, and documents, all whether finished or unfinished.

2. Vendor Responsibilities a. Confidential Information obtained by Vendor shall remain the property of the State and shall at

no time become the property of Vendor unless otherwise explicitly permitted under the Agreement.

b. Vendor shall develop and implement policies and procedures to safeguard the confidentiality, integrity and availability of the State’s information.

c. Vendor shall not use the State’s Confidential Information developed or obtained during the performance of, or acquired or developed by reason set forth within the Agreement, except as is directly connected to and necessary for Vendor’s performance under the Agreement, or unless otherwise permitted under the Agreement.

d. In the event Vendor stores Data and/or Confidential Information, such information shall be encrypted by Vendor both at rest and in motion.

e. Vendor shall have, and shall ensure that any subcontractors or related entities have, proper security measures in place for protection of the State’s data. Such security measures shall comply with HIPAA and all other applicable State and federal data protection and privacy laws.

3. Controls. Vendor shall, and shall ensure that any subcontractors or related entities use at all times proper controls for secured storage of, limited access to, and rendering unreadable prior to discarding, all records containing the State’s Confidential Information. Vendor shall not store or transfer Confidential Information collected in connection with the services rendered under this Agreement outside of the North America. This includes backup data and disaster recovery locations.

4. Breach Notification. a. Vendor shall notify the State of any security breach, or potential breach of Vendor or any

subcontractors or related entities, that jeopardizes, or may jeopardize the State’s Data, Confidential Information, or processes. For purposes of reporting under this Section, security breach or potential breach shall be limited to the successful or attempted unauthorized access, use, disclosure, modification, or destruction of information, or the successful or attempted interference with system operations in an information system.


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b. Vendor shall notify the State of a security breach, or potential breach of Vendor or any subcontractors or related entities upon discovery. Vendor will treat a security breach or potential breach as being discovered as of the first day on which such incident is known to Vendor, or by exercising reasonable diligence, would have been known to Vendor. Vendor shall be deemed to have knowledge of a security breach or potential breach if such incident is known, or by exercising reasonable diligence would have been known, to any person, other than the person committing the breach, who is an employee, officer or other agent of Vendor.

c. Full disclosure of the security breach or potential breach of Vendor or any subcontractors or related entities shall be made and include all available information resulting from investigation of the security breach or potential breach. Vendor shall: make efforts to investigate the causes of the security breach or potential breach; promptly take measures to prevent any future breach; and mitigate any damage or loss. In addition, Vendor shall inform the State of the actions it is taking, or will take, to reduce the risk of further loss to the State.

d. All legal notifications required as a result of a breach of information, or potential breach, collected pursuant to this Agreement shall be coordinated with the State.

5. Liability and Damages. In addition to Vendor’s liability as set forth elsewhere in the Agreement, if Vendor or any of its subcontractors or related entities is determined by forensic analysis or report, to be the likely source of any loss, disclosure, theft or compromise of State’s data or Confidential Information, the State shall recover from Vendor all costs of response and recovery resulting from the security breach or potential breach, including but not limited to: credit monitoring services, mailing costs and costs associated with website and telephone call center services. A security breach or potential breach may cause the State irreparable harm for which monetary damages would not be adequate compensation. In the event of such an incident, the State is entitled to seek equitable relief, including a restraining order, injunctive relief, specific performance and any other relief that may be available from any court, in addition to any other remedy to which the State may be entitled at law or in equity. Such remedies shall not be deemed exclusive, but shall be in addition to all other remedies available at law or in equity, subject to any express exclusion or limitations in the Agreement to the contrary.

6. Data Breach Insurance. In addition to Vendor’s insurance obligations as set forth in the form contract P-37, Vendor shall carry Data Security & Privacy Cyber Liability Insurance coverage for unauthorized access, use, acquisition, disclosure, failure of security, breach of Data or Confidential Information, privacy perils, in an amount not less than $10 million per annual aggregate, covering all acts, errors, omissions, at minimum, during the full term of this Agreement. Such coverage shall be maintained in force at all times during the term of the Agreement and during any period after the termination of this Agreement during which Vendor maintains State Data or Confidential Information.

7. Data Recovery. Vendor shall be responsible for ensuring backup and redundancy of the State’s Data and Confidential Information for recovery in the event of a system failure or disaster event within Vendor’s data storage systems. Vendor shall ensure that its subcontractor or related entities provide similar backup and redundancy of the State’s Data and Confidential Information.

8. Return or Destruction of Data and Confidential Information. Upon termination of the Agreement for any reason, Vendor shall:


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a. Return or destroy the Data or Confidential Information Vendor still maintains in any form. Whether the information is returned or destroyed is determined at the sole discretion of the State. Information that is destroyed shall be permanently deleted and not recoverable according to National Institute of Standards and Technology approved methods. Vendor shall provide the State with certificates of destruction and/or certificates verifying that all information has been returned and none retained. If it is not feasible for Vendor to return or destroy portions of such confidential data or information in its possession, Vendor shall inform the State as to the specific reasons that make such return or destruction infeasible and may retain such data or information with approval of the State which shall not be unreasonably withheld.

b. Certain types of information which must be retained for the State’s benefit, such as records of actuarial determinations, will be maintained as agreed upon by the State.

c. Continue to use appropriate safeguards as identified above with respect to any Data or Confidential Information that is retained

d. Not use or disclose Data or Confidential Information retained other than for purposes for which such information has been retained, and subject to the same terms and conditions as set forth in the original Agreement.

9. Access to System Logs. Vendor shall allow the State access to system security logs, latency statistics, etc., that affect the Agreement, the State’s data and/or processes. This includes the ability of the State to request a report of the records that a specified user accessed over a specified period of time.

10. Import/Export Data. The State shall have the ability to import or export data in piecemeal manner or in its entirety at its discretion without interference from the BA and with the BA’s assistance, at no additional cost to the State.

11. Survival. This Section VII Required Protection of Confidential Information and Data Security shall

survive termination or conclusion of the Agreement.

