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HomeMy WebLinkAboutCity Council Meeting - Council - Agenda - 06/21/2005 AGENDA . , City of Kent CityCouncil Meeting t Agenda June 21 , 2005 Mayor Jim White Julie Peterson, Council President Councilmembers Tim Clark Debbie Raplee Ron Harmon Les Thomas Deborah Ranniger Bruce White KEN WASHINGTON ' City Clerk's Office ■ ■ KENT CITY COUNCIL AGENDAS 11-1147KENT June 21, 2005 w,.s N i N o T O N Council Chambers MAYOR. Jim White COUNCILMEMBERS: Julie Peterson, President I Tim Clark Ron Harmon Deborah Ranniger Debbie Raplee Les Thomas Bruce White COUNCIL WORKSHOP AGENDA ' 5:30 p.m. Item DescriptionSpeaker Time 1. Council Retreat Follow-up 60 min COUNCIL MEETING AGENDA 7:00 p.m. 1. CALL TO ORDER/FLAG SALUTE 2. ROLL CALL 3. CHANGES TO AGENDA ' A. FROM COUNCIL, ADMINISTRATION, OR STAFF B. FROM THE PUBLIC— Citizens may request that an item be added to the agenda at this time. Please stand or raise your hand to be recognized by the Mayor. 1 4. PUBLIC COMMUNICATIONS A. Recognition of State Legislators B. Certificate of Achievement for Excellence in Financial Reporting ' 5. PUBLIC HEARINGS None 1 6. CONSENT CALENDAR A. Minutes of Previous Meeting —Approve B. Payment of Bills—Approve C. 2005 lnterlocal Agreement for Waterfowl Management—Authorize D. Pool/Recreation Facility Feasibility Study Contract—Authorize E Local & Long Distance Telephone Service Vendor—Authorize F. 2005-2007 Microsoft Software Assurance Renewal—Approve G US Bank— One Card Agreement—Authorize H The Standard Insurance Company Long Term Disability Application for 2005 — Authorize ' (Continued on Back) COUNCIL MEETING AGENDA CONTINUED I. Premera Blue Cross Administrative Services Contract for 2005 —Authorize J. Group Health Cooperative 2005 Contract—Authorize K. Pacific Highway South—Fund Authorization Agreement North Phase—Kent Des Moines Road to South 252nd Street—Accept and Amend Budget L. Pacific Highway South—Fund Authorization Agreement South Phase— South 252nd Street to South 272nd Street—Accept and Amend Budget M. Joint Trench Agreement with Qwest—Authorize N Joint Trench Agreement with Comcast —Authorize O South 228th Street Extension Consultant Services Contract—Authorize P. Pacific Highway South Consultant Services Contract—Authorize Q. W & H Pacific Contract for Pacific Highway South Inspection Services— Authorize R. Street Vacation for a Portion of 36th Avenue South—Resolution Setting Public Hearing Date—Adopt 11G S. 4th Avenue North/Ramsay Way Project—Accept as Complete 7. OTHER BUSINESS A F1exPass Program Agreement 2005-2006 - Authorize 8. BIDS A. LID 353: South 228th Street Corridor Military Road Widening—Phase I—Award 9. REPORTS FROM STANDING COMMITTEES, STAFF AND SPECIAL COMMJTTEES i 10. CONTINUED COMMUNICATIONS B - P 11. EXECUTIVE SESSION AND AFTER EXECUTIVE SESSION A. Pending Litigation x Q� 01,71 d r AlUTei cc 12. ADJOURNMEN NOTE: A copy of the full agenda packet is available for perusal in the City Clerk's Office and the Kent Library. The Agenda Summary page and complete packet are on the City of Kent web site at www ci kent wa us. An explanation of the agenda format is given on the back of this page. 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A) FROM COUNCIL, ADMINISTRATION, OR STAFF B) FROM THE PUBLIC 1 i 1 t 1 PUBLIC COMMUNICATIONS A) RECOGNITION OF STATE LEGISLATORS ' B) CERTIFICATE OF ACHIEVEMENT FOR EXCELLENCE IN FINANCIAL REPORTING CONSENT CALENDAR 6. City Council Action: Councilmember P&VM moves, Councilmember (xlv� seconds to approve Consent Calendar Items A through S. Discussion " Action C 6A. Approval of Minutes. Approval of the minutes of the regular Council meeting of June 7, 2005 and approval of a correction to the "Amount" column in the Approval of bills: Date Check Numbers Amount 5/5/05 Checks 283376-283679 $ 225,643.38 5/5/05 Advices 179311-179989 15265,383.63 6B. Approval of Bills. Approval of payment of the bills received through May 31 and paid on May 31 after auditing by the Operations Committee on June 7, 2005 Approval of checks issued for vouchers: Date Check Numbers Amount 5/31/05 Wire Transfers 2059-2072 $1,323,508.23 5/31/05 PrePays & 578430 521,540 96 5/31/05 Regular 579086 2,136,362 34 5/16/05 Use Tax Payable 1,946.05 $3,983,357.58 Approval of checks issued for pa roll for May 1 through May 15 and paid on May 20, 2005: Date Check Numbers Amount 5/20/05 Checks 283682-283982 $ 215,930 94 5/20/05 Advices 179990-180672 1,269,184.89 $1,485,115 83 1 Approval of checks issued for payroll for May 16 through May 31 and paid on June 5, 2005. Date Check Numbers Amount 6/5/05 Checks 283983-284292 $ 233,766.49 6/5/05 Advices 180673-181356 1,254,846 76 $1,488,613 25 Council Agenda Item No. 6 A-B Kent City Council Meeting 's:!!5:KEN* June 7, 2005 WASHINGTON The regular meeting of the Kent City Council was called to order at 7:00 p.m. by Mayor White. Councilmembers present. Clark, Harmon, Peterson, Ranniger, Raplee, Thomas and White. (CFN-198) CHANGES TO AGENDA A From Council, Administration, or Staff. (CFN-198) Councilmember Ranniger removed Item 6V from the Consent Calendar to Other Business Item 7C. B. From the Public. (CFN-198) Continued Communications Item A and B were added at the request of audience members. PUBLIC COMMUNICATIONS A. Ouota Club International Donation Presentation. (CFN-118) Bobbie Dickerson, President of the International Quota Club for the Kent Valley spoke about their donation to the ballfields and the play area. B. Lions Club Donation Presentation. (CFN-118) Brian Epson representative from the Lions Club presented the 2nd and final payment of$35,000 for the Service Club Ballfields. tC. Soroptimist International Donation Presentation. (CFN-118) Louise Lee, President of Soroptimist International of Kent presented$10,000 to the City of Kent for the Service Club Ballfields. D. Employee of the Month. (CFN-147) Janet Perschek, Administrative Assistant to the Public Works Director, was presented the Employee of the Month award. E. Economic Development Update. (CFN-198) Nathan Torgelson, Economic Development Manager, gave a brief update on the proposed projects that will connect Kent Station and historic downtown, and events for the Washington Manufacturing Appreciation Week. I CONSENT CALENDAR PETERSON MOVED to approve Consent Calendar Items A through Y, with the exception of V which was moved to Other Business. Harmon seconded and the motion carried. A. Approval of Minutes. (CFN-198) The minutes of the regular Council meeting of May 17, ' 2005 were approved. B. Approval of Bills (CFN-104) Payment of the bills received through May 16 and paid on May 16 after auditing by the Operations Committee on May 17, 2005 were approved Approval of checks issued for vouchers: Date Check Numbers Amount 5/16/05 Wire transfers 2045-2058 $1,219,411.70 5/16/05 PrePays & 577803 1,766,863.68 5/16/05 Regular 578429 1,188,791.01 5/16/05 Use Tax Payable 1,30688 1 $4,176,373.27 1 Kent City Council Minutes June 7, 2005 1 Approval of checks issued for payroll for April 16 through April 30 and paid on May 5, 2005: Date Check Numbers Amount 5/5/05 Checks 283376-283679 $ 215,930.94 5/5/05 Advices 179311-179989 1,269,184.89 5/5/05 Interim Check 283680 2701 5/5/05 Voided Check 282982 (27 01) 5/5/05 Interim Check 283681 181.22 5/5/05 Voided Check 283641 (181.22) $1,485,115 83 C. Zoning Code Amendment ZCA-2004-1,Manufactured Housing, Ordinance. (CFN-131) Ordinance No. 3753 which amends the Kent City Code to allow manufactured homes in all residential zoning districts per the requirements of state statutes was adopted. D. 2005 Interlocal Agreement with Auburn for Home Repair Services. (CFN-118) The Mayor was authorized to sign the 2005 Interlocal Agreement with the City of Auburn for home repair services and the budget was amended. E. Eagle Creek Final Plat(Quasi-Judicial). (CFN-1272) The Final Plat Mylar for Eagle Creek j was approved and the Mayor was authorized to sign the Mylar. F. Quota Club International Donation for Service Club Park. (CFN-104) The donation of $7,000 from Quota International of Kent Valley for Service Club Park development was accepted and the expenditure of funds in the Service Club Ball Fields budget was authorized. G. Kent Lions Club Donation For Service Club Park. (CFN-104) The donation of$24,000 from the Kent Lions Club for Service Club Park development was accepted and the expenditure of funds in the Service Club Ball Fields budget was authorized. H. Cultural Development Authority of King Countv 2005 Sustained Support Grant. (CFN-118) The Sustained Support grant in the amount of$11,415 from the Cultural Development Authority of King County to support 2005 Kent Arts Commission programs was accepted, the expenditure of funds in the Kent Arts Commission budget was approved and the Mayor was authorized to sign the agreement. I. Interagency Committee for Outdoor Recreation Grant for Canterbury Park Expansion. (CFN-118) The grant for$92,500 from the Interagency Committee for Outdoor Recreation for the Canterbury Park expansion was accepted, the expenditure of funds in the Canterbury Acquisition and Development budget was approved, and the Mayor was authorized to sign the agreement, upon review by the City Attorney. J. Interagency Committee for Outdoor Recreation Grant for Clark Lake Park Expansion. t (CFN-118) The grant for$250,000 from the Interagency Committee for Outdoor Recreation for Clark Lake Park expansion was accepted, the expenditure of funds in the Park Land Acquisition budget was approved, and the Mayor was authorized to sign the agreement, upon review by the City Attorney. 2 Kent City Council Minutes June 7, 2005 K Surplus Residential Structure and Allow Demolition at 13122 SE 251st Street (CFN-118) The structure and all appurtenances at 13122 SE 251st Street in Kent was declared as surplus and salvage and demolition was approved. L. Surplus Residential Structure and Allow Demolition at 10808 SE 248th Street. (CFN-118) The structures and all appurtenances at 10808 SE 248th Street in Kent was declared as surplus and salvage and demolition was approved. M. Johnson Creek Restoration/Condemnation Ordinance. (CFN-1297) Ordinance No. 3754 authorizing condemnation, if necessary, of certain property for natural resources and storm drainage improvements was adopted. N. Pioneer and Smith Street Project. (CFN-1038) The Pioneer and Smith Street project was accepted as complete and release of the retainage to Rodarte Construction, Inc.upon standard releases from the state and release of any liens was approved. I O. Public Works Positions,Street System Vegetation Maintenance Proposal. (CFN-1038) Hiring of one full time employee with benefits and two part-time employees with no benefits to be assigned to the Street Vegetation Maintenance Sub-section of Public Works Operations was authorized. P. Washington Traffic Safety Commission Grant for Trailer, Speed Sign and Car Seats. (CFN-122) The Washington Traffic Safety Commission(WTSC) additional grant funds in the amount of$9,000 which will be used to purchase one radar trailer, one 18' speed sign and 46 car seats, was accepted and the budget was amended. Q. Washington Traffic Safety Commission Grant for Drinking Driver Countermeasure Program. (CFN-122) The Washington Traffic Safety Commission (WTSC) grant in the amount of$65,750 for the Kent Drinking Driver countermeasure Program was accepted and the budget was amended. R. Washington Traffic Safety Commission Grant For Intense Traffic Safety Enforcement Program. (CFN-122) The Washington Traffic Safety Commission (WTSC)grant funds in the I amount of$5,000 which will be used to participate in the Intense Traffic Safety Enforcement program was accepted and the budget was amended. S. Department of Social & Health Services, Division of Alcohol and Substance Abuse Grant for Underage Youth. (CFN-122) The amount of$60,000 from the Department of Social & Health Services, Division of Alcohol and Substance Abuse Grant for Underage Youth grant was accepted and the budget was amended. T. Interlocal Agreement with Washington State Department of Corrections for Community 1 Corrections Officer. (CFN-122) Provide community corrections services and facilities in a manner best serving the needs and development of our local communities was authorized. U. Ravensdale Range Interlocal Agreement. (CFN-122) The Mayor was authorized to sign an agreement which provides the City of Kent Police Department the resources of the Ravensdale Range in order to qualify its commissioned police officers per state law firearms requirements 3 Kent City Council Minutes June 7, 2005 W. Fire Station Exhaust Extraction Systems Sole Source Procurement. (CFN-120) The Mayor was authorized to sign the agreement with Air Exchange, Inc. for the amount of$84,277.88 plus Washington State Sales Tax to furnish the Plymovent vehicle exhaust extraction systems for Fire Stations 72 and 76 X. Fireworks Display Permits. (CFN-122) The Fire Department to issue fireworks display permits for two separate activities,based upon their review and investigation of the events was authorized. Y. Surplus and Donate Engine/Aid Unit. (CFN-122) Surplus one(1) 1989 Pierce engine/aid unit (VIN#040806)that has exceeded its expected performance was authorized. OTHER BUSINESS C. Ordinance Amendinii Kent City Code 13.05— Fireworks. (CFN-122) The ordinance extends to the fire marshal authority to grant public fireworks display permits for all celebrations officially sanctioned by public or private high schools and in the observation of certain approved marriage ceremonies. Or. Ranniger said that it is not Council's intention to ban fireworks but during years of drought there may be instances of extreme fire danger and it would be prudent in the interest of community health, safety and public welfare to be able to either partially ban or ban fireworks for that particular year only. RANNIGER MOVED to adopt Ordinance No. 3755 amending Chapter 13.05 of the Kent City Code relating to public fireworks display permits and providing the authority, commencing one year from the date of passage and subject to prior Council approval to ban the sale, use, and discharge of fireworks if a high fire danger exists. Peterson seconded and the motion carried. A. Eagle Creek Park Easement. (CFN-118) Soos Creek Water and Sewer District requires an ' agreement for Easement for the sanitary sewer line and appurtenances through Eagle Creek Park, located at 13636 SE 282nd Street in Kent to serve the adjacent subdivision. WHITE MOVED to authorize the Mayor to sign the agreement for Easement with Soos Creek Water and Sewer District for Eagle Creek Park. Harmon second and the motion carried. B. Interlocal Agreement with King County for Maintenance and Construction for: Grading at East Hill Skate Park; S. 228th Street Corridor Mitigation Grading; and Garrison Creek. (CFN-1038) The Interlocal Agreement with King County is for maintenance and construction to include the following projects: Garrison Creek Channel Restoration, 228`h/224`h Corridor— Wetland Mitigation, East Hill Skate Park Rough Grade and Fill and Pacific Highway South Wetland Mitigation. WHITE MOVED to authorize the Mayor to sign an amendment to the King County Interagency agreement approved on March 15, 2005 to include the projects. BIDS A. Fire Station 76 Underground Fire Pump Test Tank. (CFN-120) The bid opening was held on May 12, 2005, with five (5)bids received The apparent low bid was submitted by JW Developers, LLC in the amount of$49,206, excluding Washington State Sales Tax (WSST). RANNIGER MOVED to authorize the Mayor to enter into an agreement with JW Developers, LLC, in the amount of$49,206, plus Washington State Sales Tax, to furnish and install the underground fire pump test tank at Fire Station No. 76. Thomas seconded and the motion carried. 4 IKent City Council Minutes June 7, 2005 B. 3rd Avenue South Street Improvements. (CFN-1038) The bid opening for this project was held on May 24, 2005, with four bids received. The low bid was submitted by Rodarte Construction, Inc. WHITE MOVED to authorize the Mayor to enter into a contract with Rodarte Construction, Inc. in the amount of$386,620.80 for the 3rd Avenue South Street Improvements Iproject. Clark seconded and the motion carried. C. 2005 Asphalt Overlay. (CFN-103) The bid opening for this project was held on May 26, 2005, with three bids received. The low bid was submitted by ICON Materials. WHITE MOVED to authorize the Mayor to enter into a contract with ICON Materials in the amount of$692,952.80 for the 2005 Asphalt Overlay Project. Raplee seconded and the motion carried. REPORTS Operations Committee. (CFN-198) Clark reminded Councilmembers of the Suburban Cities dinner on Wednesday and the guest speaker will be State Attorney General Rob McKenna. Parks & Human Services Committee. (CFN-198) Upon Ranniger's request, Parks Director Hodgson noted that the aquatic feasibility study was on schedule and final negotiations were underway with a consulting fine. Administrative Reports. (CFN-198) CAO Martin reminded Council of an executive session that will take 20-30 minutes and no action is expected. CONTINUED COMMUNICATIONS A. Municipal Lot(Town Square Plaza). (CFN-198&1298) Bob O'Brien, 1131 Seattle Street, spoke about the LID and would like to see more public meetings. B. Municipal Lot (Town Square Plaza). (CFN-198&1298) Robert Bonaci, 302 E. Smith Street, spoke about the business that would be affected by this development. C. Kent Youth Council. (CFN-i 98) Nisha Nariya, Kentridge High School, asked the Mayor to create a"Kent Youth Council." A brief discussion in support was held. EXECUTIVE SESSION ' The meeting recessed to Executive Session at 7:40 p.m. and reconvened at 8:07 p.m. (CFN-198) ADJOURNMENT At 8.07 p.m. THOMAS MOVED to adjourn. Hannon seconded and the motion carried. (CFN-198) Mary Simmons Deputy City Clerk 1 5 ' Kent City Council Meeting ' Date June 21, 2005 Category Consent Calendar 1. SUBJECT: 2005 INTERLOCAL AGREEMENT FOR WATERFOWL MANAGEMENT—AUTHORIZE ' 2. SUMMARY STATEMENT: Authorize the Mayor to sign the 2005 Interlocal Agreement for Waterfowl Management. The goal of the Waterfowl Management Program and subsequent agreement is to reduce and/or alleviate property damage and human health and safety concerns from waterfowl, including contamination of potable water and recreation areas within King ' County. Each year the Interlocal Agreement must be renewed and authorized by each city involved in the agreement with the Wildlife Services Program of the U.S. Department of Agriculture. Participating agencies are: City of Bellevue, City of Kent, City of Kirkland, City of Mercer Island, City of Mountlake Terrace, City of Renton, City of SeaTac, City of Woodinville, City of Seattle Department of Parks and Recreation, University of Washington, USDA Wildlife Services and USDI Fish and ' Wildlife Service. ' 3. EXHIBITS: 2005 Interlocal Agreement for Waterfowl Management 4. RECOMMENDED BY: Parks and Human Services Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? N/A Currently in the Budget? Yes X No ' If no: Unbudgeted Expense: Fund Amount S Unbudgeted Revenue- Fund Amount S 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No 6C For Your Action 1 1 2005 Interlocal Agreement for 1 Waterfowl 1 (Canada Goose) 1 Management Program i i 1 1 Please Note: Final Form Ready for Your Submittal for Signature and Funding Authorization 1 n staffuspldhlwaterfwllagreer ntlinter2" 1 1 t 2005 INTERLOCAL AGREEMENT FOR WATERFOWL (CANADA GOOSE) , MANAGEMENT PROGRAM WHEREAS, Chapter 39.34.040 RCW(Interlocal Cooperation Act)permits local government units to make the most efficient use of their powers by enabling them to cooperate with other localities on a basis of mutual advantage and thereby to provide services in a manner pursuant to , forms of goverrument organization that will accord best with recreational, pack and natural resources and other factors influencing the needs and development of local corrununities and WHEREAS, the various agencies, cities,counties, Washington State and agencies of the Federal Government listed in Exhibit A-Page 6 of this Agreement, desire to manage waterfowl, especially Canada Geese, and WHEREAS, all parties require assistance from the Wildlife Services Program of the U.S. Department of Agriculture, to reduce negative impacts on water quality, minimize resource , damage, ensure safety from disease for park visitors, and entrance other property managed, and WHEREAS, information dating to a 1989 Waterfowl Research Project done by the University , of Washington and current data indicates a large surplus of geese and other waterfowl species in the greater Seattle area; and WHEREAS, this program will be an ongoing resource management activity attempting to , maintain a manageable number of birds on a year-to-year basis; and NOW,THEREFORE, in consideration of the covenants herein, it is mutually agreed as ' follows. SECTION I-PURPOSE The purpose of this Agreement is to provide joint funding for an egg addling program, ' lethal control,population monitoring and census,mainly of Canada Geese, within King County. This program will assist each party in maintaining and managing public and selected and , approved private sites that are impacted by a surplus of waterfowl. n staffospVdhlwaterfwl%aereemnt\Inter20olr 2 ' SECTION 1I- SCOPE OF PROGRAM ' Wildlife Services(WS)will receive funds from each participating member for the continuation of an egg addling program, lethal control and evaluation during spring and summer 2005. Using best management practices WS will carry out an egg addling program, seeking as many accessible nesting areas as possible and will make every effort to minimize damage to the surrounding environment. WS will also implement a program of"lethal control'as requested by the Waterfowl Management Committee, subject to the terms and conditions of a permit to be issued by the U.S. Fish and Wildlife Service. This will be done on a case by case basis in situations where an over population