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State of New Hampshire SECTION VII

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SECTION VII: CLIENT REFERENCES

The State will select a Vendor based upon the criteria and standards contained in this RFP and from applying the weighting in the scoring section. Reference checks, to the extent they are utilized by the State, will be used to refine and finalize scores. Additionally, the State also reserves the right to use itself as a reference and consider its own experiences with the Vendor during the selection process. Provide the names of your three (3) largest public sector (states, municipalities, etc.) clients for which the Lead Consultant designated to the State of NH is or has provided comparable services specific to those outlined in this RFP.

For these three clients, provide: • Client Name • Key contact’s name, including phone number and email address • Address • Number of eligible participants under employee benefit plan • Specific services provided as described in this RFP • Effective date and termination date (if applicable) of contract/engagement

Provide the names of your three (3) largest clients that are no longer using your services because they went with another Employee Benefits Consultant and Brokerage Services firm.

For these three clients, provide: • Client Name • Key contact’s name, including phone number and email address • Address • Number of eligible participants under employee benefit plan • Specific services provided as described in this RFP • Effective date and termination date (if applicable) of contract/engagement • Reason for no longer doing business with your firm

State of New Hampshire APPENDICES

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APPENDICES:

APPENDIX A STATE OF NH TRANSMITTAL LETTER APPENDIX B P-37 FORM CONTRACT APPENDIX C BUSINESS ASSOCIATE AGREEMENT APPENDIX D HOURLY RATES APPENDIX E CURRENT EMPLOYEE AND RETIREE HEALTH BENEFIT PROGRAM

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APPENDIX A: STATE OF NH TRANSMITTAL LETTER

STATE OF NEW HAMPSHIRE REQUEST FOR PROPOSAL TRANSMITTAL LETTER

Date: ___________________ Company Name: ________________________________________ Address: _________________________________________________________ _________________________________________________________

To: Point of Contact: Ryan Aubert Telephone: 603-271-0580 RE: Proposal Invitation Name: Health Benefit Consulting and Actuarial Services RFP Number: 2252-20 RFP Posted Date (on or by): August 21, 2019 RFP Closing Date and Time: September 25, 2019 at 2:00 PM (EST) Company Name: _________________________ hereby submits an offer as contained in the written proposal submitted herewith to the State of New Hampshire in response to RFP# 2252-20 for Consulting and Actuarial Services in complete accordance with all conditions of this RFP and all Specifications set forth in the RFP and in the State of New Hampshire Terms and Conditions outlined in Form Number P-37 State of New Hampshire General Provisions. Company Signor: ______________________________________ is authorized to legally obligate Company Name: ______________________________________. Vendor attests to the fact that: The company has reviewed and agreed to be bound by all RFP terms and conditions including but not limited to Form Number P-37 State of New Hampshire General Provisions, which shall form the basis of any Contract resulting from this RFP; No new terms and conditions have been added and no existing terms and conditions have been deleted from this RFP that were not addressed in the Inquiry Period. The proposal is effective until the contract is approved by the Governor and Executive Council, from the RFP submission deadline of September 25, 2019. The prices quoted in the Proposal were established without collusion with other eligible Vendors and without effort to preclude the State of New Hampshire from obtaining the best possible competitive price; and The Vendor has read and included a copy of RFP# 2252-20 and any subsequent signed Addendum.

Our official point of contact is: _________________________________________________ Title: _____________________________________________________________________ Telephone: (___) ___-_______________ Email: __________________________________ Authorized Signature Printed: __________________________________________________ Authorized Signature: ________________________________________________________

Further, in accordance with RSA 21-I:11-c, the undersigned Vendor certifies that neither the Vendor nor any of its subsidiaries, affiliates or principal officers (principal officers refers to individuals with management responsibility for the entity or association):

a. Has, within the past 2 years, been convicted of, or pleaded guilty to, a violation of RSA 356:2, RSA 356:4, or any state or federal law or county or municipal ordinance prohibiting specified bidding practices, or involving antitrust violations, which has not been annulled;

b. Has been prohibited, either permanently or temporarily, from participating in any public works project pursuant to RSA 638:20;

c. Has previously provided false, deceptive, or fraudulent information on a vendor code number application form, or any other document submitted to the state of New Hampshire, which information was not corrected as of the time of the filing a bid, proposal, or quotation;

d. Is currently debarred from performing work on any project of the federal government or the government of any state;

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e. Has, within the past 2 years, failed to cure a default on any contract with the federal government or the government of any state;

f. Is presently subject to any order of the department of labor, the department of employment security, or any other state department, agency, board, or commission, finding that the applicant is not in compliance with the requirements of the laws or rules that the department, agency, board, or commission is charged with implementing;

g. Is presently subject to any sanction or penalty finally issued by the department of labor, the department of employment security, or any other state department, agency, board, or commission, which sanction or penalty has not been fully discharged or fulfilled;

h. Is currently serving a sentence or is subject to a continuing or unfulfilled penalty for any crime or violation noted in this section;

i. Has failed or neglected to advise the division of any conviction, plea of guilty, or finding relative to any crime or violation noted in this section, or of any debarment, within 30 days of such conviction, plea, finding, or debarment; or

j. Has been placed on the debarred parties list described in RSA 21-I:11-c within the past year.

This document shall be signed by a person who is authorized to legally obligate the responding vendor. A signature on this document indicates that all State of New Hampshire terms and conditions are accepted by the responding Vendor and that any and all other terms and conditions submitted by the responding Vendor are null and void, even if such terms and conditions have terminology to the contrary..

Authorized Signor’s Signature _______________________________ Authorized Signor’s Title ________________________

NOTARY PUBLIC/JUSTICE OF THE PEACE COUNTY: ___________________________ STATE: ______________ ZIP: _________________ On the _____ day of _______________, 2019 personally appeared before me, the above named ________________________, in his/her capacity as authorized representative of ________________, known to me or satisfactorily proven, and took oath that the foregoing is true and accurate to the best of his/her knowledge and belief. In witness thereof, I hereunto set my hand and official seal. _________________________________________________________ (Notary Public/Justice of the Peace) My commission expires: _________________________________________________________ (Date)

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APPENDIX B: FORM P-37

Subject: SAMPLE FORM - TO BE COMPLETED BY SELECTED VENDOR

FORM NUMBER P-37 (version 5/8/15)

AGREEMENT

The State of New Hampshire and the Contractor hereby mutually agree as follows:

GENERAL PROVISIONS

1. IDENTIFICATION. 1.1 State Agency Name

1.2 State Agency Address

1.3 Contractor Name

1.4 Contractor Address

1.5 Contractor Phone Number

1.6 Account Number

1.7 Completion Date

1.8 Price Limitation

1.9 Contracting Officer for State Agency

1.10 State Agency Telephone Number

1.11 Contractor Signature

1.12 Name and Title of Contractor Signatory

1.13 Acknowledgement: State of , County of On , 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 document in the capacity indicated in block 1.12. 1.13.1 Signature of Notary Public or Justice of the Peace [Seal] 1.13.2 Name and Title of Notary or Justice of the Peace 1.14 State Agency Signature

Date:

1.15 Name and Title of State Agency Signatory

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) By: On: 1.18 Approval by the Governor and Executive Council By: On:

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.

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2. EMPLOYMENT OF CONTRACTOR/SERVICES TO BE PERFORMED. The State of New Hampshire, acting through the agency identified in block 1.1 (“State”), engages contractor identified in block 1.3 (“Contractor”) to perform, and the Contractor shall perform, the work or sale of goods, or both, identified and 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 the contrary, and subject to the approval of the Governor and Executive Council of the State of New Hampshire, if applicable, this Agreement, and all obligations of the parties hereunder, shall become effective on the date the Governor and Executive Council approve this Agreement as indicated in block 1.18, unless no such approval is required, in which case the Agreement shall become effective on the date the Agreement is signed by the State Agency as shown in block 1.14 (“Effective Date”). 3.2 If the Contractor commences the Services prior to the Effective Date, all Services performed by the Contractor prior to the Effective Date shall be performed at the sole risk of the Contractor, and in the event that this Agreement does not become effective, the State shall have no liability to the Contractor, including without limitation, any obligation to pay the Contractor for any costs incurred or Services performed. Contractor must complete all Services by the Completion Date specified in block 1.7. 4. CONDITIONAL NATURE OF AGREEMENT. Notwithstanding any provision of this Agreement to the contrary, all obligations of the State hereunder, including, without limitation, the continuance of payments hereunder, are contingent upon the availability and continued appropriation of funds, and in no event shall the State be liable for any payments hereunder in excess of such available appropriated funds. In the event of a reduction or termination of appropriated funds, the State shall have the right to withhold payment until such funds become available, if ever, and shall have the right to terminate this Agreement immediately upon giving the Contractor notice of such termination. The State shall not be required to transfer funds from any other account to the Account identified in block 1.6 in the event funds in that Account are reduced or unavailable. 5. CONTRACT PRICE/PRICE LIMITATION/ PAYMENT. 5.1 The contract price, method of payment, and terms of payment are identified and more particularly described in EXHIBIT B which is incorporated herein by reference. 5.2 The payment by the State of the contract price shall be the only and the complete reimbursement to the Contractor for all expenses, of whatever nature incurred by the Contractor in the

performance hereof, and shall be the only and the complete compensation to the Contractor for the Services. The State shall have no liability to the Contractor other than the contract price. 5.3 The State reserves the right to offset from any amounts otherwise payable to the Contractor under this Agreement those liquidated amounts required or permitted by N.H. RSA 80:7 through RSA 80:7-c or any other provision of law. 5.4 Notwithstanding any provision in this Agreement to the contrary, and notwithstanding unexpected circumstances, in no event shall the total of all payments authorized, or actually made hereunder, exceed the Price Limitation set forth in block 1.8. 6. COMPLIANCE BY CONTRACTOR WITH LAWS AND REGULATIONS/ EQUAL EMPLOYMENT OPPORTUNITY. 6.1 In connection with the performance of the Services, the Contractor shall comply with all statutes, laws, regulations, and orders of federal, state, county or municipal authorities which impose any obligation or duty upon the Contractor, including, but not limited to, civil rights and equal opportunity laws. This may include the requirement to utilize auxiliary aids and services to ensure that persons with communication disabilities, including vision, hearing and speech, can communicate with, receive information from, and convey information to the Contractor. In addition, the Contractor shall comply with all applicable copyright laws. 6.2 During the term of this Agreement, the Contractor shall not discriminate against employees or applicants for employment because of race, color, religion, creed, age, sex, handicap, sexual orientation, or national 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 (“Equal Employment Opportunity”), as supplemented by the regulations of the United States Department of Labor (41 C.F.R. Part 60), and with any rules, regulations and guidelines as the State of New Hampshire or the United States issue to implement these regulations. The Contractor further agrees to permit the State or United States access to any of the Contractor’s books, records and accounts for the purpose of ascertaining compliance with all rules, regulations and orders, and the covenants, terms and 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 that all personnel engaged in the Services shall be qualified to perform the Services, and shall be properly licensed and otherwise authorized to do so under all applicable laws. 7.2 Unless otherwise authorized in writing, during the term of this Agreement, and for a period of six (6) months after the Completion Date in block 1.7, the