of Canada geese may result in an impact on human health and safety, such as potable water contamination,bird aircraft strikes,disease transmission or other situations as determined by WMC members. Agency and corporate participants acknowledge by approval signature (below) that their participation includes a request to WS for direct assistance through the removal of Canada geese, and will rely on the experience and expertise of WS to identify locations where goose removal is appropriate. Participants may identify locations where control is not to be carried out. Approved by: for Agency Date: WS will provide an annual report to the members of the WMC which will include information regarding egg addling,the general location of nests and number of eggs addled, number of geese removed, difficulties encountered and whatever other information would be valuable to the WMC. 2005 will be the thirteenth year of an egg addling program and the sixth year utilizing ' "lethal control'. All methods and tools utilized to accomplish addling and "lethal control' activities in 2004 will again be used in 2005. A census of urban Canada Geese will be conducted during 2005,however as in 2004 these census counts will be expanded using staff from local agencies and participants at times and places to be specified. Where possible, educational programs will be initiated to inform the public about urban Canada Geese, the associated problems, and the efforts of this connnittee at addressing those problems. i SECTION III-RESPONSIBILITIES ' Each party, represented on the Waterfowl Management Committee, as shown on Exhibit , "A", and incorporated by reference herein,will share in the ongoing review of the programs carried out by WS. , Each party agrees that if necessary,an Oversight Committee will be appointed to monitor and report back to the general committee on a regular basis. Three members of the Committee ' will make up the Oversight Committee chaired by the City of Seattle representative. SECTION IV-COMPENSATION ' The total cost of the 2005 waterfowl management program shall not exceed Thirty two thousand, one hundred sixty dollars ($32,160.00). , Each party shall contribute to the financial costs of the program as shown in Table I. SECTION V-TERM AND EXTENSION ' The Term of this Agreement is from January 1,2005 to December 31,2005. This , Agreement may be extended in time,scope or funding by mutual written consent from all parties referenced herein. SECTION VI-TERMINATION ' This agreement may be unilaterally terminated by any of the parties referenced herein or Wildlife Services upon presentation of written notice to the Oversight Committee at least 30 days ' in advance of the severance date shown in Section V. Should tennination of this agreement occur without completion of the egg addling,each party shall pay only its' pro rata share of any expenses incurred under the agreement at the date of the termination, and each party shall receive copies of all products resulting from the addling activities up to the time of the termination. SECTION VII-DELIVERABLE Wildlife Services will make every effort to conduct a 1,000-2,000 egg addling program. Field conditions or changing condittons may increase or decrease these numbers. Lethal control will be implemented as necessary and the total numbers are established by ' the U.S. Fish and Wildlife Service Pen-nit Participants will receive a report on the number of eggs addled and geese euthanized in , 2005. 4 ' 1 SECTION VIII-FILING 1 As provided by RCW 39.34.040,this agreement shall be filed prior to its entry and force with the City or County Clerks of the participating parties,the County Auditor and the Secretary of State, and, if found to be necessary,with the State Office of Community Affairs as provided by RCW 39 34 120. 1 SECTION IX- LIABILITY Each party to this agreement shall be responsible for damage to person or property 1 resulting from the negligence on the part of itself, its employees, its agents or its officers No party assumes any responsibility to another party for the consequences of any act or omission of any person, finn, or corporation not at party to this agreement. i 1 1 1 1 1 1 i 1 5 1 EXHIBIT A ' 2005 WATERFOWL MANAGEMENT COMMITTEE PARTICIPANTS , Cityof Bellevue....................................................................................................... ........Pat Harris , Cityof Kent.............................................................. ......................Quientin Poil ' Cityof Kirkland...........................................................................................................Mike Metteer ' City of Mercer Island........................................................................................................Mike Elde City of Mountlake Terrace...........................................................................................Don Sarcletti ' City of Renton ........ ...............................................................................................Terrence Flatley Cityof SeaTac ............................... ................................................................................Curt Brees City of Seattle Department of Parks and Recreation.............................................. Barbara DeCaro City of Woodinville.......... ................ .. .... .........................................Brian Meyer University of Washington................................ ............ .....................................Charles Easterberg U.S.D.A. Wildlife Services...........................................................................Mike Linnel , U.S.D.I. Fish and Wildlife Service...............................................................................Brad Bortner 1 6 ' r TABLE i rAGENCIES CONTRIBUTIONS City of Bellevue 2410 City of Kent 2410 City of Kirkland 2410 City of Mercer Island 2410 City of Mountlake Terrace 2410 ' City of Renton 2410 City of SeaTac 2410 City of Woodinville 2410 Seattle Department of Parks and 3700 Recreation rCity of Woodinville 2410 University of Washington 2410 ' All checks will be made payable to the USDA-APHIS-ADC,earmarked for the Wildlife Services and sent to the following addresses. Mr Roger Woodruff State Director-Wildlife Services Program U S.Department of Agriculture 720 O'Leary Street Northwest Olympia,Washington 98502 (360)753-9994 In case of procedural questions regarding this project,please contact: Maggie Rayls,Administrative Officer Wildlife Services Program (360)753-9884 FAX: 753-9466 rFor questions regarding implementation of control measures and census,please contact: Mike Luinell 360-753-9884 mike.alinnell a usda gov SECTION X. -SEVERABILITY ...If any section of this agreement is adjudicated to be invalid,such action shall not affect the validity of any section so adjudged This agi eement shall be executed on behalf of each party by its authorized representative. It shall be deemed adopted upon the date of execution by the last so authorized representative. r 7 r This agreement is approved and entered into by the undersigned county and local government ' units, uruversity and other private parties. 1 City of Bellevue City of Renton By By. , Patrick Poran,Director of Paiks and Community Jesse Tanner,Mayor Services Date- Date City of Kent City of SeaTac ' By By John Hodgson,Director Calvui Hoggart,City Manager Date: Date: 1 City of Kirkland Seattle Department of Parks and Recreation 1 By By: Day id Ramsey, City Manager Kenneth R.Bounds,Superintendent Date Date. City, of Mercer Island City of Woodinville By By. ' Rich Conrad,City Manager Donald D Rose,City Manager­ Date- Date University of Washington City of Mountlake Terrace By: By Karen VanDusen Name/Title. Director of Env Health& Safety Date. Date 1 i 1 1 8 � WORK PLANIF[NANCIAL PLAN Cooperator: Waterfowl Management Committee(WMC) tContact: Barb DeCaro, 206-615-1660 Cooperative Service Agreement No.: 05-73-53-2065 (TF) Accounting Code: 58373-53729 aLocation: King and Snohomish Counties Dates: January—December 2005 In accordance with the Cooperative Service Agreement between the Waterfowl Management Committee and the United States Department of Agriculture(USDA), Animal and Plant Health Inspection Service (APHIS), Wildlife Services (WS),this Work Plan sets forth the objectives, activities and budget of the wildlife control activities for the period of January—December 2005. Program Objective/Goals To reduce/alleviate property damage and human health and safety concerns including contamination of potable water and recreational areas for the entities of the WMC. WS will provide a wildlife damage management program which will include techmcal assistance, population monitoring, and population control (reduction in the number of geese utilizing certain areas). Plan of Action 1. APHIS-WS will provide technical assistance upon request, including on-site evaluation of problem areas. 2. APHIS-WS will conduct monthly surveys of Canada geese in the Seattle area according to the established survey route. Additional surveys may also be conducted. ' 3. APHIS-WS will conduct a direct control program (egg addling and lethal control) to reduce damage in designated areas as requested by WMC participants. 4. Each member of the WMC will indicate to APHIS-WS whether their participation includes a request to APHIS-WS to remove Canada geese. Participants will rely on the experience and expertise of APHIS-WS to identify locations where egg addling and goose removal is appropriate. Participants may identify locations where control is not to be carried out 5. Direct control piojects will be conducted during the period,March through August 2005. During nesting season, WS will conduct an egg addling program within the junsdictional boundaries represented by the WMC. During the mott season, flightless geese will be captured in drive traps and euthanized. Alternative methods for goose removal that are analyzed and discussed in the Environmental Assessment for Management of Conflicts Associated with Non- migratory(Resident) Canada Geese in die Puget Sound Area may also be used. 6. APHIS-WS will be responsible for disposal of Canada geese. 7, APHIS-WS will provide a status report to members of the Inter-local at the annual WMC meeting. Entities of the WMC will provide assistance with security measures, including police protection if requested by APHIS-WS 8. The District Supervisor in the APHIS-WS District Office in Poulsbo will supervise this project , and can be reached at Area Code(360) 337-2778. Roger Woodruff, State Director, Olympia, WA,will monitor this project and can be reached at Area Code(360) 753-9884. , 9. In accordance with the Debt Collection Improvement Act(DCIA)of 1996,bills issued by APHIS-WS are due and payable within 30 days of receipt The financial point of contact for , this Work Plan/Financial Plan is Roberta Bushman, Administrative Officer,who can be reached at 360-753-9884. BUDGET Listed below are the costs of the wildlife control program outlined above: , Salary&Benefits $ 24,660 Vehicle Use 4,000 Supplies 1,500 Travel 2,000 TOTAL $ 32,160 WATERFOWL MANAGEMENT COMMITTEE 1600 DAKOTA STREET SEATTLE,WA 98108 Date , UNITED STATES DEPARTMENT OF AGRICULTURE i ANIMAL AND PLANT HEALTH INSPECTION SERVICE WILDLIFE SERVICES State Director, WA/AK Date Director, Western Region Date r i Kent City Council Meeting ' Date June 21, 2005 Category Consent Calendar 1. SUBJECT: POOL/RECREATION FACILITY FEASIBILITY STUDY CONTRACT —AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign the consultant agreement with GreenPlay, LLC to conduct a pool/recreation facility feasibility study in the amount of$67,000. The Parks, Recreation and Community Services Department will be conducting a feasibility study to provide options relating to a pool/recreation facility in Kent. GreenPlay, LLC has been selected from fourteen consulting firms to assist with the feasibility study. The Parks Director recommends entering into an agreement with GreenPlay, LLC for the feasibility study, upon review by the City Attorney. 3. EXHIBITS: Consultant agreement with GreenPlay, LLC 4. RECOMMENDED BY: Parks and Human Services Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? N/A Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6D • KENT wa» »ot ow j CONSULTANT SERVICES AGREEMENT between the City of Kent and I GreenPlay, LLC THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and GreenPlay, LLC organized under the laws of the State of Colorado, located and doing business at 3050 Industrial Lane, Suite 200,Broomfield, Colorado, 80020, 303-439-8369 (hereinafter the "Consultant"). 1. DESCRIPTION OF WORK. Consultant shall perform the following services for the City in accordance with the following described plans and/or specifications. Conduct a ConimunityAquatics/Recreation Center Feasibility Study, as noted in Exhibit A j Consultant furthei represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices in effect at the time those services are performed. Il. TIME OF COMPLETION.The parties agree that work will begin on the tasks described in 1 Section I above immediately upon the effective date of this Agreement Upon the effective date of this Agreement, Consultant shall complete the work described in Section I by November 30, 2005. III. COMPENSATION. A. The City shall pay the Consultant,based on time and materials, an amount not to exceed Sixty Seven Thousand Dollars and no cents($67,000.00) for the services described in this Agreement. This is the maximum amount to be paid under this Agreement for the work described ui Section I above, and shall not be exceeded without the prior written authorization of the City in the form of a negotiated and executed supplemental agreement. The Consultant agrees that the hourly or flat rate charged by it for its services contracted for herein shall leniain locked at the negotiated rate(s) for a period of one (1) year from the effective date of this Agreement. The Consultant's 1 billing rates shall be as delineated in Exhibit Exhibit A . B. The Consultant shall submit monthly payment invoices to the City for work performed, and a final bill upon completion of all services described in this Agreement. The City shall provide payment within forty-five(45) days of receipt of an invoice If the City objects to all or any portion of an invoice, it shall notify the Consultant and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will munediately make every effort to settle the disputed portion. IV. INDEPENDENT CONTRACTOR.The parties intend that an Independent Contractor- Employer Relationship will be created by this Agreement and that the Consultant has the ability to control and direct the performance and details of its work,the City being interested only in the results obtained under this Agreement. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. After t ennination,t he C ity m ay t ake p ossession o f a 11 r ecords a nd d ata w ithin t he Consultant's possession pertaining to this project, which may be used by the City without restriction If the City's use of Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the Consultant. VI. DISCRIMINATION. In the hiring of employees for the performance of work under this ' Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the Consultant or subcontractor shall not,by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory,mental, or physical disability,discriminate against any person who is qualified and available to perform the work to which the employment relates Consultant shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. VII. INDEMNIFICATION.Consultant shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits. including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Consultant and the City, its officers,officials,employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE,TITLE 51 RCW,SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B. attached and incorporated by this reference. IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work under this Agreement. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents, drawings, designs, reports, or any other records developed or created wider this Agreement shall belong to and become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents,and files available to the City upon the City's request The city's use or reuse of any of the documents, data and files created by Consultant for this project by anyone other than Consultant on any other project shall be without liability or legal exposure to Consultant. XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor with the authority to control and direct the perfonnance and details of the work authorized under this Agreement, the work must meet the approval of the City and shall be subject to the City's general right of inspection to secure satisfactory completion. XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials,tools, or other articles used or held for use in connection with the work. XUL MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3 80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference maybe available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or reluiquislunent of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing _Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute,difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, in addition to any other recovery or award provided by law, provided,however,nothing in this paragraph shall be construed to limit the City's right to indemnification under Section VII of this Agreement. D. Written Notice.All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three(3)business days after the date of mailing by registered or certified marl, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing E. Assignment Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment,the terns of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent. F. Modification No waiver, alteration, or modification of any of the provisions of this Agreement 1 shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H Compliance with Laws The Consultant agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Consultant's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance , of those operations IN WITNESS, the parties below execute this Agreement, which shall become effective on the last ' date entered below. CONSULTANT: CITY OF KENT: By: By: (s+gnnnn e) (s+gnnrm e) Print Name: Print Name: Jim White Its Its Mayor (Pale) (Title)DATE: DATE: NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: CONSULTANT: CITY OF KENT: Chris Dropinski Lori Hogan,Supt. Recreation&Cultural Services GreenPlay, LLC City of Kent 3050 Industrial Lane, Suite 200 220 Fourth Avenue South Broomfield, CO 80020 Kent, WA 98032 303-439-8369 (telephone) (253) 856-5050 (telephone) 303-439-0628 (facsimile) (253) 856-6050 (facsimile) APPROVED AS TO FORM: Kent Law Department p:Admin/Contract/GreenPlayLLCConsultant Agreement CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE- January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jun White, Mayor POLICY: tEqual employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement Contract Compliance Officers will be appointed by the Directors of Planning,Parks, and Public Works Departments to assume the following duties for their respective departments 1. Ensuring that contractors, subcontractors,consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws,policies and guidelines. 1 EEO COMPLIANCE DOCUMENTS-2 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the Agreement I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date)_, 1 between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part i of the before-mentioned Agreement. i Dated this day of ,200^ By. , For: Title: Date: 1 1 EEO COMPLIANCE DOCUMENTS-3 ' DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity.As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies tThe following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines,it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex,race,color, national origin,age, or the presence of all sensory, mental or physical disability 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 4. During the time of the Agreement I,the prime contractor,will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me,the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. Dated this day of 200_. By For: Title: Date: EEO COMPLIANCE DOCUMENTS- t lei h&A Proposalfor ar - KENT ` W A S H I N G T O N j Community Aquatics/Recreation Center , Feasibility Study June 2, 2005 4REEIVPLAYLLC The Leading Edge In Parks,Recreation And Open Space Consulting Helping You Achieve Your Goals Contact: Chris Dropinski Senior Principal and Managing Member 'P^ 3050 Industrial Lane,Suite 200 Broomfield, CO 80020 303439-8369 � Direct: 303-870-8674 ' FAX: 303-439-0628 Email: chrisd@greenplayllc.coin www.greenplayllc.com , w="mzay�k'��` � t3050 Industrial Lane, Suite 200 Broomfield,CO 80020 Phone: (303) 439.8369 FAX: (303) 439-0628 Email: Iii-fo@GreenPlayLLC.com www.GreenPlayLLC.com June 2, 2005 Mr.John Hodgson, Director Ms.Lori Hogan,Project Manager and Recreation and Cultural Services Superintendent City of Kent Department of Parks, Recreation and Community Services 220-4th Avenue South Kent, Washington 98032-5895 Dear John and Lori: We are honored to submit this proposal to work with the City of Kent, Washington and the staff members with the Department of Parks, Recreation and Community Services to conduct a Community Aquatics/Recreation Center Feasibility Study. Attached are the proposed Scope of Services Schedule and Preliminary Budget based on our present understanding of your needs. This proposal is based on our interpretation for what we feel will result in a successful effort,however we are happy to discuss changes to the approach prior to contract signing. This proposal is valid for a period of 90 days from today's date. We understand and have addressed your need for completion of this project around the end of October for the draft report and presentation to the Board, with the final product to be complete by mid November. I will be in the Kent area on June 6-71h and would be pleased to meet with you to discuss the details of our proposal. Thanks so Much for your interest in our work, we look forward to getting started! Sincerely, Chris Dropuiski Senior Principal and Managing Member Limn Line 303-439-8369 Ccll Pihone: 303-870-8674 tGREENPLAY« ' ne�nnrobh.r n.w wa.rw �M•.sw..cwn.uM Proposal Kent,WA-Feasibility Study 2 THE PROJECT SCOPE AND SCHEDULE We will begin in June 2005,immediately upon contract signing, and have it completed within five months, with a draft pieliminary report completed by October 30,2005. VVe can have our team members available to complete the project as proposed. Final Length of project will be determined by the final scope and is influenced by the time dedicated to public meetumgs,presentations and time for approvals. 