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Contractor shall not hire, and shall not permit any subcontractor or other person, firm or corporation with whom it is engaged in a combined effort to perform the Services to hire, any person who is a State employee or official, who is materially involved in the procurement, administration or performance of this Agreement. This 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 the event of any dispute concerning the interpretation 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 acts or omissions of the Contractor shall constitute an event of default 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 condition of this Agreement. 8.2 Upon the occurrence of any Event of Default, the State may take any one, or more, or all, of the following actions: 8.2.1 give the Contractor a written notice specifying the Event of Default and requiring it to be remedied within, in the absence of a greater or lesser specification of time, thirty (30) days from the date of the notice; and if the Event of Default is not timely remedied, terminate this Agreement, effective two (2) days after giving the Contractor notice of termination; 8.2.2 give the Contractor a written notice specifying the Event of Default and suspending all payments to be made under this Agreement and ordering that the portion of the contract price which would otherwise accrue to the Contractor during the period from the date of such notice until such time as the State determines that the Contractor has cured the Event of Default shall never be paid to the Contractor; 8.2.3 set off against any other obligations the State may owe to the Contractor any damages the State suffers by reason of any Event of Default; and/or 8.2.4 treat the Agreement as breached and pursue any of its remedies at law or in equity, or both. 9. DATA/ACCESS/CONFIDENTIALITY/ PRESERVATION. 9.1 As used in this Agreement, the word “data” shall mean all information and things developed or obtained during the performance of, or acquired or developed by reason of, this Agreement, including, but not limited to, all studies, reports, files, formulae, surveys, maps, charts, sound recordings, video recordings, pictorial reproductions, drawings, analyses, graphic representations, computer programs, computer printouts, notes, letters,

memoranda, papers, and documents, all whether finished or unfinished. 9.2 All data and any property which has been received from the State or purchased with funds provided for that purpose under this Agreement, shall be the property of the State, and shall be returned to the State upon demand or upon termination of this Agreement for any reason. 9.3 Confidentiality of data shall be governed by N.H. RSA chapter 91-A or other existing law. Disclosure of data requires prior written approval of the State. 10. TERMINATION. In the event of an early termination of this Agreement for any reason other than the completion of the Services, the Contractor shall deliver to the Contracting Officer, not later than fifteen (15) days after the date of termination, a report (“Termination Report”) describing in detail all Services performed, and the contract price earned, to and including the date of termination. The form, subject matter, content, and number of copies of the Termination Report shall be identical to those of any Final Report described in the attached EXHIBIT A. 11. CONTRACTOR’S RELATION TO THE STATE. In the performance of this Agreement the Contractor is in all respects an independent contractor, and is neither an agent nor an employee of the State. Neither the Contractor nor any of its officers, employees, agents or members shall have authority to bind the State or receive any benefits, workers’ compensation or other emoluments provided by the State to its employees. 12. ASSIGNMENT/DELEGATION/SUBCONTRACTS. 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 shall be subcontracted by the Contractor without the prior written notice and consent of the State. 13. INDEMNIFICATION. The Contractor shall defend, indemnify and hold harmless the State, its officers and employees, from and against any and all losses suffered by the State, its officers and employees, and any and all claims, liabilities or penalties asserted against the State, its officers and employees, by or on behalf of any person, on account of, based or resulting from, arising out of (or which may be claimed to arise out of) the acts or omissions of the Contractor. Notwithstanding the foregoing, nothing herein contained shall be deemed to constitute a waiver of the sovereign immunity of the State, which immunity is hereby reserved to the State. This covenant in paragraph 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

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subcontractor or assignee to obtain and maintain in force, the following insurance: 14.1.1 comprehensive general liability insurance against all claims of bodily injury, death or property damage, in amounts of not less than $1,000,000per occurrence and $2,000,000 aggregate; and 14.1.2 special cause of loss coverage form covering all property subject to subparagraph 9.2 herein, in an amount not less than 80% of the whole replacement value of the property. 14.2 The policies described in subparagraph 14.1 herein shall be on policy forms and endorsements approved for use in the State of New Hampshire by the N.H. Department of Insurance, and issued by insurers licensed in the State of New Hampshire. 14.3 The Contractor shall furnish to the Contracting Officer identified in block 1.9, or his or her successor, a certificate(s) of insurance for all insurance required under this Agreement. Contractor shall also furnish to the Contracting Officer identified in block 1.9, or his or her successor, certificate(s) of insurance for all renewal(s) of insurance required under this Agreement no later than thirty (30) days prior to the expiration date of each of the insurance policies. The certificate(s) of insurance and any renewals thereof shall be attached and are incorporated herein by reference. Each certificate(s) of insurance shall contain a clause requiring the insurer to provide the Contracting Officer identified in block 1.9, or his or her successor, no less than thirty (30) days prior written notice of cancellation or modification of the policy. 15. WORKERS’ COMPENSATION. 15.1 By signing this agreement, the Contractor agrees, certifies and warrants that the Contractor is in compliance with or exempt from, the requirements of N.H. RSA chapter 281-A (“Workers’ Compensation”). 15.2 To the extent the Contractor is subject to the requirements of N.H. RSA chapter 281-A, Contractor shall maintain, and require any subcontractor or assignee to secure and maintain, payment of Workers’ Compensation in connection with activities which the person proposes to undertake 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 chapter 281-A and any applicable renewal(s) thereof, which shall be attached and are incorporated herein by reference. The State shall not be responsible for payment of any Workers’ Compensation premiums or for any other claim or benefit for Contractor, or any subcontractor or employee of Contractor, which might arise under applicable State of New Hampshire Workers’ Compensation laws in connection with the performance of the Services under this Agreement. 16. WAIVER OF BREACH. No failure by the State to enforce any provisions hereof after any Event of

Default shall 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 all of the provisions hereof upon any further or other Event of Default on the part of the Contractor. 17. NOTICE. Any notice by a party hereto to the other party shall be deemed to have been duly delivered or given at the time of mailing by certified mail, postage prepaid, in a United States Post Office addressed to the parties at the addresses given in blocks 1.2 and 1.4, herein. 18. AMENDMENT. This Agreement may be amended, waived or discharged only by an instrument in writing signed by the parties hereto and only after approval of such amendment, waiver or discharge by the Governor and Executive Council of the State of New Hampshire unless no such approval is required under the circumstances pursuant to State law, rule or policy. 19. CONSTRUCTION OF AGREEMENT AND TERMS. This Agreement shall be construed in accordance with the laws of the State of New Hampshire, and is binding upon and inures to the benefit of the parties and their respective successors and assigns. The wording used in this Agreement is the wording chosen by the parties to express their mutual intent, and no rule of construction shall be applied against or in favor of any party. 20. THIRD PARTIES. The parties hereto do not intend to benefit any third parties and this Agreement shall not be construed to confer any such benefit. 21. HEADINGS. The headings throughout the Agreement are for reference purposes only, and the words contained therein shall in no way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of this Agreement. 22. SPECIAL PROVISIONS. Additional provisions set forth in the attached EXHIBIT C are incorporated herein by reference. 23. SEVERABILITY. In the event any of the provisions of this Agreement are held by a court of competent jurisdiction to be contrary to any state or federal law, the remaining provisions of this Agreement will remain in full force and effect. 24. ENTIRE AGREEMENT. This Agreement, which may be executed in a number of counterparts, each of which shall be deemed an original, constitutes the entire Agreement and understanding between the parties, and supersedes all prior Agreements and understandings relating hereto.

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APPENDIX C: BUSINESS ASSOCIATE AGREEMENT Note: Below is the State’s current Business Associate Agreement (BAA). The Selected Vendor will be required to sign the State’s BAA when executing the contract. 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. Privacy and Security 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

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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.

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 or for the purpose for which it was disclosed to the third party; and (b) an agreement 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.

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 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 phrase “minimum necessary” shall be interpreted in accordance with the HITECH Act and the HIPAA Rules.

c. Prohibition on Unauthorized Use or Disclosure. Business Associate may not use or disclose PHI except (1) 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 the individual or (4) as Required by Law. This agreement does not authorize Business 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.

3. Information 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 otherwise permitted by this Agreement. To the extent the parties agree that the Business Associate will carry out directly one or more of

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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

a. If Business Associate conducts in whole or part electronic Transactions on behalf of 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. Individual Rights and PHI

a. Access

i. Business Associate shall respond to an individual’s request for access to his or her PHI as part of Business Associate’s normal customer service function, if the request is 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, Business Associate shall make available to Covered Entity, or at

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Covered Entity’s direction to the individual (or the individual’s personal representative), any PHI about the individual 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 meet its access obligations under 45 CFR 164.524, and, where applicable, the HITECH Act. Business Associate shall make such information available in an electronic format where required by the HITECH Act.

b. Amendment

i. Business Associate shall respond to an individual’s request to amend his or her PHI as part of Business Associate’s normal customer service functions, if the request is communicated to Business Associate directly by the individual or the individual’s personal representative. Business Associate shall respond to the request with respect to the PHI Business Associate and 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 to invoke a right to amend under the HIPAA Privacy Regulation. Upon receipt of written notice (including fax and email) from Covered Entity, Business 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 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 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 or their personal representatives to invoke a right to an accounting of disclosures under the HIPAA Privacy Regulation by performing the following functions so that Covered Entity may meet its disclosure accounting obligation under 45 CFR 164.528:

iii. Disclosure Tracking. Business Associate shall record each disclosure that Business Associate makes of individuals’ PHI, which is not excepted from disclosure accounting under 45 CFR 164.528(a)(1).

iv. Disclosure Information. The information about each disclosure that Business Associate must record (“Disclosure Information”) is (a) the disclosure date, (b) the name and (if known) address of the person or entity to whom Business Associate made the disclosure, (c) a brief description of the PHI disclosed, and (d) a brief statement of the purpose of the disclosure or a copy of any written request for disclosure under 45 Code of Federal Regulations §164.502(a)(2)(ii) or §164.512. Disclosure Information also includes any information required to be provided by the HITECH Act.

v. Repetitive Disclosures. For repetitive disclosures of individuals’ PHI that Business Associate makes for a single purpose to the same person or entity (including to Covered Entity or Employer), Business Associate may record (a) the Disclosure Information for

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the first of these repetitive disclosures, (b) the frequency, periodicity or number of these repetitive disclosures, and (c) the date of the last of these repetitive disclosures.

vi. Exceptions from Disclosure Tracking. Business Associate will not be obligated to record Disclosure Information or otherwise account for disclosures of PHI if Covered Entity need not account for such disclosures under the HIPAA Rules.

vii. Disclosure Tracking Time Periods. Unless otherwise provided by the HITECH Act and/or any accompanying regulations, Business Associate shall have available for Covered Entity the Disclosure Information required by Section 3.j.iii.2 above for the six (6) years immediately preceding the date of Covered Entity’s request for the Disclosure Information.

d. Confidential Communications

i. Business Associate shall respond to an individual’s request for a confidential communication as part of Business Associate’s normal customer service function, if the request is communicated to Business Associate directly by the individual or the individual’s personal representative. Business Associate shall respond to the request with respect to the PHI Business Associate and its Subcontractors maintain in a manner and time frame consistent with requirements specified in the HIPAA Privacy Regulation. If an individual’s request, made to Business Associate, extends beyond information held by Business Associate or Business Associate’s Subcontractors, Business Associate shall refer individual to Covered Entity. Business Associate assumes no obligation to coordinate any request for a confidential communication of PHI maintained by other business associates of Covered Entity.

ii. In addition, Business Associate shall assist Covered Entity in responding to requests to it by individuals (or their personal representatives) to invoke a right of confidential communication under the HIPAA Privacy Regulation. Upon receipt of written notice (including fax and email) from Covered Entity, Business Associate will begin to send all communications of PHI directed to the individual to the identified alternate address so that Covered Entity may meet its access obligations under 45 CFR 164.524.

e. Restrictions

i. Business Associate shall respond to an individual’s request for a restriction as part of Business Associate’s normal customer service function, if the request is communicated to Business Associate directly by the individual (or the individual’s personal representative). Business Associate shall respond to the request with respect to the PHI Business Associate and its Subcontractors maintain in a manner and time frame consistent with requirements specified in the HIPAA Privacy Regulation.

ii. In addition, Business Associate shall promptly, upon receipt of notice from Covered Entity, restrict the use or disclosure of individuals’ PHI, provided the Business Associate has agreed to such a restriction. Covered Entity agrees that it will not commit Business Associate to any restriction on the use or disclosure of individuals’ PHI for treatment, payment or health care operations without Business Associate’s prior written approval.