'M " 1,00 NOWOft, MUNA 11 aR A. Start U B. Community Involvement Process 1.Public Process-Focus Groups X 2.Staff Interviews-plan reviews 3. Optional Survey , C. Market and Program 1. Demographics and Trends Analysis 2.Inventory and Evaluation of Assets 3.Site Analysis 4. Market Analysis 5. Community X , Priorities/Concepts/Models D. Public-Private Partnerships 1.Alternative funding , 2.Partnership Opportunities E. Plarming and Cost Analysis 1.Pricing and Cost Recover 2. Draft Project Estimates 3. Draft Business Plan 4.Summary of Financial Analysis X F. Action Program and Schedule 1. Refine the Vision 2. Develop Action Steps 3.Funding Strategy 4. Develop Timeline G. Final Report and Presentations 1. Compile Findings 2. Final Presentation X X=Anticipated time for Team Member s to have meetings and make presentations GREENPLAKC , IRn1.Muy Fl/eln Pare Heevlron .UbOpm SPaee[nvraay Proposal: Kent,WA-Feasibility Study 3 ' i 1 THE GREEMPLAY TEAM Karon Badalamenti, CPRP and Principal and Project Manager, will lead the process and manage the sub-consultants. Chris Dropinski, Senior Managing Principal will be the Pi incipal in-Charge performing as the primary contact for project oversight and will work to ensure that the plan is implemented and successful GreenPlay's Statement of Qualifications that was previously sent includes resumes for all GreenPlay consultants. THE SUB-CONSULTANTS ' Keith Hayes, Principal with Barker Rinker Secat Architecture;David Thomas, Principal-in-Charge and Project Manager with Annbia Architecture, Inc.; and Doug Whiteaker, Principal with Water Teclulology, Inc will round out the team. The Statement of Qualifications that was previously sent includes resumes for all sub-consultants. COST GreenPlay establishes rates to inclusively cover the salaries of the professional project team members and of support staff who enable them to function effectively and efficiently. We consider the prevailing rates in our industry and the level of specialized expertise that we provide. As a baseline,GreenPlay's hourly rate is $125 per hour for all contracted professional consulting services. While this hourly rate may sound high relative to typical governmental pay rates, when considering the costs for implementing additional experienced and professional full-time staff, benefits, insurances, office space,computers and equipment,support staff, utilities, etc.,we find that this rate is usually comparable to or lower than an agency would spend for in-house staff. An additional benefit is that when the project is finished, the expense ends. For projects that include more than 100 hours of work, such as this one,we recommend using a Firm-Fixed Price model for compensation. This means that the contract is preliminarily based on a projected number of hours,but that the compensation is actually based on completion of pre-determined contracted tasks or Scope of Work within a pre-specified timeline. This usually works well for the client In that they will get all the work done that they need, regardless of how many hours during the timeline that it takes to do it. In the event that the contracted Scope of Work is changed by the client during the course of work, GreenPlay can adjust total contract fees accordingly based on a$125 per hour fee. dREEHP1aY« MleaOxp F/K In Parlf RedNga 4/OReRpae Gnn.vuiy Pioposal: Kent,WA-Feasibility Study 4 Our rates include: , • Professional staff salaries • Taxes, employee benefits, and Worker's Compensation • Administrative support staff and supplies,and local travel • All office overhead, equipment, utilities, and insurances Rates may not include (unless specified in the Scope of Work): • Travel outside of the Metro Denver Area- (for this project we have built necessary hips into the specific task costing) • Materials and services outside of the pre-specified scope of work(may include extra requested copies and printing of work products) GreenPlay typically submits an invoice for payment to the Project Manager/primary contact person on a monthly basis. Each invoice includes a brief description of the services provided and percentage of Scope completed to date. Invoices past due over 60 days will accrue 1.5`Yo interest per month. Other structures for compensation and payment can be negotiable and discussed prior to contract award. Optional Services: Leisure Vision- A Division of ETC Institute Ron Vine,Vice President Leisure Vision has conducted more than 100 needs assessments surveys for parks, recreation and open space short and long range strategic plaluung efforts, master planning efforts, and feasibility studies for conununity centers, family aquatics centers community parks and trail systems. GreenPlay has worked with Ron on many of our Master Planning and Needs Assessment projects. His firm does excellent work that helps us understand the needs and desires of not only the users of your facilities, but also the non-users,who are also your taxpayers and voters. Statistically-Valid Survey Cost: $13,300 We believe that a statistically-valid survey is crucial in getting reliable information from your community, both as a baseline for setting realistic and achievable goals in the Feasibility Study We believe it is the only method that gives us statistically valid information, not only from the users, but from your non-users who are also taxpayers and voters. GreenPlay typically works with Leisure Vision, a firm that specializes in creating,performing, and analyzing these types of surveys. Leisure Vision is the top survey research firm in the GREENPIAYIc me U,aq tnor�.nn,uoenon ,.ehvn to.ret�m,., Proposal: Kent,WA-Feasibility Study 5 United States for parks, recreation,open space and other types of planning research, and they have been doing this specific type of analysis for many years. Working with GreenPlay,LLC, Leisure Vision will administer a statistically valid random sampling Needs Assessment Survey of a minimum return of 400 households in the planning area. The number of surveys mailed will be sufficient to achieve this statistically-valid result. The survey will be administered by mail with phone follow up if needed to obtain desired valid results. Leisure Vision specializes in conducting survey research that assists clients in prioritizing the unmet need for outdoor and indoor facilities, developing level of performance standards,voter referendums, and other 1 strategic issues to assist"Decision makers in making better decisions." Questions on the survey will be developed in partnership with GreenPlay project staff and Kent, WA. The survey instrument will be administered at a timeline within the project where the information can best be used to help break down barriers and build consensus. Overall results for the entire survey of the 400 households will have a 95% level of confidence with a margin of error of+/-5% overall. If desired, we can additionally prepare the results for up to 3 sub- geographical areas of the City with an inequitable return from each sub-area. Leisure Vision will guarantee the completion of at least 400 surveys for the entire City. Should we complete more surveys,those will be processed at no cost to the City. The Importance/Satisfaction Matrix is included as well as Sub Analysis/Banner Crosstabultaion Analysis, National Benchmarking and a formal report with charts and graphs. As a value added, if Kent,WA decides that there is merit in 3 zones, Leisure Vision will include the additional zone for no additional charge; however, this decision will need to be determined prior to conducting the survey. The survey instrument will be 5-6 rages in length. This allows for between 22-28 questions to be asked, with many of the questions having multiple components. The phone survey will take approximately 15 minutes to administer. tHow Residents Find Out About National Benchmarking (Included) Recreation Programs 1 Leisure Vision has an unparalleled 37% database of more than 50,000 survey DepelkweeW81OCM1e.VW3 36e16 FnentlslCo-W°rken responses from community services and Ne.dVC W.rkers /orecreation and parks needs assessment �e o °^visa°o ora�esurveys fioui cone nunities across the umby 9,pcountry Benchmarkinng"NationalWeb sae GREENPIAY« 0% 10% 2D% 30% 40% rb(e°Ap EheNIM,RnrW/w �Wtnnaieenchmarks •YO)n SpM4w.ny 9..v 11Cle.w Mrb Rney(.nwy Proposal: Kent,WA-Feasibility Study 6 Averages" have been developed for numerous strategically important recreation plaiu-iing and management issues including- customer satisfaction and usage of recreation programs; methods for receiving marketing information regarding recreation programs;reasons that prevent members of households from using recreation programs and facilities more often;priority recreation programs, outdoor and indoor recreation facilities to improve or develop; priority programming spaces to have in planned community centers and aquatic i facilities;etc. This information will be provided as compared to survey findings • from the District to aid in the planning process and consensus development. Importance-Satisfaction Matrix and Ratings (Included) Leisure Vision can develop an Importance-Satisfaction Matrix to display the perceived importance of core services against the perceived quality of service delivery. Leisure Vision currently provides this analysis for many governmental organizations. The I-S(Importance-Satisfaction) matrix will allow GreenPlay and the Parks and Recreation officials to further analyze the survey data to meet priorities, identify areas of concern and where the Department is exceeding community expectations,and those areas that are lower in priority. The hmportaxice-Satisfaction Rating is a strong tool that is used by Leisure Vision and GreenPlay to help public officials use survey data to help set organizational priorities. More than 70 agencies currently use Leisure Visions I- S Rating for this purpose. The Importance-Satisfaction Rating is based on the concept that organizations will maximize their impact on the community by emphasizing improvements in those areas where the level of satisfaction with a service is relatively low and the perceived importance of the service is relatively high. Leisure Vision began using Importance-Satisfaction analysis in the 1980's to allow civic and governmental organizations the ability to assess the quality of service delivery During the past twenty years, Leisure Vision has continued refining the analysis to maximize its usefulness as a decision-making tool. An example that was developed for the City of Fort Worth,Texas is provided below. Based on this analysis,the City of Foit Worth identified outdoor swimming pools and walking/biking trails as the top two priorities for the City's parks and recreation system. GREENPIAKC , iPe(eMMfl✓U[kPM,flrkAFv MO,[n SPa[LduoM, Proposal: Kent,WA-Feasibility Study 7 i 1 t Importance-Satisfaction Rating City of Fort Worth - 2003 PARKS and RECREATION Importance- 20031-S tdast Most luq,anaut hupnr+ant Satisfaction Satisfaction Satisfaction Rating Category of Sewlce '. Rank •. Rank Rating Rank Hr.rh Prforrry(!5 u+•201 Outdoor Swimming pools 200/r 5 270A 14 0.1460 1 Number ofwalkinglbilingtrails 24% 2 49% 9 0.1224 2 Quality of Facilmes at City Parks 24`%a 2 54`%. 4 0.1104 3 The City's youth athletic programs 191% 6 450/. 10 0.1045 4 hfe.lutrrr Puodn-11S! 7,M Indoor Swmmrng Pools 13% 9 25%,. 15 0.0975 5 Maintenance of City parks 27`%a 1 67% 2 0.0891 6 Summer Recreation Programs 14'%a 8 44% 11 0.0724 7 The number of City parks 17'% 7 54% 4 0.0782 3 Maintenance of Community Centers 11`%a 10 56a/a 3 0.0434 9 City libraries 21% 4 79% 1 0.0441 10 The City's adult athletic programs 7`% 13 391%. 13 0.0427 11 Availability of Meeting Space 8% 11 511% 3 0-0392 12 Outdoor athleticfields SIX. 11 52% 6 0,0324 13 I Ease of registering for programs 5% 14 42% 12 0.0290 14 City Golf Courses 5% 14 5 X. 6 0.0240 15 Geocoding of Surveys (Optional) Dissatisfaction with Me Number of Chy Playgrounds Cost: $1,750 ! Leisure Vision has capabilities to geocode phone surveys.Geocoding allows =A addresses of returned surveys to be coded to allow for surveys to be ! Or ' I identified and imported by the consultant team and the City into a geographic information system. Geocoding allows the couununity a visual picture of survey responses for J Lr�- presentations as well as strategic analysis and decision making.For example geocoding can show where gaps exist in satisfaction levels for various recreation programs, indoor and outdoor recreation facilities,marketing,etc. GREENPL4KC AM pye,SpKe CmvMrp Proposal: Kent,WA-Feasibility Study g . t Videoconferencing- Additional Meetings For additional team meetings outside the four scheduled on site visits for meetings and presentations, videoconferencing through Arabia Architecture, Inc.'s offices is available with a cost provided per two hour meeting. Cost: $1,150 per two hour meeting Additional Site Visits GreenPlay consultants are available for additional on site meetings with staff, Board, or public presentations if needed. Cost: $1,500 per day per consultant,plus travel expenses d REENPIAY« j n uu�•Lea<.q£epC,h j. �m ������ Proposal: Kent,WA-Feasibility Study 9 „� v •', a " E a�lf h a �������. r :�� a J. = I � - �• S1 ��a � k +�.t d� ' t GreenPlay GP BRS BRS Arr is Leisure Total ins lri s Vision A- Start Up 8750 $750 B. Community Involvement Process 1 PublicProcess-FocusGroups $3,9501 X I 1 1 $1,500 1 $5,450 2 StaffInterviews-planreview $750 $750 C. Market and Program 1 Demographics and Trends Analysis $1,500 $1,500 2.Inventory and Evaluation of Assets $438 $2,500 1 $1,000 $3,938 3 Site Analysis $325 $2,5D0 $5D0 $3,325 4, Market Analysis $2,500 $2,500 5 CommumtyPnordies!Concepts/Modets $2,700 X $3,200 X $5,900 0.Public-Private Partnerships 1 Alternativefunding $1.250 $1,250 2 Partnership opportunities $1.5001 1 1 1 1 $1,500 E Planning and Cost Analysis 1 Pricing and Cost Recovery $875 $875 2 Draft Project Estimates $312 $3,675 $3,987 3 Draft Business Plan $2,750 $2,750 4 Summary of Financial Analysis $1,875 X $3,200 X J $5,575 F. Action Program and Schedule 1 Refine the Vision $375 $375 2 Develop Action Steps $875 $1,825 $2,700 3 Funding Strategy $1,750 $1,500 $3,250 4 Develop Timeline $750 $750 G. Final Plans and Presentations 1 Compile Findings $1,125 1 $1,000 $2,125 2 Final Presentation-10 copies of the Final Plan* $2,700 X $2,700 %offproject �rWUM 56% 37'/, 7% 0% 100% p Add visits/GP learn member$1,500/day+travel exp $1,500 TBD Videoconferencing-$1.150/2 hour meeting total $250 $450 $450 TBD Water Technology-detailed aquatics assessment TBD Statistically-Valid 15 min 5-6pg Survey-400 with unequal d,stribution in 2 zones-+1-5%-IS matrix $1,500 $3D0 $11,500 $13,300 Additional to go to 3 zones-value added,no charge $0 $0 Geocodmg $250 $1,500 $1,750 tt rY y,",q�;YtlX.c;IGL71:&E.Nvre'v'*�:vy�o'�+tlr3^srrErrti'�,zwt'+ +-L.'#;4s��i4 Ovn}Fy, dco-a3:tis.I;+r- -„�«a •1-'.>t-+x,�s •r.:.)+;rt cQiti itb,?e agNilii, 'Additional copies are available al prevailing rates at the lime of request This prvlect is billed as Firm-Fixed Fee,meaning that all travel and reimbursables are built into the per task cost. GREENPIAKC Ih Leitlmp Elpe MPafi Imxlr> MpOyn Spa,i[ezutm/ Pioposai Kent,WA-Feasibility Study 10 ADDITIONAL DETAILS Equal Employment Opportunity and Woman-Owned Business Our firm will not discriminate against any employee or applicant for employment because of race,color,religion, gender, sexual preference, physical disability, or national origin. We take action to ensure that applicants are employed and that employees are treated equally during employment, without regard to their race, color,religion,gender,sexual preference, physical disability, or national origin. Such action includes but is not limited to the following: employment upgrading; demotion, promotion or transfer; recruitment or recruitment advertising;layoff or termination; rates of pay or other forms of compensation; and selection of training, including apprenticeship. GreenPlay, LLC,is a 100% Woman-Owned Business. Workload and Availability GreenPlay hexeby asserts that professional staff is available to perform the duties as described herein within the proposed timelines. If for some reason a listed team member should become unavailable during the course of the project, GreenPlay would provide a suitable replacement, with the understanding that Kent, Washington would have final approval of any new team members, and training time for any new staff would not be charged to you. SUMMARY Thank you very much for the opportunity to present this fee proposal for a Community Aquatics/Recreation Center Feasibility Study to you. We look forward to working with the Department of Parks,Recreation and Community Services in Kent, Washington. GREENPLAY« �n.t.wn.,ny.wntir R.nno. AN men VxeGrc.IliA Proposal: Kent,WA-Feasibility Study it l EXHIBIT B INSURANCE REQUIREMENTS FOR CONSULTANT SERVICES AGREEMENTS Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned,hired and]eased vehicles Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations,personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shalt be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than$1,000,000 each occurrence, $1,000,000 general aggregate and a $1,000,000 products-completed operations aggregate linut � i 1 l 1 EXHIBIT B (Continued) C. Other Insurance Provisions The insurance policies are to contain,or be endorsed to contain,the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 2. The Consultant's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty(30) days prior written notice by certified mail, return receipt requested,has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies(except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than AN IL II. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessanly limited to the additional insured endorsement, evidencing the insurance tequirements of the Consultant before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: LOCAL & LONG DISTANCE TELEPHONE SERVICE VENDOR— AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign a one-year contract with World Communications, Inc. (WCI), for local and long distance telephone service that replaces the City's current agreement with Focal Communications, subject to City Attorney approval of contract documents. Change our Local and Long Distance Service vendor from Focal Communications (Focal) to World Communications, Inc. (WCI), a reseller of Focal local and long distance services. The new rates will save the City approximately 18% (depending on usage) for local and long distance telephone service. 3. EXHIBITS: Memo to Operations Committee and WCI Contract documents 4. RECOMMENDED BY: Operations Committee 6/7/05 (Committee, Staff, Examiner, Commission, etc) 5. FISCAL IMPACT Expenditure? Yes Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue• Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6E +� INFORMATION TECHNOLOGY Stan Waldrop, Director KEN T Phone: 253-856-4600 W A S H I M O T O N Fax 253-856-4700 Address: 220 Fourth Avenue S. Kent, WA 98032-5895 June 7, 2005 TO: Kent City Council Operations Committee FROM Stan Waldrop, Information Technology Director THROUGH: Mayor Jim White SUBJECT: Change Local and Long Distance Service Vendor MOTION: I move to authorize the Mayor to sign a 1 year contract with World Communications Inc. (WCI), for local and long distance telephone service that replaces the City's current agreement with Focal Communications, subject to City Attorney approval of contract documents. SUMMARY: Change our Local and Long Distance Service vendor from Focal Communications (Focal),to World Communications Inc. (WCI), a reseller of Focal local and long distance services BUDGET IMPACT: Included in the current operating budget. BACKGROUND: The City currently obtains local and long distance telephone service through Focal. WCI is a reseller of Focal telecommunication services and can offer the City lower rates because of the volume business that they do with Focal. Because of WCI's relationship with Focal, Focal has agreed to terminate the City's current agreement with no penalty and allow the City to enter into an agreement with WCI under the same terms but with reduced rates The new rates will save the City approximately 18% (depending on usage) for local and long distance telephone service. ATTACHMENTS: WCI Contract Documents WCI t Service Agreement THIS AGREEMENT, DATED,May 11, 2005 is entered into between World Communications Inc , 190 Queen Anne Avenue North, Suite 250, Seattle, WA 98109, for and on behalf of its regional operating subsidiaries that will provide services hereunder (each such subsidiary is referred to as "WCI,"or"Vendor"), and the City of Kent, 220 Fourth Ave S.,Kent, WA 98032 (hereinafter referred to as the"City"). 