6. Breach

a. Business Associate shall report to Covered Entity, in writing, any use or disclosure of PHI in violation of the Agreement promptly upon discovery of such incident, including any Security Incident involving PHI, ePHI, or Unsecured PHI as required by 45 CFR 164.410. Such report

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shall not include instances where Business Associate inadvertently misroutes PHI to a provider, as long as the disclosure is not a Breach as defined under 45 CFR §164.402. The parties acknowledge and agree that attempted but Unsuccessful Security Incidents (as defined below) that occur on a daily basis will not be reported. “Unsuccessful Security Incidents” shall include, but not be limited to, pings and other broadcast attacks on Business Associate’s firewall, port scans, unsuccessful log-on attempts, denials of service and any combination of the above, so long as no such incident results in unauthorized access, use or disclosure of PHI.

b. Business Associate shall report a Breach or a potential Breach to Covered Entity upon discovery of any such incident. Business Associate will treat a Breach or potential Breach as being discovered as of the first day on which such incident is known to Business Associate, or by exercising reasonable diligence, would have been known to Business Associate. Business Associate shall be deemed to have knowledge of a Breach or potential Breach if such incident is known, or by exercising reasonable diligence would have been known, to any person, other than the person committing the Breach, who is an employee, officer or other agent of Business Associate. If a delay is requested by a law-enforcement official in accordance with 45 CFR § 164.412, Business Associate may delay notifying Covered Entity for the applicable time period. Business Associate’s report will include at least the following, provided that absence of any information will not be cause for Business Associate to delay the report:

i. Identify the nature of the Breach, which will include a brief description of what happened, including the date of any Breach and the date of the discovery of any Breach;

ii. Identify the scope of the Breach, including the number of Covered Entity members involved as well as the number of other individuals involved;

iii. Identify the types of PHI that were involved in the Breach (such as whether full name, Social Security number, date of birth, home address, account number, diagnosis, or other information were involved);

iv. Identify who made the non-permitted use or disclosure and who received the non-permitted disclosure;

v. Identify what corrective or investigational action Business Associate took or will take to prevent further non-permitted uses or disclosures, to mitigate harmful effects, and to protect against any further Breaches;

vi. Identify what steps the individuals who were subject to a Breach should take to protect themselves;

vii. Provide such other information as Covered Entity may reasonably request.

c. Security Incident. Business Associate will promptly upon discovery of such incident report to Covered Entity any Security Incident of which Business Associate becomes aware. Business Associate will treat a Security Incident as being discovered as of the first day on which such incident is known to Business Associate, or by exercising reasonable diligence, would have been known to Business Associate. Business Associate shall be deemed to have knowledge of a Security Incident if such incident is known, or by exercising reasonable diligence would have been known, to any person, other than the person committing the Security Incident, who is an employee, officer or other agent of Business Associate. If any such Security Incident resulted in a disclosure not permitted by this Agreement or Breach of Unsecured PHI, Business Associate will make the report in accordance with the provisions set forth above.

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d. Mitigation. Business Associate shall mitigate, to the extent practicable, any harmful effect known to the Business Associate resulting from a use or disclosure in violation of this Agreement.

e. Breach Notification to Third Parties. Business Associate will handle breach notifications to individuals, the United States Department of Health and Human Services Office for Civil Rights, and, where applicable, the media. Should such notification be necessary, Business Associate will ensure that Covered Entity will receive notice of the breach prior to such incident being reported.

7. Term and Termination

a. The term of this Agreement shall be effective as of ___________, or Governor and Executive Council approval, and shall terminate on ____________ or on the date covered entity terminates for cause as authorized in paragraph (b) of this Section, whichever is sooner.

b. In addition to general provision #10 of this Agreement the Covered Entity may, as soon as administratively feasible, terminate the Agreement upon Covered Entity’s knowledge of a material breach by Business Associate of the Business Associate Agreement set forth herein as Appendix ___. Prior to terminating the Agreement, the Covered Entity may provide an opportunity for Business Associate to cure the alleged breach within a reasonable timeframe specified by Covered Entity. If Covered Entity determines that neither termination nor cure is feasible, Covered Entity may report the violation to the Secretary.

c. Upon termination of this Agreement for any reason, Business Associate, with respect to PHI received from Covered Entity, or created, maintained or received by Business Associate on behalf of Covered Entity, shall:

i. Retain only that PHI which is necessary for Business Associate to continue its proper management and administration or to carry out its legal responsibilities;

ii. Destroy, in accordance with applicable law and Business Associate’s record retention policy that it applies to similar records, the remaining PHI that Business Associate still maintains in any form;

iii. Continue to use appropriate safeguards and comply with Subpart C of 45 CFR Part 164 with respect to electronic PHI to prevent use or disclosure of the PHI, other than as provided for in this Section, for as long as Business Associate retains the PHI;

iv. Not use or disclose the PHI retained by Business Associate other than for the purposes for which such PHI was retained and subject to the same conditions set out in this Agreement which applied prior to termination; and

v. Destroy in accordance with applicable law and Business Associate’s record retention policy that it applies to similar records, the PHI retained by Business Associate when it is no longer needed by Business Associate for its proper management and administration or to carry out its legal responsibilities.

d. The above provisions shall apply to PHI that is in the possession of any Subcontractors of Business Associate. Further Business Associate shall require any such Subcontractor to certify to Business Associate that it has returned or destroyed all such information which could be returned or destroyed.

e. Business Associate’s obligations under this Section 7.c. shall survive the termination or other conclusion of this Agreement.

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8. Covered Entity’s Responsibilities

a. Covered Entity shall be responsible for the preparation of its Notice of Privacy Practices (“NPP”). To facilitate this preparation, upon Covered Entity’s request, Business Associate will provide Covered Entity with its NPP that Covered Entity may use as the basis for its own NPP. Covered Entity will be solely responsible for the review and approval of the content of its NPP, including whether its content accurately reflects Covered Entity’s privacy policies and practices, as well as its compliance with the requirements of 45 C.F.R. § 164.520. Unless advance written approval is obtained from Business Associate, Covered Entity shall not create any NPP that imposes obligations on Business Associate that are in addition to or that are inconsistent with the HIPAA Rules.

b. Covered Entity shall bear full responsibility for distributing its own NPP.

c. Covered Entity shall notify Business Associate of any change(s) in, or revocation of, permission by an Individual to use or disclose PHI, to the extent that such change(s) may affect Business Associate’s use or disclosure of such PHI.

9. Miscellaneous

a. Definitions and Regulatory References. All terms used, but not otherwise defined herein, shall have the same meaning as those terms in the HIPAA Rules as in effect or as amended.

b. Amendment. Covered Entity and Business Associate agree to take action to amend the Agreement as is necessary for compliance with the requirements of the HIPAA Rules and any other applicable law.

c. Business Associate shall make available all of its internal practices, policies and procedures, books, records and agreements relating to its use and disclosure of Protected Health Information to the United States Department of Health and Human Services as necessary, to determine compliance with the HIPAA Rules and with this Appendix ___.

d. Interpretation. The parties agree that any ambiguity in the Agreement shall be interpreted to permit compliance with the HIPAA Rules.

e. Severability. If any term or condition of this Appendix ___ or the application thereof to any person(s) or circumstance is held invalid, such invalidity shall not affect other terms or conditions which can be given effect without the invalid term or condition; to this end the terms and conditions of this Appendix ___ are declared severable.

f. Survival. Provisions in this Appendix ___ regarding the use and disclosure of PHI, return or destruction of PHI, confidential communications and restrictions shall survive the termination of the Agreement.

IN WITNESS WHEREOF, the parties hereto have duly executed this Appendix ___. The State of New Hampshire Employee and Retiree Health Benefit Program

Contractor

Signature of Authorized Representative Signature of Authorized Representative Name of Authorized Representative Name of Authorized Representative Title of Authorized Representative Title of Authorized Representative Date Date

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APPENDIX D: HOURLY RATES

In the following grids, please provide fully loaded hourly rates for each year of the contract for each individual who will provide services to the State under this contract.

Year One 2020

Staff Position Rate Per Hour

Year Two 2021


Year Three 2022


Reminder: For each project/service listed in Section IV, Financial, provide the titles, hourly rates (listed above) and estimated hours expected to complete the work. The total cost per project/service shall match the total cost reflected in the charts in Section IV for each year, as applicable.

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APPENDIX E: CURRENT EMPLOYEE AND RETIREE HEALTH BENEFIT PROGRAM A. Current Employee and Retiree Health Benefit Program Administrators

This section provides information related to the benefits that the State offers under the Health Benefit Plan. Not all of the benefits listed in this Appendix E require work to be performed under this service contract and is for information purposes only. 1. Employee and Retiree Health Benefit Program Consulting and Actuarial Services

Currently, the State has a contract with The Segal Company (Segal) for actuarial services, claims audit, procurement and collective bargaining assistance and general employee and retiree health benefit consulting services. The contract for these services is set to expire on December 31, 2019. The State has contracted for these services with Segal since October of 2004. The State currently has one contract for all benefits related consulting services. The State is currently seeking bids under a separate RFP for Health Benefit Consulting and Actuarial Services excluding FSA/HRA Administration Services, Dependent Verification Audits, Basic Life and Employee-Paid Optional Life and AD&D insurance, Employee Benefit Communication and Education consulting, as well as the potential for other consulting and brokerage service requests.

2. Medical Benefits Anthem Health Plans of New Hampshire (Anthem) currently administers the self-funded Administrative Services Only (ASO) medical plans (excluding pharmacy) for active and non-Medicare eligible retired State employees. Anthem also administers the fully-insured group Medicare Advantage plan. The program is managed and serviced out of Anthem’s Manchester, NH branch. The two benefit plan options for Active employees are the Network (HMO) option and the Open Access (POS) option. Approximately 8,500 subscribers are enrolled in the HMO and 1,300 subscribers enrolled in the POS plan. In addition, participating in the HMO and POS plan are approximately 300 employees of other organizations that have been either legislatively or traditionally offered coverage. This aggregated group is called the Statutorily Authorized Group. Approximately 12,600 retiree subscribers participate in the retiree health benefit plans. There are currently three benefit plan options for Retirees. Retirees not eligible for Medicare and live in the New England area (defined as NH, ME, MA, NY, CT, RI) are enrolled in an Open Access (POS) plan. Retirees not eligible for Medicare and live outside of the New England area are enrolled in a Preferred Provider Option plan (PPO). As stated in the Section I: Introduction, the Medicare eligible retirees are enrolled in a fully-insured group Medicare Advantage plan. Prior to 2019, Medicare eligible retirees were covered under a self-funded Medicare Supplemental Plan (Anthem’s Medicomp 3 Plan). Anthem’s contract went into effect January 1, 2018 and is set to expire on December 31, 2020. The State has contracted for these services with Anthem since 2008. The State’s Health Benefit Consulting and Actuarial Services Vendor manages the procurement and consulting services for medical benefits.

3. Pharmacy Benefits

Express Scripts, Inc. (ESI) currently administers the Program’s self-funded prescription drug plan and has done so since January 1, 2014. Prior to ESI, beginning in July 2007, the New Hampshire Local Government Center (LGC), now called HealthTrust, through a partnership with CVS Caremark administered the Program’s self-funded prescription drug plan. On January 1, 2015, the Medicare eligible retirees moved from a Retiree Drug Subsidy (RDS) plan to a Part D EGWP plan.