1. General. (a) This Agreement governs WCI's provision of local dial tone and long distance services to the City or its affiliates under any service order from the City or an affiliate accepted by WCI (each, a"Service Order") (b) WCI shall meet the performance specifications, if any, contained in respective Service Orders. If performance specifications are not contained in a Service Order, WCI's performance will meet prevalent industry standards for equivalent services. The prevalent performance standards for the provision of this service include 99 999% availability of service throughout the life of this Agreement. (c) The City will cooperate with WCI to enable WCI to fulfill its obligations under this Agreement and associated Service Orders (e g , The City will afford WCI safe and reasonable access to the City's premises to enable WCI to use the City's Proprietary Network Information("CPNI") to offer additional services and otherwise assist the City. If WCI installs any equipment at the City's premises, it shall remain the property of WCI and the City shall be responsible for any loss or damage to such equipment,unless such loss or damage is caused by WCI's negligence or willful misconduct 2. Prices and Payments (a) Prices are set forth in the material attached Service Order. WCI may increase prices effective after the initial term of a Service Order upon 90 days notice. If, during the term of this Agreement, WCI offers a lower price for similar service to a similar size client, with similar volume commitments,with similar capital expenditures, other than a short term promotional rate, WCI will immediately reduce the City's price to the same amount. WCI will invoice monthly for all services and payment shall be due 45 days after receipt by the City of the invoice. (b) The City shall pay recurring charges monthly in advance and usage charges monthly in arrears. (c) The City will be liable for recurring charges as of the date that service is accepted by the City, such acceptance not to be unreasonably withheld (d) If the City requests that WCI make a service call to the City's premises, WCI may charge rates as detailed in the Service Order for on-site service if WCI determines that the service call was necessary due to actions by the City or - 1 - I another third party,other than any Local Exchange Carrier(LEC) from which WCI is purchasing transport services to deliver WCI services to the City. 3. Credits. (a) The City shall receive a credit equal in amount to(i) one days recurring charges for any circuit where a Service Interruption of such circuit of a duration of 4 hours or less occurs in any calendar month and(it)one month's recurring charges where a Service Interruption of such circuit of a duration in excess of 4 hours occurs in any calendar month. "Service Interruption"means that the affected circuit is unusable and not in use by the City as a result of the failure of WCI-controlled equipment or personnel or the failure of equipment or personnel at the LEC from whom WCI is purchasing services of the City. A Service Interruption shall not occur or continue if the interruption occurs because of a failure in equipment that is not under WCI's control or circumstances outside the control of WCI, other than as stated in the previous sentence If WCI provides a reasonable notice that a service disruption will occur to enable WCI to perform maintenance, such service disruption will not be considered a Service Interruption. 4. Order of Documents. In the case of inconsistencies or disputes among this Agreement,the City's RFP,and Focal Communications' Response to the RFP,the following order of precedence shall prevail in descending order of priority. (a) This Agreement and any written and fully signed authorized amendments thereto. (b) Focal Communications' Response to the RFP and any authorized written amendment or clarifications thereto. (c) The City's RFP and any written amendments thereto. To the extent any terms or conditions of this Agreement are invalid under any applicable statute or rule of law, they are deemed to be omitted and the remaining provisions of this Agreement shall not in any way be affected or impaired 5. Independent Contractor. The parties intend that an Independent Contractor-Employer relationship will be created by this Agreement,the City being interested only in the results obtained under this Agreement. This Agreement does not create a partnership, joint venture, agency, or similar relationship between parties. 6. Termination for Cause. The City may terminate the Agreement for good cause. "Good Cause"shall include, without limitation, any one or more of the following events. (a) WCI's refusal,or failure,to supply a sufficient number of properly skilled workers or proper materials for completion of the Agreement work (b) WCI's failure to complete the work within 90 calendar days of WCI's receipt of an Order. (c) WCI's failure to make full and prompt payment of undisputed amounts to sub- vendors or for material or labor -2 - (d) WCI's failure to comply with federal, state or local laws,rules or regulations. (e) WCI's filing for bankruptcy or becoming adjudged bankrupt (f) WCI's continued and/or flagrant failure to comply with any terms or conditions of the contract, subject to the provisions for contract default established in Section 9 If the City terminates the Agreement for good cause, the City shall not be responsible for any monies due under this Agreement other that sums due for services rendered up to the date of termination,however, the City shall have the right to offset for any out of pocket expenses they have incurred due to WCI's failure to complete the work. 7. Termination without Cause. (a) This Agreement shall terminate upon the termination of the last to expire Service Order. Except as provided in paragraph(b),Service Orders may not be cancelled or terminated during their respective initial terms. Service Orders shall automatically renew on a month-to-month basis. Subsequent to the initial term, Service Orders may be cancelled upon 30 days written notice to the other party. (b) If the City cancels a Service Order prior to the expiration of its initial term, without cause, the City shall pay to WCI, as liquidated damages and not as a penalty, the sum of(i)the nonrecurring charges associated with the establishment of service as provided in the Service Order, (n)any disconnection, cancellation, (m)the sum of the remaining recurring charges for the initial term of the cancelled Service Order, less a present value discount of 8% per annum, and(iv) the costs incurred by WCI to remove and return to WCI's facility any WCI equipment at the City's premises. 8. Termination by WCI WCI may terminate or suspend this Agreement and/or any associated Service Order at any time if the City uses services provided by WCI for any illegal or fraudulent purpose. 9. Default. This Agreement may be terminated by either party if the other party is in default of any provisions of the Agreement, so long as the default is not corrected within thirty (30) calendar days of the receipt of written notice of the default from the non-defaulting party, the non-defaulting party may extend time for cure, which extension shall not be unreasonably withheld For the purposes of this Section "default" shall include any failure to abide by the terms or conditions of this Agreement including the City's RFP and Focal Communications' response to the RFP This written notice must particularly describe the alleged default or material breach. 10 Acts of Insolvency Without waiving any other rights granted to the City in this Agreement, the City may terminate this Agreement between WCI and the City by written notice if WCI makes a general assignment for the benefit of creditors, suffers or permits an appointment of a receiver for its business assets,becomes subject to any -3 - proceeding under any bankruptcy or insolvency law whether domestic or foreign,or has wound up or liquidated its business, voluntarily, or otherwise 1 I Court Orders The City may terminate the Agreement,including all related agreements (e.g. maintenance agreements, etc ) in whole,or from time to time in part, whenever WCI is prevented from proceeding with the project work by reason of a preliminary, special, or permanent restraining order from a court of competent jurisdiction where the issuance of such restraining order is primarily caused by either acts or omissions of WCI 12. Changes.The City may issue a written change order for any change in the contract work during the performance of this Agreement Any difference in the monthly cost of providing the service due to a change order shall be controlled by the prices 1 contained in the Service Order. In other words, any additional services ordered and any partial cancellation of services will be charged and credited back according to the prices contained in the Service Order. The City has the right to cancel up to 100%of the total service with 60 days prior written notice because of changes in the number of locations or number of lines needed during the term of this Agreement. 13. Procedures and Protest by WCI. If WCI disagrees with anything required by a change order, another written order,or an oral order from the City, including any direction, instruction, interpretation,or determination by the City,WCI shall. (a) Immediately give a signed written notice of protest to the City. (b) Supplement the written protest within 14 calendar days with a written statement that provides the following information: 1) The date of WCI's protest. 2) The nature and circumstances that caused the protest. 3) The provisions in this Agreement that support the protest. 4) The estimated dollar cost, if any,of the protested work and how that estimate was determined. (c) An analysis of the progress schedule showing the schedule change or disruption, if WCI is asserting a schedule change or disruption. (d) WCI shall keep complete records of extra costs and time incurred as a result of the protested work The City shall have access to any of WCI's records needed for evaluating the protest. (e) The City will evaluate all protests,provided the procedures in this section are followed. If the City determines that a protest is valid, the City, upon review, may adjust payment for work or time by an established adjustment. No adjustment will be made for an invalid protest (f) In spite of any protest, WCI shall proceed promptly with the work as the City has ordered. (g) WCI accepts all requirements of change order by: (1) endorsing it, (2) writing a separate acceptance,or(3)not protesting in the way this section provides. A change order that is accepted by WCI, as provided in this section, shall constitute full payment and final settlement of all claims for contract time, and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. -4- (h) By not protesting as this section provides, WCI also waives any additional entitlement and accepts from the City any written or oral order(including directions, instructions, interpretations, and determination). (i) Failure to Follow Procedures Constitutes Waiver By failing to follow the procedures of this section, WCI completely waives any claims for protested work and accepts from the City any written or oral order(including directions, instructions, interpretations,and determination). 14. Claims WCI shall give written notice to the City of al claims within 14 calendar days of the occurrence of the events giving rise to the claims, or within 14 days that WCI discovers such facts, provided that WCI has used due diligence in the discovery of the facts. Any claim for damages, additional payment for any reason, or extension of time,whether under the Agreement or otherwise, shall be conclusively deemed to have been waived by WCI unless a timely written claim is made in strict accordance with the applicable provisions of the Agreement; or, if(and only if)no such provision is applicable,unless that claim is set forth in detail in writing and received by the City within seven calendar days from the date WCI knew, or should have known, of the facts giving rise to the claim. Any claim filed before WCI has fully pursued and exhausted all remedies for changes, including change orders and protests, shall also be conclusively deemed to have been waived by WCI. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OF EVENTS SUROUNDING THAT CLAIM, OR CAUSED BY THAT DELY. 15 Indemnification. WCI, for itself, its employees,agents, consultants,and contractors, shall defend, indemnify and hold the City, its officers,officials, employees, and agents harmless from any and all third party claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the performance of the Agreement, but only to the extent of WCI's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THIS INDEMNIFICATION CONSTITUTES FOCAL'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The City's inspection or acceptance of any of WCI's work when completed shall not be grounds to avoid any of these covenants of indemnification. The provisions of this section shall survive the expiration or termination of the Agreement. 16 Damaees and Limitation on Liability. WCI's indemnification shall apply to all damages incurred by the City or third parties, whether direct, indirect, actual, -5 - consequential,or incidental. However,WCI's liability for damages to the City for any cause whatsoever,regardless of form or action,whether in contract,or tort,shall be limited to Two Million Dollars($2,000,000.00) 17. Royalties and Patents.WCI shall pay royalties and license fees and defend all suits resulting from claims regarding same on all software and materials purchases outright from WCI and installed according to the specifications of the City. 18. Insurance. WCI shalt procure and maintain for the duration of the Agreement insurance of the types and in the amounts described below against claims for injuries to persons or damage to the property which may arise from or in connection with the performance of the work by WCI, its agents, representatives, employees, sub- consultants, or subcontractors. WCI shall provide a Certificate of Insurance evidencing: 1) Automobile Liability Automobile liability insurance(including commercial automobile liability insurance) with limits no less than $I,000,000 combined single limit per accident for bodily injury and property damage; and 2) Commercial General Liability. Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and in the aggregate for personal injury, bodily injury, and property damage. Coverage shall include but not be limited to: blanket contractual; products/completed operations/broad from property damage, explosion, and employer's liability. 3) Errors and Omissions Errors and omissions insurance written on a claims-made basis with limits not less than$1,000,000 per occurrence 4) Excess Liability. Excess Liability insurance with limits not less than $1,000,000 per occurrence and aggregate. 5) Deductible. Any payment of deductible or self-insured retention shall be the sole responsibility of WCI. 6) Endorsement Prior to contract execution, the City,its officers, officials, employees, agents, and volunteers shall be named as an additional insured on the insurance policy, as respects work performed by or on behalf of WCI and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. Copies of such documents shalt be provided to the City prior to contract execution. 7) Coverage WCI's insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim I is made or suit is brought, except with respect to the limits of the insurers liability. 8) Primary. WCI's insurance shall be primary insurance as respects the City, and the City shall be given thirty(30) calendar days prior -6 - written notice by certified mail, return receipt requested, of any cancellation, suspension or material change in coverage. 9) Worker's Compensation Insurance In compliance with RCW 51.12 020, which requires subject employers to provide workers' compensation coverage for all their subject workers and Employer's Liability or Stop Gap Insurance in the amount of$500,000. A failure to provide and maintain insurance coverage and written acceptance of the tendered policy shall be deemed to constitute a material breach of agreement by WCI. The City reserves the right to then award the Agreement to another bidder. In order to protect the public interest and notwithstanding any provisions ' herein to the contrary, WCFs failure to comply with any provision in this section shall subject the Agreement to immediate termination without notice and without recourse by any person. 19. 01y Business License. Persons/firms doing business with the City must have a valid City business license if they maintain a permanent location within the City, OR maintain a permanent location outside the City having an employee who solicits business from the City. Questions may be directed to City of Kent, Customer Service Department, Geneva Obencham (253)856-5210. 20.Anti-Kickback.No officer or employee of the City,having the power or duty to perform an official act of action related to the Agreement, shall have or acquire any interest in the contract, or have solicited, accepted or granted a present or future gift, favor, service or other thing of value from or to any person involved in the contract. 21.Nondiscrimination No individual shall be excluded from participation in, denied the benefit of, subjected to discrimination under, or denied employment in the administration of or in connection with the Agreements because of race, color, creed,marital status, familial status, religion, sex,national origin, Vietnam era of disabled veteran's status, age, or disability. WCI shall comply with all applicable federal, state and local nondiscrimination laws,regulations and policies. 22. Equal Employment WCI shall comply with all federal, state, and local laws, rules, regulations,and ordinances prohibiting discrimination in employment with regard to age, sex,race, color,creed, national origin, or the presence of any sensory,mental, or physical disability, unless based upon a bona fide occupational qualification. Further, WCI will comply with the City's Minority and Women Contractors Policy(Administrative Policy Number 1.2, attached as Appendix b) and also provide all written statements required by that policy. 23 911 Calls. The City acknowledges that 911, E911, and similar emergency service numbers("911 Calls") will not route properly if the City's services are physically located in a rate center other than the rate center associated with the calling number(a"Remote Rate Center") To assure the timely delivery of emergency services if the City is located in a Remote Rate Center, the City will -7 - i i bar the routing of 911 calls through WCI's network and arrange for the proper routing of 911 calls. 24.Miscellaneous. (a)Compliance with Laws. Both, the City and WCI shall comply with all federal, state, and local laws,rules and regulations throughout every aspect in the performance of the Agreement (b)Work Performed at WCI's Risk WCI shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and subcontractors in the performance Agreement All work shall be done at WCI's own risk, and WCI shall be responsible for any loss of or damage to materials, tools,or other articles used or held for use in connection with the work. (c)Nonwaiver of Breach. The failure of the City to insist upon strict performance of any of the terms and rights contained herein, or to exercise any option herein conferred in one or more instances, shall not be construed to be a waiver or relinquishment of those terms and rights, and they shall remain in full force and effect. (d)Resolution of Disputes and Governing Law The Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference,or claim arising from the parties' performance of the Agreement, the 1 exclusive means of resolving that dispute,difference, or claim, shall only be by filing suit exclusively under the venue,rules, and jurisdiction of the King County Superior Court located in Kent,King County,Washington, -� unless the parties agree in writing to an alternative dispute resolution process, provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section 15 (e) Attorney's Fees. Subject to the indemnification and limitation of WCI's liability provisions set forth in the Agreement, if any action or suit is brought with respect to a matter or matters covered by the Agreement, each party shall be responsible for all its own costs and expenses incident to such proceedings, including all costs and attorney's fees. (f) Written Notice. All communications regarding the Agreement shall be sent to the parties at the addresses listed on the Agreement, unless otherwise notified. Any written notice shall become effective upon delivery, provided that failure to accept delivery shall be deemed to be delivery. Copies of all notices to Vendor shall be addressed to World Communications Inc., 190 Queen Anne Avenue North, Suite 250, Seattle, WA 98109, Attn: Michael Terpenmg. (g) Assignment Any assignment of the Agreement by WCI, other than to a subsidiary or affiliate, without the written consent of the City, such consent not to be unreasonably withheld, shall be void However, the City reserves the right to test the service performance of the Assignee for a period of 90 days and if the Assignee fails to meet the performance standards contained in the Agreement, the City may immediately cancel - 8 - the Agreement with no further obligation to the Assignee except for payment of services provided up to the date of termination. (h) Modification No waiver, alteration, or modification of any of the provisions of the Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and WCI. (i) Severabili If any one or more sections, sub-sections, or sentences of the Agreement are held to be unconstitutional or invalid,that decision shall not affect the validity of the remaining portion of the Agreement and the remainder shall remain in full force and effect. 