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ESI’s current contract went into effect on January 1, 2019 and is set to expire on December 31, 2021. The State’s Health Benefit Consulting and Actuarial Services Vendor manages the procurement and consulting services for pharmacy benefits.

4. Dental Benefits

Northeast Delta Dental (NEDD) currently administers the self-insured dental benefits and has done so since December 1, 2007 for active employees. Previously, it provided fully-insured dental benefits to active employees from 1993 to November 30, 2007. Dental benefits are provided utilizing the Delta Dental Premier and PPO networks. The current self-insured contract runs through December 31, 2019 and is currently out to bid. The Program provides dental benefits to approximately 9,700 active employees and approximately 275 enrollees from the Statutorily Authorized Group located in New Hampshire and the surrounding New England states. In addition, NEDD has provided retiree dental benefits on a voluntary basis since 1998. Retirees participate in this plan on a voluntary basis and pay 100% of the premium costs. The retiree dental benefit is not part of the State Retiree Health Benefit Program. The State’s Health Benefit Consulting and Actuarial Services Vendor manages the procurement and consulting services for dental benefits.

5. Flexible Spending and Health Reimbursement Arrangement The State’s flexible spending account (FSA) program includes a healthcare flexible spending and dependent care flexible spending account option. Both options are currently administered by ASIFlex, Inc. Approximately 9,800 State employees are eligible to participate in the FSA program. As of November 2018, almost 2,200 employees participate in the State’s FSA program. State employees enrolled in either the HMO or POS plans are eligible to participate annually in a health reimbursement arrangement (HRA) program after completion of a Health Assessment Tool (HAT). As described above the HAT is administered though the medical TPA and the HRA is administered by ASIFlex. The State’s contract with ASIFlex is set to expire on December 31, 2019 and is currently out to bid. The State’s Employee Benefit Consulting and Brokerage Services Vendor shall manage procurement and consulting services for FSA and HRA benefits. If, as a result of changes in plan design or medical TPA services, the HRA program becomes fully integrated into the medical benefits and is therefore managed by the medical TPA, the procurement and related HRA consulting services may be managed by the State’s Health Benefit Consulting and Actuarial Services Vendor.

6. Group Term Life Insurance and Employee-Paid Optional Life and AD&D

The State provides employer-paid group term life insurance in the amount of $50,000. Employees also have the option to purchase additional life and accidental death and dismemberment coverage.

The State has entered into a contract with Anthem Life Insurance Company to administer the life insurance benefit and the contract is effective until December 31, 2020. The State’s Employee Benefit Consulting and Brokerage Services Vendor shall manage procurement and consulting services for Basic Life and Employee-Paid Life and AD&D benefits.

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7. Other Vendor Agreements

The State may enter into other vendor agreements that may require support from the selected Employee Benefit Consulting and Brokerage Services Vendor.

B. Plan Administration

1. Employee and Employer Premium Contributions

Employee benefit premium contributions are collectively bargained. Benefits are bargained on a bi-annual basis. Effective January 1, 2019 these are the employee contributions for benefits by tier that are collected each pay period:

HEALTH SEA NEPBA NHTA/NHTA Command Staff Teamsters

Employee Only $20 $30 $30 $20

Employee + 1 $40 $42 $30 $40

Family $60 $52 $30 $60

There are 26 pay periods per year. Contributions for part-time employees are pro-rated based on the hours worked.

Dental premium contributions are also collected over 26 pay periods per year according to this schedule:

DENTAL SEA NEPBA NHTA/NHTA Command Staff Teamsters

Employee Only $2 $2 $4 $2

Employee Plus One $4 $4 $4 $4

Family $6 $6 $4 $6

Contributions for part-time employees are pro-rated based on scheduled hours worked.

The State’s current working rates and employee contributions can be found at: https://das.nh.gov/hr/MedicalandDentalContributionCharts.asp toward the bottom of the page.

2. Health Benefits Committee (HBC) Consultation Services

Every two years, the State collectively bargains employee health benefits, including plan design, health promotion programs and employee-facing initiatives, with the State’s unions. There are five unions represented including the New Hampshire State Employees’ Association of New Hampshire, SEIU 1984 (SEA), the New Hampshire Trooper’s Association (NHTA), NHTA – Command Staff, Teamsters Local 633 and the New England Police Benevolent Association (NEPBA) with multiple Locals. At this time, all unions have agreed to the same plan design and programs.

The HBC is composed of members appointed by the terms of the Collective Bargaining Agreements. The purpose of the committee is: (1) to work with the Employer on all issues related to the purchase and administration of health benefit plans authorized or required by the collective bargaining agreements; and

https://das.nh.gov/hr/MedicalandDentalContributionCharts.asp

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(2) to make recommendations to the Employer for changes in benefit design, utilization management, and/or provider payment policies that will preserve the continued viability of the health plan by limiting the growth in claims costs while improving the quality of care, including, but not limited to, recommendations concerning health education, wellness incentives, incentives to utilize “centers of excellence” or more efficient providers, preventive medical services, case management, disease management, high-risk intervention, aligning provider payment policies with quality improvement, and providing consumer information on treatment alternatives and provider cost-effectiveness.

The HBC may request recommendations regarding:

Health education

Wellness incentives

Incentives to utilize “centers of excellence” or more efficient providers

Preventive medical services

Case management

Disease management

High-risk intervention

Aligning provider payment policies with quality improvement

Providing consumer information on treatment alternatives and provider cost effectiveness

The FY 2013-2015 agreements that established the current makeup of the HBC and all respective CBA’s that maintain the HBC can be found in the respective two year contracts under the Health Benefits Committee Article at: https://das.nh.gov/hr/labor_rel/labor_relations.aspx The State will look to the selected Vendor to support the above functions and to work with the Health Benefits Consultant and Actuarial Services Vendor and/or other benefits service providers as required by the State.

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