0)Publicity: Use of Information. WCI agrees that is will not sell,publish, or reveal to any third party any information about the City which it obtains during the RFP, implementation,or maintenance periods of the Agreement. This restriction applies to any information obtained whether it be in the public domain or considered proprietary. In addition,WCI agrees that it will not at any time use the City in promotional materials or as a reference without the prior written consent of the City, such consent not to be unreasonably withheld. 25. Survival Beyond Termination The provisions of sections 4, 14, 15, and 22 shall survive the expiration or termination of this Agreement for any reason 26. Remedies. Any claim for damages incurred by either party resulting from breach of the agreement by the other party shall survive termination The remedies provided herein shall not be deemed exclusive but shall be cumulative and shall be to addition to all other remedies provided by law and equity No delay or omission in the exercise of any remedy herein provided or otherwise available to WCI shall impair or affect its right to exercise the same. 27. Force Majeure. Notwithstanding anything to the contrary contained herein, in no event shall Vendor be liable for failure to meet any deadline, or for any failure of service, to the extent such failure was caused by acts of God, acts of war, acts of civil disobedience, natural disasters, or any other cause of such nature beyond the reasonable care and control of Vendor, including acts or omissions of third party telecommunications carries In the event of a failure in service due to an act or omission by a third party telecommunications carrier, WCI Agrees that it will use its best efforts to manage resolution of such service failure. 28. Definitions. Final Acceptance Final Acceptance means the date, as reasonably determined by the City, that the services, vendor supplied terminating equipment, and documentation have been delivered,placed in operation, tested by the City,and provided full functionality for a period of at least 15 continuous calendar days. , Notice Any notice required or permitted to be made or given pursuant to the Agreement shall be made or - 9 - i given on the date of receipt if sent to the other party by certified mail,postage prepaid, addressed to the other party at the address set forth in this Agreement. Request for Proposal Request for Proposal or RFP means the City's published document seeking proposals for Telecommunications Services,issued August 4, 2000. Response to RFP Response to RFP means Focal's proposal, dated, September 19, 2000,in response to City's RFP, together with Focal's subsequent documentation submitted on October t 1, 2000. lindates Update(s)means corrections, enhancements,or upgrades to WCI's products, services, and equipment within the scope of the City's voice services. Performance Warranty WCI will provide the industry standard of 99.99% availability of service throughout the life of this Agreement. If, during the term of the Service Order, Customer experiences a total service interruption caused solely by WCI (meaning the total loss of all telecommunications Services provided by WCI) for more than two hours or more than two times within any 60 day period, then Customer may be allowed to cancel the Service r� Order and disconnect services with WCI without incurring early termination costs. WCI CITY Signature- Signature Print Name Print Name Title Title Date Date 1� ' 10 - I Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: 2005-2007 MICROSOFT SOFTWARE ASSURANCE RENEWAL— APPROVE 2. SUMMARY STATEMENT: Approve entering into a three-year agreement to renew Microsoft Software Assurance on Microsoft Office, Exchange, and Windows Server products through the Washington State Microsoft Select Agreement. The City utilizes Microsoft products for office productivity, email and server operating system applications. In an effort to stabilize their revenue stream, Microsoft has adopted a licensing program that encourages organizations to adopt new software releases while spreading the cost of purchasing the updated licenses over time. Renewing the Software Assurance on Microsoft Office, Exchange and Windows Server products enables the City to utilize the most up to date versions of these products at a significantly reduced cost and to spread that cost over the three year term of the agreement. 3. EXHIBITS: Memo to Operations Committee 4. RECOMMENDED BY: Operations Committee 6/7/05 (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? Yes Revenue? Currently in the Budget? Yes No X If no: Unbudgeted Expense: Fund T20095.63600.1901 Amount $89,461 in 2005 Fund 52001740.64830.1800 Amount $89,461 in 2006 Fund 52001740.64830.1800 Amount $89,461 in 2007 Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION. Council Agenda Item No. 6F INFORMATION TECHNOLOGY Stan Waldrop, Director KEN T Phone 253-856-400 WASHINGTON Fax 253-856-4700 Address 220 Fourth Avenue S Kent, WA 98032-5895 June 7, 2005 TO: Kent City Council Operations Committee FROM Stan Waldrop, Information Technology Director THROUGH Mayor Jim White SUBJECT: 2005 —2007 Microsoft Software Assurance Renewal MOTION: I move to approve entering into a three-year agreement to renew the Microsoft Software Assurance on Microsoft Office, Exchange CALs, and Windows Server CALS through the Washington State DIS Microsoft Select Agreement. SUMMARY: The City of Kent utilizes Microsoft products for office productivity, email, and server operating system applications In an effort to stabilize their revenue stream, Microsoft has adopted a licensing program that encourages organizations to adopt new software releases while spreading the cost of purchasing the updated licenses over time Renewing the Software Assurance on Microsoft Office, Exchange CALs, and Windows Server CALs enables the City to utilize the most up to date versions of these products at a significantly reduced cost and spread that cost over the 3 year term of the agreement. BUDGET IMPACT: Initial payment of$89,461 will come from Technology Plan 2002 Subsequent payments in 2006 and 2007 will be included as part of the Information Technology Operating Budget BACKGROUND: Over the last several years, Microsoft has attempted to shift the software licensing model to a subscription system rather than a perpetual use system While the subscription model has met with resistance, Microsoft has made considerable progress toward a model that generates steady revenue through their Software Assurance (SA) and Enterprise Agreement (EA) arrangements. The following table provides a comparison based on the City's current software usage Software Assurance Enterprise Agreement Term 3 Years 3 years Cost $89,461/ ear= $268,383 $143,303/ ear=$429,909 Products ♦ Microsoft Office Professional ♦ Microsoft Office Professional ♦ Microsoft Exchange CAL ♦ Microsoft Exchange CAL ♦ Microsoft Server CAL ♦ Microsoft Server CAL ♦ Microsoft Windows Workstation Operating System ♦ Microsoft Sharepoint Portal CAL* ♦ Microsoft System Management Server CAL* * Currently not used and no plans to implement Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: US BANK—ONE CARD AGREEMENT— AUTHORIZE 2. SUMMARY STATEMENT: Authorization for the Mayor to execute the contract with the U S Bank One Card Program subject to approval of the agreement by the City Attorney. This agreement will authorize small purchases through purchasing cards rather than using petty cash and purchase orders. These purchases will be in accordance with the Procurement Card Policy which sets out the authorized uses of these cards. We believe that this program will reduce the paper flow involved with small purchases as well as improving our business relations with suppliers by improving the timing of payments. There is no budget impact on the city from the authorization of these procurement cards. The various departments have budgets for the expenditures that will be made within their existing budgets. 3. EXHIBITS: One Card Program Application 4. RECOMMENDED BY: Operations Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? N/A Revenue? N/A Currently in the Budget? Yes No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6G • KENT W w s w i w c T o H FINANCE R J Nachlinger,Director Phone 253-856-5260 Fax 253-856-6255 Address; 220 Fourth Avenue S Kent,WA 98032-5895 June 7,2005 TO: Kent City Council Operations Committee FROM: R J. Nachlmger, Finance Director THROUGH: Mike Martin, Chief Administrative Officer SUBJECT: Authorize the contract for Procurement Cards MOTION: I move to recommend that the Operations Committee authorize the Mayor to execute the contract with the U S Bank One Card Program and forward the item to the City Council agenda of June 21,2005. SUMMARY: The Administration plans to begin a program of authorizing small purchases through purchasing cards rather then using petty cash and purchase orders. These purchases will be in accordance with the Procurement Card Policy, which sets out the authorized uses of these cards. We believe that this program will reduce the paper flow involved with small purchases as well as improving our business relations with suppliers buy improving the timing of payments BUDGET IMPACT: These is no budget impact on the City from the authorization of these procurement cards. The various departments have budgets for the expenditures that will be made within their existing budgets bank. ** Five Star Service Guaranteed One Card Application Corporate Payment Systems i , CMbank. ONE CARD PROGRAM APPLICATION A.,c5ur5nsxc Gm+nand CS+/ The creditor and isomer of the One Card a U S Bank National As atron ND("US Bank") SECTION • •. Your Legal Company Name DBA or Company Name to be embossed on card(s)(Limit to 19 k=s and spacal Federal Tax LD. Card Program Contact Title Contact Phone Number Company Physical Mailing Address City State Zip Code Company Phone Number Company Fax Number Contact a-Mail Annual Company Sales Total Annual Budget Less Payroll Estimated Annual T&E Number of Travelers Type of Organization: ❑Corporation (Public) ❑Corporation(Private) ❑Partnership ❑LLC ❑LLP ❑Government ❑If any of the above AND Non-Profit Is your Company Rated by Dun and Bradstreet? ❑Yes ❑No If Yes,Duns Number Do you have an existing relationship with U.S Bank? ❑Yes ❑No If Yes,what type of relationship? Do you conduct busmesshransactions in a foreign country? ❑Yes ❑No If Yes,what countries and the nature of business andfor transactions? 1SECTION2 13111ingMethod Please select your preferred billing option. Each option is described in the attached Terms and Conditions. U.S. Bank reserves the right to modify this selection based on Company qualification.Standard billing option is Monthly. ❑Central Billing for all Accounts ❑Central Billing for Purchasing Function Accounts and Individual Billing for T&E Function Accounts ' SECTION 3 Optional ❑Yes Check "Yes" here to add your Company's logo to your One Cards.There is a one-Lime setup fee of$300 for this option. By sending your logo to U S.Bank you represent and warrant that Company has the right to use the logo and you agree to [I No protect U.S.Bank against any claim of impermissible use SECTION Unless already supplied to U.S.Bank,please attach a copy of three(3)years audited financial statements along with completing a Corporate Certificate of Authority.To expedite your Application,please ensure the Application is completely filled out,signed and all requested documents are attached before submitting If financial statements are older than six(6)months,please attach interim financials PATRIOT • • In order to comply with the requirements of the USA Patriot Act,U S.Bank requires Company to provide its legal entity name,street address,taxpayer identification number and other information that will allow U S.Bank to identify each Company entity prior to establishing an Account for such entity.U S.Bank reserves the right to require that Company promptly provide to U.S.Bank sufficient identification documents upon request in connection with USA Patriot Act compliance. 02004 U.S Banmrp•All tights reserved U S Bank•is registered to U S Bank National Association ND Al otw trademarks are the property of tlleir resneiA a owles. CPS 3291(08/04) i • With,"the fourteen(14)day RaYtpe°tTerm mayselectbdhngoPao on. dUg an rtbe EFun [b)5plitB' ....any. T& ve Central the Cann`tdentifted on (uncti°n° irted by �paity")to upon the Purchasing ion Acc unts z ounts receive �hcatian is satin rem( of urchasingFpp� ram APl non the (i)All P ens Term for central�Iriier�e ycle Date. One Cacd and tY e auctions.Bank")for thfPurpose any Billing,The PaYmS the APPlrcanon and executing ND(US am Bitting Cycle-ro is 14 went Due to U .Bank iation One Card profit cation of on a Monthly T es the App Company stall pay the otalpa T US,Bank Nananal Ass k�tabl sh a nk aPPrav any en t e uescing that U.S. eat U.S ins o4 this Applicaciop One Card fourteen(14)day ccounis directly to re4 United States'Lt the Coed n ally shall govern `Ibis wtthu Stank remits StaE Fun.On A ousts[`Individual in ate the Terms U S Bank to Comet Agreement 1 d g Company, b (iCardholders for a{lTBt Accounts establish d`NtA alBi rovided X Company( hcanon an v ual l{in ate d terms P S Bank to oval 04 the AP4 couots wissuag"),C)cc U as The payment de pate Cardholders P°Putt`_jr- a�jEtbecome effect veuup�s„ d�tablishmertt of Ac Ce of the CY , Of each M�'IY any[ ve Date")• Accounts rs 25 days clusion A4C Total ee ce Cards to C i below(the"FdEecu �d is a business e t at the con issuance of The O Company andreceiver ensuringer its a Statein the for GompanY as provided m Secn°nCAV PVL04 R 6 for use Y travel and ng Cycle a is `a wies� the POLY statem nu°t tea e Ol`1B des-$ rd fun") the pay receive Du Pa a or more rem dholder OF Card ) use the Ca µ ith 1,SCOP a cardmtimes the abilityCO[`TSB Funca acriv;ties of [nay elect to receiv e on the Fps c �ttiat co showing all ctan�`a' orisbilled to Cardholders business expe related to the b°siites5 card rep0� 1 er£ails mu. a ata nk shall nttertainment related and services a single Account tut�U 5 Bank Accounts.In the event PaymentTerm all Debts to charge g°O unction ) shall designate ° tit Due within n shall be table Eor bill company anded in d 3off this Agrement• anY( Pitreltastctg Sues Company on bthar all purchases ability ,. F an rises lE of Como )ut tie United e " andloc be are authorized to to dst"C Sd��Ccompleted, a prov Company Y sr solely liable to U S.B ank ade or iricuCt inoSradma�that eve Ca indivi and who are to recetringive U.S.Bank.*a 3.LIABILI�' other e fide srons On Company ant numbers in a format speCdied by other than tie United C Catd Program' Issued Acc° of advances,charges,f 'K under hcations,in oti us in a country . Lt.S.Dollars cash l ds and AUOunts( b tithe V tttY b authorizcard ed appitsed for t[arua anversion into 1n applicabEe on all Car is proem use f the OneBk of the or MCI statement is shall reflex the c rrency an�ued hereunder L�gTi TIY wANBthe evert yfr f audul o the States,the Statement red in a different cu Cards i ed by this 4 in °v t Pro notifies conditions o�'r blished and a fl g°vein Waiver pYQBrar�cded tit COn'pwuh tie terms and c° any transactions that Accounts esta and sh C,ardho{der program,4 and comp as provided by b Tke COMP tp b etcchange to rate- for tun urns pure° etit provided t- to time. fraudulent activity rogtam `r'tu I.iabiV1 Watvet p t habdity waiver b eons s ate su 1 d shall be used solely Cardholder Age'e ended from time ors cantins hmitaitA Agreement«id is i s as it ink bhshed by US.Bank�ndtor cknowledges a°d agrees PrV a 'roles,pro am and related ter an tied, us afftltates of a Liainhcy WaiverWaiver grain a be when the"moans any account CompanY> wlietber or n tilt Visa the Visa Liability ount of aance to ardless of exclusiotu and Vis iced to the am wahout 4Account eat m the name of ed,ieg ut lunnarion, to this Agin-m ebt is charg co rvely, orbo tin+lee. (including,but"aloaniended at any i G`v a provides c°Qerage lders,to nh�tya�Shall ca llect a�the s° an visa,ve Cardholders,up car, Can, ice Ms o[ nonal Set'+ canceled,m sCretson 5) a Card is Issued-rid Visa lr,tert a anY for the One Card company le d mPapy with more th Visa USA,ltx Bank by Comp of an AuC°pa�.S B tik. for any CO Cardholder, Or roll.$ the Sratemen�tte 2 B�Q.1G.Paym accepted m the ton" approved by 100,000 peramount shown on pant any under this S UENCy,1f the ao be Program will only electronic payment are [iodic en paid Se U Stalemen S-Ba d on non o or Ca for S.pELINQ due has n meat Term any tit is as Debit)or other elect Efered to Comp cdholdet a PC upon tie tilting°P d co ComF?°Y 1O older within the sb will sea wilt-[Clear all transact tearer amount on subsequentSuspend or ount shownnalor e Cardh i fl s e nghx to pC green ease U.S-I pk deiuen )s whch Accotsrit(s)•The am and payable of the T 1 Payment lie- 05 Bank sh E eta period C��edutg O[2} billing scam vsph reset Rtettd Due,shall be u on Company's tile«Past Due Apt t that is debnquent t to'a, Delay bClow ate tilting Pe "Total Pay felt Depeodingl Billmg Cyde> cancel any Aa[IS.Bank shall have the ngfllted inSoon 1 fees tie Statement a Payette Biweekly or Mnndt Y dung rles neat A is as peC1 sortable °n Dollars wtthknY offer a n s the period of ;me from d' B fl delinq a rilit o recover anya�delinquent amount in II-S.A U.S.Ban Ie mean ent is g F� g n Cyr die next statement Billing all pens mc�red bt COI Iectin described herein. Belli a e after the n°f a US.Da or describe generated ups outer expen eS or txll'mgs Bark as Statement is g t per Due of reset an t_ rditig 1}S. which a w means 1I Fapper Due must be 1 transactions will o�any ACConn .Al Idbputes tealedcBawntmg to tiayment Tenn Tot« Billmg-AI statements on BILLU n,sba COMM"eat.U.S mus s of the nk CYde withal Cycle and Cep S Bank remits S Bank and 6-Dl one SP nU ecard Y�° -ded on Ctte Statem-thin sixtY(allegedly incorteCt f teal 60) Z 1 Tliweekly Billing Y 1d)days U• ent to U.S. the be billed every fourteen( to any Eor paym ctiotts to a at the address p dion aE a dispute N led or a11eg lotion n all Accounts dire U °°aaak will post all aL cer tral accounx of wtitte R the Sta�on v�C�u�t tins govern the reso roll upto s or will Mll all oce� date sox c[ion first app�`red- wi this option, B Acatt°".)for this lK tran Cardholder Ao°ti td tit(Goliectively, mote aces. Olt COMFItO nk by CompanY[�Centr t t°a Central Ace0o will receive one or billing d sp � CAS y U S M «not+ transactions directly " Coptpany Cycle tot all U all OSED>LOST OR OL ediatel pwritten c 634{ t' yCMtral Billing )- ct Billing CY [Went fora I.GL Ull S Company696.followed by o xyq 5M25 or is defined as ate conclnston of ea c wrio Pay ACCO )V,4 634A>parg ' rdholder anal Nor Gentral Account transact Billmg Cycle wB telephone at(gam p p.Box S ask f.niployo,en °f an Statements at BiGompapy shalt pay day sed to,U- One CacdPtogt rd of an d Catdholder ao Central&11mg oo a adder termination o or ounts With ga mentTepn with o fib`9CYe"f the event of:(i) rdholder>s amass to t e lost or to ar rag Agc have a seven(7)dt day ue to U-S.nab termination of Ca ccoungI(u)auy, �ottnation eg . ,,,en transrm acn°ps will be bill val by le same cancelced po,r�ant; A I any core data�cludtn$+b<ct¢OC rrds�,tic tt,e Total PaY n[ Cc men sieve � passw+O pay Monthly BCrTL'ttg Cyr«ill I e ) Subiecr m a rattly Billmg cCazds,Accounts ppersona denah P°vide sulfa eon Such anoP for a to>Acc°ant num ray U.S.Sank to a 2'2 d Y every month( tiered any anon Comp« all time from tins offered m Com4 {atdholdez mE°tin Sank for dlmgopt U.S. of ' w ben the b emits Statements on aBltank as may be requeSred b limited to PCnOd ,t lode: Ltabtl tY e t> Cycle ins U.S.Bank c nonfrcations. for paymenun Billing �dfu a t.0 �hrudd [a)CentralBfllingto Company cycle Date AUaunts direct for all Acc°aniays after the,I c flank actually received and onlywith the cannot either for those tra under Chaptexception�f dtsclosunsdehoe Compan make 'heCardholderrcombacktothe i"'ctiOt'sthatUSBank Revised company merchant or collect di f Washington. required C0 otherwise,of the Card n is lia for all u Y from only o employeesgton, Y ble t and! Se Unauthorizedor necessa written notification of cl or Aaount until ry far mpanya CoinPanY and gents of n Car f a C US Bank receives U.S Bank, to pattin only to the stole d and/or corn more o es nk agrees that it Pate in the One extent 8. Promised A aril of an Account,the lost or to Com will maintain Card Pro a * ,FEES.U S, ccount. conFid Pany and its Accounts m all nonpublic data I m' Corn Pany shall k may assess Company(inducting Cardholder re ardingiCom ormation. U.S.Ball under the One Card Pro....ae One Card Prog Pam any of the following 1 and g PanY exdusivel gmi to g Fees in connection with the CO1RPan h Y for the use such data S 1 NSF Fee If a other Y erennder and not to ref pro of services to US.Bank with on an Account is party,Provided,howeve ease such information 8.2 Del maY charge a non-sufficient returned unpaid Account Cardhotde S that U,S.Ban to any quen ry Fee.If an Account is not funds fee(`NSF*j o f$IS. �d/third- ;CP°Corn nandlo k must disclose molicatgi Parry service r rransattioa information Pee Of,(a)IT,of tatetnent,U.S.Bank maid in full by the due date murs�l,law enforcement or r ,merchants merchant to Cycle b o Past Due Amount if notycharge a Delinquency of normal basin o opera lot ryanu ti ( )Z 5/, maintain and Cycle and c of Past Due Amount if notpaid by second Bill, >at its o n°ns may e Processors es,during try suye ()2.5 0 of Past Due Amount Paid by third Billing con emine cry e activity n,disseminate mfor Y collect 8.3 F 9uent$illin unt ifnot of contain ttivity of Compan oration and data .reign Cu g Cycle. paid for each arty direct ❑dir ➢Provided that such data foreign cur� my Conversion Fee U S. The Parries agree to to or i ect idencif, ta amount in ncy cgnversion fee of 7,5%of k w ac tge a PfOPtietary information and reasonable steps to of Company exchan the foreign torten any Person or and not to oleo ° af'guard such ge rare, cY multiplied b t applicable Pro Party not essential to release such information to 8.4 Annual Card Y the applicable gram as herein d Patric; an Fee.n 0 Annual 11.TE described. nation in the Y Coln an Card Fee will he a TEInNATlO One Card durin P Y during the first year of the assessed for shalt re g t at first One Card Program the Eff main in effect for t6eAiapa�reSPENSION This more than two hand d(200y rime thereahe;Com an ective Date and rm of three 3 Agreement million U$Dollars )Cards and P Y is issued accordance with this S shall co therea ( )Years from s ($1 O 01o' Fends less than one- Agreement Seaton 11. her until term; f$ One(aril Program )with all and A at an )richer P Hated in year,U Cards ccounts in to the other Y time upon ninety(9p) may terminated is Of$4Adv.Card such f S Bank will assess an a have the Parry'Notwithstandin days nor written 8 S Cash Advance Fee !lowing yeae nnual fee tight to to g the fore n tide in the a U.S.US Bank will as notice of such term. nate this Agreement i gong,U S.Bank s mount of three percent sons a Cash Advance Fee of the folio urination to mmediately,by shall transaction,with a min' (3%)of each cash adv Ong events:(i)dusoCounPany upon any one 1 written cash adv n. Cash Advance Fee of ante (ii)insolvency of Compm:y or the fiGn or liquidation of l)nm more 8.6 Logo Ern ❑ss transaction, $2per insolven of Cam wing•One-time fee of$3 benefit c}Proceeding,the a rig ofa bankru My- Pan}; P y's lord issuance tn�AuP sta g drto credit,( )arsr or Corti PPYintment Of into areceive, eive otristee for rnaY occur with g on the hot- mpfn its ere shall be res Card (as rs Pan ssuance and implemenrauo week delay condition of corn pa materr� and adverse 1 ,a! responsible for verification of to Y 1 arrangement with US.Bank harmless fro go des; COtnpan obhgarion of Aareernentn chan�a the£inane 8.71p99 Report tt gn and shall hold for this g U eait" to Peron mazer g 1099 re any usage ll such logo ou any Card, return aitnde t a�cy shall reoturn�tCard of this Ag reemrnt anreason. the U,S.Bank AecessOnlinee sseervr'ce[f U.S1eB�k charge through e a data file outside US Bank.Co I f Proprietary infor cut in half,an 6e assessed AccessOnlin 'Ies a arisingY shall remain liable rmadon of US. d a fee of$ISO by vitnre of Uthe use of a Card all Debt- $a k to Soper file will termination date.U or Account REBATE Subject to the of this A r Port cancellation count prior o the or and this Agreement, terms and conditionsg cement,Corn .fan Accou as a Percenta U S.Bank will ,of this Section 9 lydhn occtirrin PanY and/or ditoldcr tit or termination rebate(•Retyate, goal Spend of om�an F�ancyal incentive Tran aeons).jtlo g transaction,pawn shall cancel the Y the twithsta Account {.T . "Annual to- de mpany based on the Annual��of U S company is solely liable to U S,g any term to the Contrary, ing on a![Acco fined as transactions in y�m Bank for all bat ants less cash ad tutted b any r Bank may suspend any Card TraJ,n Chak' arges qualifying for tares,fees,fraudulent char Y the sus n R��'obligations or?rid/or Account at anransacn°ns. g offs for each ge transaction' gess charge- the Pension or termination of liability,which arise Y time for first such period twelve{12j month utrerchaage rates and sus termination o this A shall Prior to followin Period beg Pension or Agree Prior mean an g the Effectiv Date, liming with the 12.L1MrrA7lON OF f this Agreement survive Go m Y amount duo and ow e COilfp � (ISO)Pany or Cardholder that re g ro US'Bank o harge-off`shall ANY,PARTI II"m !1 l NO E days after the mains on Its affiliates 6Y U S,B 7(S),U,S B EVENT f f SHALL a Rebate date that it was first Paid for onehundred F oONSE AIVK BE 7 tABL$TO AT fK,OR q�tyDL within the P Pany Will need to have billed [n order ro obtain DAtgA � AL>SPEC[gL ) OTlR Pt1RTyF0 TATE our d the l p mentr maintain an Av age as actpion Provided inaiSeaiTon 2 aVermentbue 13. W A111 NATURE NDIRECT OR pUNfIlV&ANY Transatti°n 5�,.is cakalated b Size of$ISO ,as well as that this A ANTIES Each Party re r Card Program b Y dividin Of greater("Average executi Agreement is valid, P events and warrants y the total Hum g Annual Spend in the One on of this A d binding and a LO the other a ma Rebate the re bey of transactions).Provided are within such pa gCeetnent and the pert t "cable and the earn a Rebate ! 9mregents of this Section 9,Com that mance of its ess any Charge action and does not powers,has been au g rolls i Pany will constitute abrea thorized b obligations •S basis , n the amount of duty art m law or equity. Pa Y of an Y all necesagree, sary $3 000 t'o'nrs(O.OS°ol aFRebate For Annual$ to Us.•$ 4� Q00 $M-07S j Pend of comp ete and accurate for anotr provided tp n�and warrancutts 7.S basis Points 0 0 .ComParty >�0 $4,999,999)of Rebate for Annual S applicable taws rules ,it has and continues tole S Bank rs true Re Pan"may receive a Rebate Adde Pend of Part c?imental aurhocities�locations and re ies" Comply with all bate P gram for Addendum with Fation in the red to the use I0.CONFIDE Annual Spend of$S 000 a Customized financial ca aci One Card Pro ram of the t:ardand/o to be a tin. t US.Bank considers the '�0 and greatee Agreement at the Elf rform ad of its Cobh d ttposs the r Noe service invo1 One Card earve Date an gations under this Card program of a S Eank' tit during 7' each transa or use manuals,d��Pd"Y agrees that Pone rY tnEa brew °r Accou d u on information of of this Section 13 s6�j�onsm�tti�f the won (whether or not.motion,systems roc Card program repot Agreement and u Agreemernrot h ny m x'rtling)are c P aces and related rs' tirmrediatel Pon written notice the a material b c of this Confidential and will be ciriculated erials PROVIp Y terminate thD FIE is A non breachin A�NW RES REIN.,U.S.t Ment EXCEPT A g Party IWLTED SEXPRESSLY ,IN LAW ORAL Ill(CT,VARRADN72LS Y NG,' WITHOUT LIMITATION,THE IMPLIED WARRANTIES provided on any access,use or subscriber agreement provided when ' OF FITNESS FOR A PARTICULAR PURPOSE AND OF accessing any software service or ancillary service or as otherwise MERCHANTABILITY,EITHER TO COMPANY OR TO provided on any addendum or schedule to this Agreement. ANY OTHER PERSON IN CONNECTION WITH 19.REGISTERED MARKS AND TRADEMARKS.Neither party has THIS AGREEMENT. any right,title or interest,proprietary or otherwise,in or to the 14 FINANCIAL INFORMATION.Company shall deliver to name or any logo,copyright,service mark or trademark owned U.S.Bank as soon as available,and in any event not later than or licensed by the other parry. thirty(30)days after the completion of the audit,Company's 20.NOTICES.Except with respect to notices relating to the audited financial statements prepared by independent certified status of individual Cards wluch may be established if,writing public accountants selected by Company Company authorizes between U.S Bank and Company,all notices,requests and other U.S.Bank to obtain,from time to tune,from any other source, communication provided for hereunder must he directed to the other including an affiliate of U.S.Bank,any credit or financial party at the respective addresses indicated herein and,unless otherwise information on Company held by such source Company further specified herein,must be in writing,postage prepaid,hand delivered , agrees to provide to U S-Bank from tune to dine,other such or by any electronic means approved by U S Bank Either party may information regarding the business,operations and financial change its notification address by written notice to the other; condition of Company as U.S Bank may reasonably request. 1S.CREDIT LIMITS AND CREDIT LINE Based on the available 21.GOVERNING LAW.The validity,rote and and performance ' financial information,U.S.Bank shall establish a Credit Limit for of this Agreement will rt Dakota, it and coring effstruedect under the each Account and a Credit Line for all Accounts established for laws of the State in North Dakota,without giving effect a the conflict of law principles[hereof,and applicable federal laws Company pursuant to this Agreement.U.S.Bank,at its sole discretion,shall have the right to revise Credit Limits on individual 22.EMPLOYMENT OF AGENTS.U.S Bank may,in its sole discretion employ U.S Bancorp Card Services inc.as its agent to Accounts and/or the aggregate Credit Line for all Accounts. discretion, US Bank shall provide contemporaneous nonce to Company of perform part or all of its obligations under this Agreement at any any decrease in a Credit Limit that results in a revised Credit Limit tune without the consent of Company;provided,however,that that is lower than the current amount due on the Account Prior to such action shall not affect its obligations to Company hereunder the effective date of any decrease in the Credit Limit and/or Credit 23.PROGRAM ADMINISTRATOR.Company shall designate a Line,Company shall have ten(10)days to make a payment to representative to serve as the primary point of contact between the U S.Bank on one or more Accounts that is sufficient to reduce the parties and such representative shall be trained and have thorough outstanding aggregate amount due to an amount that is less than knowledge of One Card Program.Company agrees that the the revised Credo Lima and/or Credit Line U.S Bank,at its sole Program Administrator is authorized to provide U S Bank with the discretion,has the right to revise Credit Limits,the Credit Line information necessary to establish Accounts,Account records and and/or limit spending activity on any Accounts "Credit Lima" Cards and other information regarding the One Card Program. means the manmum amount of Debt that can remain outstanding 24.ASSIGNMENT.This Agreement shall be binding upon and inure and unpaid on an Account "Credit Line"means,with respect to to the benefit of the parties and their respective successors and all Accounts,the maximum aggregated amount of Debt that can assigns;provided,however,that this Agreement may not be assigned remain outstanding and unpaid on all Accounts of Company. by Company without the prior written approval of U.S.Bank. 16.CHANGE IN TERMS OF THE AGREEMENT.U.S Bank 25.CUSTOMER SERVICE Company may contact U.S.Bank customer may change the terms of this Agreement at any time by giving service center 24 hours a day,7 days per week at(800)344-5696 Company notice.If permitted by applicable law,such changes will for One Card Program customer service apply to existing Account balances as well as future transactions. If Company does not accept the changes,Company must notify US.Bank in writing within twenty-five(25)days of the notification date of the change in terms,pay all Debt in full for all Accounts to U S Bank,according to the terms of the existing Agreement and return the Cards,cut in half,to U S.Bank.Use of the Card or Account by Company or Cardholder after the notification date of the change in terms constitutes acceptance of the change,even if the rwenry-five(25)days have not passed. 17.MERCHANT CATEGORY CODES.U.S.Bank will implement standard charge authorization procedures designed to prevent or restrict usage of Cards or Accounts for purchases based on merchant category code("MCC").Company may modify the standard MCC restrictions at any time upon written notice to U.S.Bank.MCC restrictions do not apply to cash advance ' transactions.U.S.Bank has no liability for transactions declined or approv ed contrary to the intent of Company.MCC restriction capabilities are limited to the extent accurate MCC data regarding the transaction authorization request is received and the accurate designation of such MCC by Visa and merchant.MCC designation is determined by Visa and the merchant. 18.ANCILLARY SERVICES.Upon request by Company and approval by U S Bank,Company may utilize ancillary and/or software services provided in connecnon with this One Card Program U.S Bank and/or a third-party service provider may make such services available to Company Company agrees to the terms of such services, including,but not limited to granting authority to disclose One Card ' Program data of Company and/or Cardholder to such third-party service provider in connection with such third-parry services,as C2004 U S Bancorp`AN rights reserved U S Bank'is registered to U S Bank National Association ND AN other tradernarks are lime property of their respective owners ' CPS 3291 (08/04) AUTHORIZATION By completing this One Card Program Application,Company By signing below,each individual signing this Application in his acknowledges and agrees that: (i)all information provided in or her capacity as an authorized signing n icer of Company and this Application is true,complete and accurate and Company not in his or her personal capacity,certifies and warrants that has authority to provide such information and complete such (a)all action required by Company's organizational documents to ' Application;(ii)it requests that U S Bank establish a One Card authorize the signer(s)to act on behalf of Companv in all actions Program and Accounts in the name of Company and issue Cards taken under this Application and the Terms and Conditions, to its designated employees and representative in accordance with including but not limited to,the authority to incur Debt on the Terms and Conditions of this Application; (tit)U S Bank will behalf of Company,has been taken;(b)each signer is empowered review this Application and may,at its sole discretion and at the in the name of and on behalf of Company to enter into all terms unposed by it,grant such request,but that U S.Bank is transactions contemplated in this Application,and(c)the under no obligation to approve such Application;(iv)Company signatures appearing on all supporting documents of authority ' shall be bound by the Terms and Conditions contained herein; are authentic. Company has read, understood and agrees to all and(v)U_S Bank is authorized to investigate,obtain,and Terms and Conditions in this Application and US Bank is exchange reports and information regarding this Application, entitled to act in reliance upon the authorizations and any resulting accounts and the authorized officer executing this certifications set forth in this Application ' Application,with credit reporting agencies,and others with legitimate business need for such reports or information.If this Application is approved by U.S_Bank,ar its own discretion, Company acknowledges and agrees that the Terms and Conditions V In witness whereof,Company has,by its duly authorized signer ' attached to this Application,with the Application information, executed this Application and agrees to the Terms and Conditions. shall constitute the Terms and Conditions of the Agreement As signer I have read this Application and have authority to bind between Company and US.Bank,which shall become effective Company and agree with the Terms and Conditions,individually on the Effective Date as referenced in the Terns and Conditions. and on behalf of Company. ' Company certifies to U.S.Bank that the person executing this Application is authorized by Company in accordance with its organization rules and applicable law to bind the Company to the Signature Date ' Terms and Conditions of this Application,including the authority to incur debt in the name of the Company.Company certifies that the signer's authorization to bind the Company and incur debt in Print Name the name of the Company is evidenced by the following- 0 The signer is an officer as indicated on Company's Print Title SEC 10-K Form (no additional information needed). ❑Company is an existing U.S.Bank customer and the ' authority of the signer is already on file at U.S.Bank (no additional information needed). ❑The signer has been granted authority by previous board resolution (attach copy of board resolution signed by ' Corporate Secretary). ❑Company is a government entity and the signer is a duly authorized contracting officer(attach copy of ' contracting warrant). ❑Company has completed the U.S.Bank Corporate Certificate of Authority(attach copy of completed Certificate). FOR U.S. BANK USE ONLY ' Please attach a copy of Personal Guarantee if required for lending purposes. DATE of OFAC Searched by OFFICER CODE TM IPM AM ' Billing Type Approved: ❑Biweekly Billing Cycle ❑Monthly Billing Cycle:Central Billing ❑Monthly Billing Cycle:Central Billing and Individual Billing Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: THE STANDARD INSURANCE COMPANY LONG TERM DISABILITY APPLICATION FOR. 2005 — AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign the The Standard Insurance Company 2005 Application for long-term disability coverage for the AFSCME, Teamster and Non-Represented employees. Standard quoted 73% of base compensation for our long-term disability coverage for an annual cost of$199,656. The long-term disability contract begins on July 1, 2005 i 1 3. EXHIBITS: The Standard Insurance Company 2005 Application 4. RECOMMENDED BY: Operations Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6H STANDARD INSURANCE COMPANY Application for Group Insurance Employee Benefits-Underwriting 900 SW Fifth Ave.Portland,OR 97204-1282 Please We or print REQUESTED EFFECTIVE DATE 07101105 APPLICANT ' Full Legal Name of Group(Exactly as it is to be shown in the policy) City of Kent Street Address 220 4th Ave S City Kent State WA Zip Code 98032 Phone Number ( 253 )856-5290 FAX Number ( 253 ) ttSS-6270 Group Contact Becky Fowler Contact's Title Benefits Manager Contact's Phone No.if different ( ) Contact's FAX No if different (J) Nature of Business municipal employer INSURANCE COVERAGE REQUESTED ' ❑ Life Only ❑ Supplemental Life ❑ DentallErnployess [d LTD ❑ ❑ Life&AD&D ❑ AdditionaUOpbonal Life DentaflEmployees and Dep(s) ❑ STD ❑ ❑ Dependent Life ❑ Stand Alone AD&D ❑ DentallOrthodontia ❑ LTD with Transitional Duty Agreement OTHER INSURANCE A. Does this insurance supplement other Insurance? ❑Yes m No If yes,specify for each line of coverage and Insurance Carrier, B. Does this insurance replace existing Insurance? m Yes ❑No If yes,specify for each existing Ime of coverage:LTD-Assurant Employee Benefits - Please submit a copy of each in force policy,certificate or plan document. ' Effective date of Prior Plan:07/01103 Termination date of Prior Plan: 06130105 ACTIVE WORK REQUIREMENT:A person must meet an Active Work requirement to become insured Members who have not met an Active Work requirement are not insured until returning to work for one fA day and meeting all other contractual requirements. Initial: Note.Some members who do not meet an Active Work requirement may be eligible for Waiver of Premium with a priorcarner.The Active Work requirement does not apply to Dental coverage. APPLICANTAGREES7HAT.I hereby apply for Group Insurance as provided in the attached proposal. The above information is"and correct to the best of the Applicant's I aMLdge and belief It forms the basis for this request for group insurance. If the requested Insurance is acceptable to Standard Insurance Company under its current rules and practices and is legally permissible, a Group Policy will be issued in the language customarily used by Standard.It will be effective on the date determined by Standard.No producer has the authority to guarantee the acceptability of the requested insurance. ' Standard may issue separate Group Policies if more than one coverage is requested in this Application.The insurance,if approved,will be subject to Standard Insurance Company's usual underwriting requirements, including the exclusions and limitations in the Group Policy and,if applicable,Evidence 0(Insurability.The effective date of insurance for which a person is required to submit satisfactory Evidence Of Insurability will be determined in accordance with the terms of the Group Policy,subject to the Active Work requirement No premiums will be collected or paid by the Applicant for such insurance until notification of approval No material describing coverage under the Group Policy will be distributed by the Applicant to any person to be insured without the prior written consent of Standard Insurance Company Premium rate quotations were based on data submitted to Standard Final premium rates will be determined by the actual composition of ' the group. The consideration for any Group Policy which may be issued is this Application and the payment of premiums.Payment of premium after receipt of the Group Policy is acceptance of the terms of the Group Policy This Application,including the attached proposal,is made a part of the Group Policy. Applicant authorizes the producer,broker of record,or consultant to receive udormatbri regarding the applicant's claims status and experience that the applicant has a right to receive and which is reasonably necessary to assist the applicant in conducting a review of the information. Signature and Title of Applicant's Authorized Representative Signature of Witness Signature of Licensed Producer(where required by law) Date License B (Must be signed prior to the requested effective date.) initial Deposit$ 16,6 313. 0 0 sI oe-7364 1 of 2 (12103) STANDARD INSURANCE COMPANY Receipt for initial Deposit Employee Benefits-Underwriting 900 SW Fifth Ave.Portland,OR 97204-1282 Received from an initial deposit of $ 'in connection with the Application for Group Insurance bearing the same date as this conditional receipt. ' Date This receipt is subject to the terms and conditions below. ' Received By Name Idle 'All premium checks must be made payable to Standard Insurance Company. Do not make check payable to the producer or leave payee blank. Terms of Receipt(Please read carefully.) If the requested insurance is acceptable to Standard Insurance Companyunder ifs current rides and practices and is legally permissibie, a Group Policy will be Issued In the language customarily used by Standard. It will be effective on the date determined by- , Standard.No producer has the authority to guarantee the acceptability of the requested insurance. Standard may issue separate Group Policies if more than one coverage is requested in this Application The insurance, if approved, wiN be subject to Standard Insurance Companys usual underwriting requirements, including the exclusions and limitations in the Group Policy and, ff applicable, Evidence Of Insurability. The effective date of insurance for which a person is required to submit satisfactory ' Evidence Of insurability will be determined in accordance with the terms of the Group Policy,subject to the Active Work requirement No premiums will be collected or paid by the Applicant for such insurance until notification of approval. No material describing coverage under the Group Policy will be distributed by the Applicant to any person to be insured without the prior written consent of Standard insurance Company , Premium rate quotations were based on data submitted to Standard Final premium rates will be determined by the actual composition of the group The consideration for any Group Policy which may be Issued is this Application and the payment of premiums.Payment of premium ' after receipt of the Group Policy is acceptance of the forms of the Group Policy. This Applica bon,including the attached proposal,is made a part of The Group Policy si o9-73ea 2 of 2 Itzias) General Worksheet — One �e�...�•v1 lido 4x�)iti a�n�i �. `cg `t „ 1t'7EP�Fipr}n&:sj{gq, do,Sl60 only _SLgCode i 6 s Name of Group-City of Kent Exactly as it is to be shown In the pokey State of Issue:WA Lp Code 98032 Client ID/Prospect A: Group Rep: Service Rep Office FORM OF ORGANIZATION rierlt the appropnmr bac ❑ Association ❑ Limited Liability Company ❑ other,Describe:municipal employer ❑ Corporation ❑ Partnership ❑ Sub-Chapter-S Corporation ❑ School Districts ® Government Unit/Publlc Unit ❑ Sole Proprietorship (Federal,state,county,city,some hospMals,eta) ❑ Trust(Please include oust document) ❑ Labor Union (Please include the collective bargaining agreement) AFFrr rA'rES P&anprwide foil Lego!naam fex"j a"are to be Chown rxi the Mixqj!Dijon,nature of bxxnaas List any affiliates to be excluded. DEFINITION OFAMEMBER A Describe the persons to be insured Include separate descriptions If they vary by coverage.If different by line of coverage,please specify on corresponding worksheets in Comments&Special Requests section ' ❑ All active employees and partners(d a partnership)regularly working 30(or )or more hours per week ❑ All active employees and partners(if a partnership)regularly working 30 or more hours per week that participate in the employer sponsored medical plan ❑ Other.(Specify-ours Per Week'requirement): All employees who are regular part-time or regular full-time and work at least 21 hrs/wk and employees in a job NOTE Enrolment cards of a prior cancer and/or beneficiary designations on forms other than The Standard's will not be accepted unless the Applicant submits a written request,together with a copy of all forms to be approved,and we approve the Applicant's request In wining I CONTRI BUrIONS rbmpwe the appro/nxn(e bnr fin each caterwge hang nrltvsted. Life Dental Dental Stand TDDI Lle With Dep Suppl Addt STD LTD for for Otho Alone D13U AD&D Life Life Life Ee's Dep ADSD UCD A Employer Pays Total Premium #1 Q Percentage of Premium Employee Pays % % % % % % 0% % % % % % 1.Number Eligible 2.Number Enrolled 3.Participation%Required C Premiums included in grass earnings Edition 8 Attachments sl T3n tot 2 {arot) General Worksheet — One , POLICYHOLDER CORRESPONDENCE AND CONTACTS Executive Correspondent(for formal notices), AdministrativefClalms Contact: ❑ Mr. ❑Mrs. 0 Ms ❑ Same as: ❑Executive ❑Billing Name: Becky Fowler 0 Other.Fill out below: Tide: Benefits Manager Name Ellen Mak phone ( 253 )856.5290 Tide: HR Analyst Fa)c ( 253 ) 856.6270 Phone f 253 )856-5297 Address: ®Same as Policyholder's. ❑Other.FIN out below: Fax: ( 253 )856-6270 Address Billing: ®Same as Executive Correspondent. E-Services Administrator: , ❑Other.Fill out below Same as: 0 Executive ❑Billing ❑AdminlCialma Name: ❑ other.FIII out below: Tile' Name* Phony ( ) Title. Fate ( ) Phone. ( ) Address, Email Address Address: Document Delivery Options Shipping Address for Printed Certificates (rhis edamutiwr Is neededQW n pnnted ❑ E-Contract Documents via AdminEase(M carviimies are requested Do nor use a Pct Bar,Cerulaaws are shipped inla U Ps.) ' (indudes Policies, Amendments, Certificates (0 Administrative Contact Notices, etc) ❑ Broker(include street address below) ❑ Certificates via E-Mail to Group Office(E) ❑ Certificates via Diskette(D)to Group Office ❑ Group Office ❑ Other ' SUMMARYPLAN DESC1 IMON A ERISA requires Stanmary Plan Descriptions(SPDs)for employee benefit plans other than church or government employers.The Certificate can ' serve as an SPD If certain plan information is added to it You may meet ERISA requirements by having a combined Certificate and SPD, If the employer has an SPD,attach it for review It the employer does not have an SPD,provide plan information to add to the Certiflcata Please check one of the following. ❑ ERISA information below ❑ SPD attached 6n Not subject to ERISA—Church or Gov't Employer Complete B-H for Review Complete G.only The following information is required by ERISA and MUST be included in combined SPOs/Certllicates. B. 9 digit Employer Tax Identification Number assigned by IRS 91 - 6001254 C. Plan number assigned to each line of coverage by Policyholder(eg 501,502). Life STD LTD Dental (Also Specify Coverage) n Plan Year Ends on.Month Day , E Plan Administrator/Plan Fiduciary(can be Policyholder) ® Same as Policyholder name,address and telephone number. ❑ Other FIII out below- Name: Street Address: Phone No, City. State: Zip, F. Registered Agent for the Service of Legal Process• 0 Same as Plan Admfnfstralor name,address and telephone number ❑ Other Fill out below Name Street Address Phone No. City State Zip: G Are there any relevant Collective Bargaining Agreements? ❑ No ❑ Yes(if yes,please attach a copy of the pertinent sections.) ft Plan Truslee(s)• City of Kent , $17372 2 of 2 (6101) t General Worksheet-Two Name of Group City of Kent 4ollcy 6 2 EUGE91 ITY WATPING PERIOD ' A There are two options for persons employed on the proposed effective date Check one. ❑ All are eligible immediately,regardless of length of service. ® Only those who have satisfied the walling period selected below are eligible Others must serve the balance of the wailing period.(Please provide hire dates for all employees on enrollment cards or census) B. A new employee must be actively employed for the specific period checked below before becoming eligible for coverage. ❑ First day o1 the month coinciding with or next following days as a Member. ❑ First day after days as a Member. ❑ First day o1 the month coinciding with or nexl following becorning a Member. ® No waiting period. ❑ Tied to medical plan Medical plan waiting period days. ❑ Other: DEFINITION OFF.ARNINGS Earnings definition will automatically include base salary,commissions averaged over 12 months,shift differential pay,Internal Reveme Code 401(k), 403(b),or 457 deferred compensation,execultve nonqualified deferred compensation and contributions to fringe benefits under an Internal Revenue Code Section 125 plan.408P earnings will be included in LTD and STD only and partnership earnings will always be included except for pudic groups A. ® Normal wording as stated above. ❑ All of the above Items except commissions. ❑ Base salary only(does not inchide commissions ershill ddyerential). ❑ S-CorporationAimited Uabikty wording. B If any other compensation Is to be included or excluded,describe: ❑ Include bornises averaged over 36 months.Bonuses included on census? ❑Yes ❑No ❑ Other Describe: G if morn than one coverage Is requested,it will be assumed that the same definition of earnings will apply to all coverages,unless marked below ❑ Definition of earnings will very by coverage.Describe. SECTION 125 PLANS r coverages are offered through a Section 125 Plan? WA coverages are"core"or"required"benefits? provide'cafeteda'enrollment materialstmenu to ensure proper administration of benefits. COIA340NTS&SPECIAL RE MTS: Eligible Classes All employees who are regular part-time or regular full-time and work at least 21 hours per week and employees in a fob-share position working at least 20 hours per week,excluding Uniformed Officers,Firefighters,and Assistant Fire Chiefs Note*Uniformed Officers are defined as Officers and Sergeants or"Police Otfcere and Captains and Lieutenants or'Police AdW See attached list of AFSCME union members paying premiums on a post lax basis SI-7373 f of 2 (stab) General Worksheet- Two Estimated Premium: Life ADBD STD LTD Dental , In force policies with The Standard: A 339619 , A 100394 A A , Match in force policy ❑ INSTALLATION cluck ® Home Office with Policyholder ❑Group Office Pool# Grace Period, Notice of Rate Change Premium Mode. ®Monthly ❑Other ' BROIIR/COMMLSSION INFORMATION Commission Scale 1. Broker Douglas Evans ❑ Level-graded(non-Dental) R L Evans Comparry,Inc. ❑ Dental Level-graded Brokerage Address, 600 Stewart St.Suite 1210 Seattle,WA 981 D1 ❑ Dental HMO Seattle WA 98101 ❑ None Cdy State, lap Code: Please complete the question below: Telephone.1 206 1 448-7878 Tax I DJSocial Security 91-0849754 Is the broker receiving a fee for service? ACI 102% %Split Commissions paid to. ❑indnndual ®Firm ❑ Yes ®No ® Resident Agent ❑ lvon-resident Agent ' ❑ Other: Already appointed with The Standard: Yes ❑ No 2 Broker: Brokerage: , Address: city. State Zip Code, Telephone:( ► Tax I D/Social Security: ACI %Split Commissions paid to. ❑ Individual ❑Firm ❑ Resident Agent ❑ Non-resident Agent Already appointed with The Standard ❑Yes ❑ No If&Third Party Administrator Is involved,please provide the Information below and Include a copy of the license. Name TPA Services being provided Address: ❑ Billing ❑ Collection ❑ Solicitation ' City ❑ Other Describe: State, Zip Code. Note:TPA licensing may be required it involved in premium processing Telephone. ( License ik , Drafting Notes- ❑ Hidden Schedule ❑ Separate Carts for Changes: Elf.Date of Changes: Changed by: , 517373 2 0(2 (allol Contract 2000 LTD Worksheet SHADED AREAS—Home Office use only Policy No.: S.D.B.: Sold Rafe: No,of Lives: Name of Group: City of Kent Effective Date: Renewal Date: LONG TERM DISABILITY COVERAGE DESCRIPTION For Contract 2000 On A. LTD Schedule of Insurance(d buy uR use f 1 for core and N2 foraddhionao ' Benefit Waiting Description of Class LTD Benelft Schedule Period Maximum Benefit Period 1. 66 %of first$ 10,500.00 ❑ 30 days 3 to age 65 L of monthly Predisabilily Earnings; ❑ 60 days Standard Grading $ 7,000.00 Maximum LTD Benefit 0 9D days ❑ Optional Grading 5R0 %of all sources,d applicable: ❑ 100 days ❑ 2 yr. ❑5 yr ❑SSNRA ❑ Other ❑ Other. 2. %of first$ ❑ 3D days ❑ to age 65 of monthly Predisability Earrings; ❑ 60 days ❑ Standard Grading $ Maximum LTD Benefit ❑ 90 days ❑ Optional Grading 500 %of all sources,if applicable' ❑ 180 days ❑ 2 yr ❑5 yr• ❑SSNRA ❑ Other ❑ Other: B. Social Security Offset 0 Full Offset(Primary and Dependent) ❑ Primary Offset Only ❑ Primary with %Dependents cap (Partial Dependents Offset) C. LTD Underwriting Information Are Members eligible for Income from any of the following sources It they become Disabled? j1J Social Security or similar plans Public Employees Rebremanl System Beneffls ❑ State Teachers'Retirement System Benefits ❑ State Disability Income Benefits(UCD,SDI,TDB,TDI,DBt,or other) Shared Leave (see att ched) ❑ other pension,retirement or disability benefits No offsets for sick leave or m Workers'Compensation Benefits sjiared leave until of to 0 Sick Leave Offset ❑100 6 backdoor ❑None ❑PoI—Member choice ❑Fut—No Choice months D. Recovery ❑ Remove Subrogation and 3rd party E_ Definition of Disability ❑ To age 65 own occ List cassdreabon(s): ❑ Partial Plus(no carve out availability) 0 ?year own occ for: ❑All ❑Other. ❑ Other Describe: ❑ 2 year own Specially for, ❑Altorneys ❑Physicians ' LTD continued on next page. SI 6719 (6a,) Contract 2000 LTD Worksheet (cont.) F. Other Plan Options 66 LTD Conversion $5,000 ❑ Automatic 5%Maximum LTD Benefit increase ❑ Cola% ❑All Employees If not,1*1 classrfication(s): ❑ Survivor Benefit Removal ' ❑ ALB: ❑80%Income Replacement ❑100%Income Replacement ❑ Medical Expense Benefit(Not available on Buy-ups) ❑$100 or ❑$200 ' ❑ 12 months or ❑24 months ❑ Lifetime Secunly Benefit(Not offered with Converslon/Portebdao ❑ Housing Assistance Benefit ❑ Medex Travel Assist ❑ Transitional Duty Package ❑ Horizon Care-EAP ❑ Internet only , ❑ Internet&Phone only ❑ Internet,Phone&1-3 Face to Face Consultations 4 of lives Over 1000 lives rate $ ' G. Optional LTD Benefits ❑ EAP: ❑Telephone Only ❑In Person Service ❑ EIP: "A of 1st$ .$ Maximum LTD Benefit Benefit Waiting Period_days Maximum Benefit Period months Key employees oovared• ❑ PCB: %of 1 st$ $ Maximum LTD Benefit %Employer Contribution %Employee Contribution ❑ HIV: %of 1 st$ ,$ Maximum LTD Benefit ❑Physicians or Dentists ONLY ❑Include nurses and other health care professionals ❑ RetumiTo Work Incentive-24 months ❑ Child Care Expense-(Expense penod will match RTW period) H. Limitations ❑ 12 months for all limitations ❑24 months for at limitations RI Add musculoskeietal/connective tissue disorders condition + ❑ Remove subjective limitations ❑ Remove Drug&Alcohol ❑ Remove Mental Nervous ❑ Remove prudent person requirement for MlYs and attorneys I. All Insurance Offsets ❑ Direct Offset ❑ 60%Backdoor ❑ 80%Backdoor I SI aTt9 (601) 06/09/2003 16,52 2538566270 EMPLOYEE SERVICES PAGE 02 CITY OF KENT POLICY ' NUMBER: 3.4 EFFECTIVE DATE: April 1, 1996 ISUBJECT: SHARED LEAVE SUPERSEDES: ecember 1 9 APPROVED: P`I�Iiayor QOL(CY: It is the policy of the City of Kent to allow regular employees to donate a portion of their accrued annual leave time to another City employee who has either been called to full lime active military duty or who Is suffering from a catastrophic illness, injury, Impairment, or physical or mental condition that has caused or is likely to cause the employee either to take leave without pay or to terminate his/her employment, It is the intent of the City that this program not be a gifting program and the City incur no additional cost excluding administrative costs. 3.4.1 ELI 1i3�iLIiY: A. Doneg/Recioient-An employee may be eligible for Shared Leave if he/she meets all of the following criteria: 1. The employee must be a regular employee as defined in the Employee ' Definitions Policy, 2. The employee has or Wil soon exhaust ail his/her accrued leave balances and is not entitled to industrial insurance compensation or LEOFF I disability leave. 3. The employee's absence from work is as a result of one of the following: a. The employee Is on an approved medical leave of absence, b. The employee is suffering from a serious health condition which disables the employee from performing the essential functions of his/her position, as defined by FMLA- 0. The employee's presence is required to care for an immediate family member who is suffering from a serious health condition, as defined by FMLA. B. Donor-Regular employees may donate annual leave in one(1)hour increments to an employee who Is authorized to receive shared leave as provided in this policy. All donations of annual leave shall be voluntary. aesWwedvvd 3.4 -Page 1 of 2 06/09r2063 16:52 2538566270 EMPLOYEE SERVIrES PAGE 03 SHARED LEAVE NUMBER 3.4 , 3.4.2 REQUEST&APPROVAL , A. Requestf Shared Leave-Employees requesting Shared Leave donations must submit a written request to the Human Resources Director for approval. In the case , of an emergency where advance notice is not possible, a written request must be made as soon as practicable. In such emergencies, a representative of the Human Resources Department may make the request In place of the employee. B. Review and Approval-The Human Resources Department will review all employee requests, approve and monitor to insure equitable treatment for all employees of the City. Inappropriate use or treatment of these shared leave provisions may result In the denial or cancellation of shared leave, 3.4.3 ADMINISTRATION: A Valuation-Annual leave shall be transferred on a dollar-for-dollar basis. The value of the leave shall be determined at the current hourly wage of the donor and the donee. B. Computing-The Finance Department shall be responsible for computing the values of shared leave, and for adjusting the accrued leave balances. Records of all leave , time transferred shall be maintained by the Finance Department. C. Police and Fire-When reviewing Police or Fire Department employees, the Police Chief or the Fire Chief may also consider whether additional adequate time off will , be provided through shift trades and/or other leave types unique to those departments. D. Human Resources Deoartmen#shall have the authority to adopt interpretive policies consistent with and applicable to employees covered under this shared leave program to the extent necessary for the proper and efficient administration of this program. , E. Finance Deoartmggt will be responsible for monitoring donee leave usage balances. At no time will shared leave or other leave use exceed the one hundred eighty(180) , calendar days allowable under the City's Leave of Absence Policy. 3.4.4 CQLLECTIVE BARGAINING AGREEMENTSICIVIL SERVICE LAWS* Employees covered by Collective Bargaining agreements, Civil Service Laws and rules, or covered by the Law Enforcement Officers and Firefighter's (LEOFF 1) disability provisions will be subject to the specific terns or those agreements, laws or rules applicable to shared , leave arrangements and are excluded from the provisions of this policy. In the event such collective bargaining agreements, laws or rules do not contain shared leave provisions, then employees covered by same will be governed by this policy. v:+vona�s�aharrmvccr 3.4 - Page 2 of 2 i 1 Employees paying their own LTD premium as of 4/13/05 Name Address Numl Employee Deduction Begin Date Aguilar Jr, Esteban 45198 1321 6/16/2003 Curtis, Suzan R 45690 157 12/16/2003 Hastings,Lori A 45969 5.57 6/16/2003 Hoopes,Brigitte R 46043 16.49 6/16/2003 Jenkins, Bernard 46085 13.21 6/16/2003 Kinsella,Jill L 46163 13.21 6/16/2003 Knapp, Sheila P 46170 15.7 6/16/2003 Kulin, Scott A 46190 13.21 6/16/2003 Langsea, Joel D 46201 13.21 6/16/2003 Martinez, Manuel A 46309 15.7 6/16/2003 Michael, Dan L 46384 15.7 6/16/2003 Perkins-White, Mary E 45025 1321 6/16/2003 Phiel, Madelyn A 45042 11.73 6/16/2003 Stone, Marilyn J 45308 157 6/16/2003 Swanson, Mallorie L 45333 13.21 6/16/2003 Ward, Christopher P 45451 13.21 6/i6/2003 Warren, Shelley W 45456 14.22 12/16/2003 Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: PREMERA BLUE CROSS ADMINISTRATIVE SERVICES CONTRACT FOR 2005 —AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign the Premera Blue Cross 2005 Administrative Services Contract. The City is self-insured for this program. The 2005 contract reflects a 6% increase in administrative fees by Premera Blue Cross and is budgeted in the Health & Welfare fund. The annual cost is approximately $551,905. The projected budget for self-funded Premera Blue Cross program claims for 2005 is $819471787. 3. EXHIBITS: Premera Blue Cross 2005 Administrative Services Contract 1 4. RECOMMENDED BY: Operations Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 61 i 1 1 ADMINISTRATIVE SERVICE CONTRACT BETWEEN PREMERA BLUE CROSS AND CITY OF KENT This Contract is effective January 1,2005, by and between the group named above(hereinafter referred to as the"Plan Sponsor"), and Premera Blue Cross(hereinafter referred to as the "Claims Administrator"or"we,""us,"or"our"). WHEREAS,the Plan Sponsor has established an employee benefit plan(hereinafter referred to as the"Plan")which provides for payment of certain welfare benefits to and for certain eligible individuals as defined in writing by the Plan Sponsor, such individuals being hereinafter referred to as"Members", and, WHEREAS,the Plan Sponsor has chosen to self-insure the benefit program(s)provided under the Plan; and WHEREAS,the Plan Sponsor desires to engage the services of the Claims Administrator to provide administrative services for the Plan, NOW THEREFORE, in consideration of the mutual covenants and conditions as contained herein the parties hereto agree to the provisions in this Contract, including any Attachments and endorsements thereto. The parties below have signed as duly authorized officers and have hereby executed this Contract If this Contract is not signed and returned to the Claims Administrator within sixty(60)days of its delivery to the Plan Sponsor or its agent,the Claims Administrator will assume the Plan Sponsor's concurrence and the Plan Sponsor will be bound by its terms. IN WITNESS WHEREOF the parties hereto sign their names as duly authorized officers and have executed this Contract. City of Kent BY. DATE: Title ADDRESS- Premera Blue Cross BY. ,/ DATE March 7,2005 1 H.R. Brereton Barlow President and Chief Executive Officer P.O. Box 327 Seattle,WA 98111-0327 1 SECTION I DUTIES AND RESPONSIBILITIES OF THE PLAN SPONSOR 101 The Plan Sponsor shall provide the Claims Administrator with a copy of any documents describing the benefit program(s)that the Claims Administrator needs to rely upon in performing its responsibilities under this Contract 102 The Plan Sponsor shall have final discretionary authority to determine the benefit provisions and to construe and interpret the terms of the Plan. 1.03 The Plan Sponsor shall have final discretionary authority to determine , eligibility for benefits and the amount to be paid by the Plan. 1.04 Unless specifically delegated to the Claims Administrator by this Contract, the Plan Sponsor shall be responsible for the proper administration of the Plan including a. providing the Claims Administrator a complete and accurate list of all individuals eligible for benefits under the benefit program(s) and to update those lists monthly The Claims Administrator shall be entitled to rely on the most recent list until it receives documentation of any change thereto. b. notifying the Claims Administrator on a monthly basis of changes in eligibility, ' C. distributing to all eligible Members all appropriate and necessary materials and documents, including but not limited to benefit program booklets, summary plan descriptions, material modifications,enrollment applications and notices required by law or that are necessary for the operation of the Plan, d. providing the Claims Administrator with any additional information necessary to perform its functions under this Contract as may be requested by the Claims Administrator from time to time, e. maintaining adequate funds from which the total cost of all claims for each preceding week will be paid to the Claims Administrator by wire transfer Funds must be provided within forty-eight(48) hours of phone notification by the Claims Administrator to a person designated by the Plan Sponsor If timely payment for the claims is not received by the Claims Administrator,the Plan Sponsor shall pay the Claims Administrator a daily late charge This late charge is calculated from the first day following the forty-eight(48) hour period stated above This late charge is based on the average monthly prime rate posted by Bank of America/Nations Bank during the Contract Period, plus two(2) percent on the amount of the late payments for the number of days late Late charges are due at the end of the Contract Period as part of the annual accounting or, if earlier, upon termination of the Contract 1 05 The Plan Sponsor shall be responsible for all taxes, assessments and fees levied by any local, state or federal authority in connection with the Claims Administrator's duties pursuant to this Contract 1 06 The Plan Sponsor shall be responsible for the Plan's continuing compliance with all applicable federal, state and local laws and regulations, as currently amended These include but are not limited to • The Internal Revenue Code • The Health Insurance Portability and Accountability Act of 1996 (H I PAA) 2 • The Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA) • The Balanced Budget Act of 1997 The Plan Sponsor,and not the Claims Administrator, is the"plan administrator"and the"plan sponsor"for purposes of all federal laws that apply to the Plan Sponsor and impose duties or obligations on such 1 entities The Plan Sponsor shall be responsible for determining whether it is subject to COBRA and, if so, for notifying Members of their COBRA rights both initially and upon the occurrence of a qualifying event,for calculating and collecting premiums for COBRA continuation of coverage and for promptly notifying the Claims Administrator when an individual is no longer eligible for COBRA continuation of coverage If the Plan Sponsor is subject to ERISA,the Plan Sponsor is responsible to prepare and maintain its ERISA plan document. 1.07 The Plan Sponsor shall be responsible for defending any legal action brought against the Plan, including a claim for benefits by or on behalf of any individual or entity, including but not limited to any Member or former Member, any fiduciary or other party. This responsibility includes the selection and payment of counsel The Plan Sponsor shall not settle any legal action or claim without the prior consent of the Claims Administrator if the action or claim could result in the Claims Administrator being liable, including for example, any liability for contribution to or indemnification of the Plan Sponsor or other third party either directly or indirectly 1.08 If the Plan Sponsor writes or revises its benefit booklet, the Claims Administrator must review and approve in advance the draft of the benefit booklet that is printed and distributed to Members 1 If an adverse decision is made in the Claims Administrator's second level of review,the Plan Sponsor shall offer the Member a review by an Independent Review Organization(IRO) The Plan Sponsor shall pay all costs of the IRO review. 1.09 If the Plan Sponsor elects to opt out of compliance with certain federal mandates as allowed by HIPAA, the Plan Sponsor is responsible to file its opt-out with federal regulators for each contract period and to notify Members of the opt-out in accordance with federal law and regulations then in effect The Plan Sponsor agrees to hold the Claims Administrator and the Network harmless for any and all consequences arising from the Plan Sponsor's failure to file an opt-out as required by law for a given contract period, errors in the opt-out filing, or failure to notify a Member as required by federal law. SECTION II DUTIES AND RESPONSIBILITIES OF THE CLAIMS ADMINISTRATOR 2.01 The Claims Administrator agrees to perform the following administrative services for the Plan Sponsor The Claims Administrator shall- a. assist in the preparation and printing of the benefit program booklets, identification cards, and other materials necessary for the operation 1 of the Plan, and distribute identification cards to Members, b. process all eligible claims incurred after the effective date of this Contract which are properly submitted in accordance with the ' procedures set forth in the Plan Sponsor's benefit booklet Checks will be issued on the Claims Administrator's check stock, but the responsibility for funding benefits is the Plan Sponsor's and the Claims Administrator is not acting as an insurer The Claims Administrator shall make reasonable efforts to determine that a claim is covered under the terms of the benefit program(s)as described in 3 the benefit booklet, to apply the coordination of benefits provisions, identify subrogation claims, and make reasonable efforts to recover subrogated amounts administratively as stated in section 7 01, and prepare and distribute benefit payments to Members and/or service providers, C. notify the Plan Sponsor weekly by telephone or electronic medium of the amount due for the prior week's claims, d. perform reasonable internal audits as stated in Section VI, e. answer inquiries from the Plan Sponsor, Members, and service , providers regarding the terms of the Plan, although final authority for construing the terms of the Plan's eligibility and benefit provisions is the Plan Sponsor's; f. prepare and provide to the Plan Sponsor reports in accordance With Attachment B; g. prepare and provide the Plan Sponsor with reports of the operations of the Plan in accordance with Attachment B; h. coordinate with any stop-loss insurance carrier; i when"preferred provider"benefits are provided, maintain a network of hospital and professional providers, paid claims will reflect any negotiated provider discounts, , j. perform care facilitation services as identified in Attachment E, Care Facilitation, k. provide a Certificate of Group Health Coverage to Members when i their coverage under this Plan terminates or upon their request within 24 months of termination In the event the Claims Administrator does not have adequate information to complete the Certificate,the Plan Sponsor will be responsible for completing the missing information on the Certificate and forwarding it to the Member I. review and respond to the initial appeals of adverse benefit determinations as described in the benefit booklet provided by the Claims Administrator for this Plan The Claims Administrator shall also provide a second review of adverse appeal decisions made after its initial review This review will be conducted as described in the benefit booklet provided by the Claims Administrator for this Plan An"adverse benefit determination"means any of the following. a denial, reduction, or termination of, or a failure to provide or make payment(in whole or in part)for, a benefit, including payment that is based on a determination of the eligibility of a Member to participate in the Plan This includes any denials, reductions, or failures to provide or make payment resulting from the application of utilization review or limitations on experimental and investigational services, medical necessity, or appropriateness of care If an adverse decision is made in the Claims Administrator's second level of review, the Claims Administrator also agrees to facilitate a , review of the appeal by an Independent Review Organization (IRO) on behalf of the Plan Sponsor The Claims Administrator will submit ail documentation regarding the appeal to the iRO and work with the IRO as needed to complete its review The Claims administrator , shall pass all costs of the IRO review on to the Plan Sponsor 4 SECTION III LIMITS OF THE CLAIMS ADMINISTRATOR'S RESPONSIBILITY 3.01 It is recognized and understood by the Plan Sponsor that the Claims Administrator is not an insurer and that the Claims Administrator's sole 1 function is to provide claims administration services and the Claims Administrator shall have no liability for the funding of benefits. The Claims Administrator is empowered to act on behalf of the Plan Sponsor in connection with the Plan only as expressly stated in this Contract or as mutually agreed to in writing by the Claims Administrator and the Plan Sponsor. 3.02 If, during the course of an audit performed internally by the Claims Administrator pursuant to Section 2 01 d or by the Plan Sponsor pursuant to Section VI of this Contract, any error is discovered,the Claims Administrator shall use reasonable efforts to recover any loss resulting from such error. 3.03 The Claims Administrator is an independent contractor with respect to the services being performed pursuant to this Contract and shall not for any purpose be deemed an employee of the Plan Sponsor 304 This Contract is between the Claims Administrator and the Plan Sponsor and does not create any legal relationship between the Claims Administrator and any Member or any other individual 305 It is recognized by the parties that errors may occur and it is agreed that the Claims Administrator will not be held liable for such errors unless they resulted from its gross negligence or willful misconduct. The Plan Sponsor agrees to defend, indemnify, and hold harmless the Claims Administrator from all claims, damages, liabilities, losses, and expenses arising out of the Claims Administrator's performance of administration services under the terms of this Contract, so long as they did not arise out of the Claims Administrator's gross negligence or willful misconduct SECTION IV FEES OF THE CLAIMS ADMINISTRATOR 401 By the first of each month,The Plan Sponsor shall pay the Claims Administrator in accordance with the fee schedule set forth in Attachment C that is incorporated herein by reference 1 402 Late Payments a If, for any reason whatsoever,the Plan Sponsor fails to make a timely payment required under this Contract by the tenth day of the month in which payment is due, the Claims Administrator may suspend performance of services to the Plan Sponsor, including processing and payment of claims, until such time as the Plan Sponsor makes the required payment, including interest as set forth in b below. b. In the event of late payment,the Claims Administrator may terminate this Contract pursuant to Section 9 05 Acceptance of late payments by the Claims Administrator shall not constitute a waiver of its right to cancel this Contract due to delinquent or nonpayment of fees 5 C. The Claims Administrator will charge interest to the Plan Sponsor on all payments received after the tenth day of the month in which they are due, including amounts paid to reinstate this Contract after termination pursuant to Section 9.05,at the average prime rate posted by Bank of America/Nations Bank during the Contract Period plus two(2) percent on the amount of the late payments for the number of days late Interest will be in addition to any other amounts payable under this Contract. 4.03 Customization Fees t The Plan Sponsor shall pay the Claims Administrator a"customization fee" when the Plan Sponsor requests either of the following a. A plan benefit configuration that the Claims Administrator has not determined to be standard for the plan type Customization fees for nonstandard plan benefits assessed at this Contract's effective date are listed in Attachment C. b. An off-anniversary benefit change, regardless of whether the desired benefit is standard for the plan type. The customization fee for each off-anniversary change shall be$2,000 Customization fees for off- anniversary changes shall be invoiced separately to the Plan Sponsor. For purposes of customization fees,"benefits"include eligibility, termination, continuation and benefit payment provisions, benefit terms, limitations, and exclusions, funding arrangement changes, and any other standard provisions of the Plan Fees are computed based on current administrative costs to implement and administer the benefit Customization fees for custom benefits that take effect on the effective date shown on the Face Page of this Contract are due and payable prior to that effective date Customization fees for off-anniversary benefit changes are due and payable prior to the effective date of the change SECTION V BLUECARD®PROGRAM 5.01 Premera Blue Cross,like all Blue Cross and/or Blue Shield Licensees, participates in a program called "BlueCard " Whenever Members access health care services in Clark County,Washington or outside Washington and Alaska,the claim for those services may be processed through , BlueCard and presented to us for payment Payment is made according to the terms and limitations of your plan document and network access rules in the BlueCard Policies then in effect Under BlueCard,when Members receive covered services within the area served by another Blue Cross and/or Blue Shield Licensee(called the"Host Blue"in this section), Premera Blue Cross remains responsible for fulfilling our obligations under this contract The Host Blue will only be responsible for such services as contracting with providers and handling all interaction with contracting providers The Host Blue must perform these duties in accordance with applicable BlueCard Policies The financial terms of BlueCard are described generally below 5.02 Liability Calculation Method Per Claim t The amount the Member pays for covered services obtained in Clark County, Washington or outside Washington and Alaska through BlueCard is calculated on the lower of 1)the billed charges for the covered services, 6 or 2)the"negotiated price"that the Host Blue passes on to Premera Blue Cross for the covered services Most often,the Plan Sponsor's liability for covered services processed through BlueCard is calculated on the same amount on which the Member's liability is calculated However, in rare cases required by the Host Blue's contract with the provider,the Plan Sponsor's liability will be calculated on the Host Blue's negotiated price even when that price exceeds the billed charge The methods used to determine the negotiated price will vary among Host Blues according to the terms of their provider contracts Often,the negotiated price will consist of a simple discount,which reflects the actual price allowed as payable by the Host Blue But, sometimes, it is an estimated price that factors in the Host Blue's expected settlements, withholds, any other contingent payment arrangements and non-claims transactions with the Member's health care provider or with a specified group of providers The negotiated price may also be a discount from billed charges that reflects an average expected savings with the Member's health care provider or a specified group of providers The price that reflects average savings may result in greater variation above or below the actual price than will the estimated price In accordance with national BlueCard policy,these estimated or average prices will also be adjusted from time to time to correct for overestimation or underestimation of past I prices However, the amount on which the Member's and the Plan Sponsor's payments are based remains the final price for the covered services billed on that claim In addition, K the Host Blue's negotiated price is an estimated or average price, as described above, some portion of the amount the Plan Sponsor pays may be held in a variance account by the Host Blue, pending settlement with its contracting providers Because all amounts paid are final, any funds held in a variance account do not belong to the Plan Sponsor and are eventually exhausted by provider settlements and through prospective adjustments to the negotiated prices. I Some states may mandate a surcharge or a method of calculating what Members must pay on a claim that differs from BlueCard's usual method noted above and is not pre-empted by federal law If such a mandate is in force on the date the Member received care in that state, the amounts the Member and the Plan Sponsor must pay for any covered services will be calculated using the methods required by that state's mandate Such methods might not reflect the entire savings expected on a particular claim The calculation methods described above in this section 5.02 do not apply to BlueCard Worldwide claims Under BlueCard, recoveries from a Host Blue or from contracting providers of a Host Blue can arise in several ways Examples are antifraud and abuse audits, provider/hospital audits, credit balance audits, utilization review refunds, and unsolicited refunds. In some cases, the Host Blue will engage third parties to assist in discovery or collection of recovery amounts. The fees of such a third party are netted against the recovery. Recovery amounts, net of any fees, will be applied in accordance with applicable BlueCard Policies, which generally require correction on a claim-by-claim or prospective basis 503 BlueCard Worldwide® 7 If Members are outside the United States,the Commonwealth of Puerto Rico, Jamaica and the British and U S Virgin Islands, they may be able to take advantage of BlueCard Worldwide. BlueCard Worldwide is unlike the national BlueCard program in certain ways For instance,although BlueCard Worldwide provides a network of contracting hospitals, it offers only referrals to doctors and other health care providers When receiving care from doctors or other health care providers, Members will have to submit claim forms on their own behalf to obtain reimbursement for the services provided through BlueCard Worldwide 5.04 BlueCard Fees and Compensation-Overview The Plan Sponsor understands and agrees to the following- a. To pay certain fees and compensation to us which we are obligated under BlueCard to pay to the Host Blue,to the Blue Cross and Blue Shield Association, or to the BlueCard vendors These fees are billed to the Plan Sponsor as shown in Attachment C, "Fees of the Claims Administrator." b. That fees and compensation under BlueCard may be revised from time to time without the Plan Sponsor's prior approval in accordance with the Blue Cross and Blue Shield Association's standard provisions for revising fees and compensation under BlueCard. Some of these fees and compensation are charged each time a claim is l processed through BlueCard Examples of these are access fees(see 5 05 and 5 06 below), administrative expense allowance fees, Central Financial Agency Fees, and ITS Transaction Fees Also, some of these claim-based fees, such as the access fee and the administrative expense allowance fee, may be passed on to the Plan Sponsor as an additional claim liability. Examples of fees not charged for each claim are an 800 number fee and a fee for providing provider directories If you want an updated listing of these types of fees or the amount of these fees paid directly by you,please contact us 505 Access Fees Host Blues may charge the Claims Administrator an access fee for making their discounted rates and the resulting savings available on claims incurred by the Plan Sponsor's Members Access fees are based on the difference between the amount paid by the Host Blue and the amount this Plan would have paid if it had dealt with the out-of-area provider directly The access fee, if one is charged, may equal up to 10 percent of the Host Licensee's discount/differential savings, but may not exceed$2,000 per claim. The access fee may be charged only if the Host Blue's arrangement with the provider prohibits billing Members for amounts in excess of the discounted rate However, providers may bill for deductibles, coinsurance, amounts in excess of stated benefit maximums, and charges for noncovered services In the event a participating provider discount cannot be passed along to the Member, no discount or access fee will apply 506 How Access Fees Affect The Plan When the Claims Administrator is charged an access fee, it will be charged , to the Plan Sponsor as a claims expense If the Claims Administrator receives an access fee credit, it will be given to the Plan Sponsor as a claims expense credit Access fees are considered a claims expense 8 because they represent claims dollars the Plan Sponsor is unable to avoid paying. Instances may occur in which the Claims Administrator does not pay a claim (or pays only a small amount)because the amounts eligible for payment were applied to the deductible and/or coinsurance In these instances,the Claims Administrator will pay the access fee and pass it along to the Plan Sponsor as a claims expense even though little or none of the claim was paid. SECTION VI AUDIT 6.01 Within thirty(30)days of written notice from the Plan Sponsor, the Claims Administrator shall allow an authorized agent of the Plan Sponsor to inspect or audit all records and files maintained by the Claims Administrator which are directly pertinent to the administration of the Plan for the current or most recently ended contract period Such documents shall be made available at the administrative office of the Claims Administrator during normal business hours The Plan Sponsor shall be liable for any and all fees charged by the auditor All audits shall be subject to the Claims Administrator's audit policies and procedures then in effect To the extent that the Plan Sponsor requests data and reports that are beyond the scope of the Claim Administrator's audit policies and procedures,the Plan Sponsor shall reimburse the Claims Administrator for the additional administrative costs incurred in producing such data and reports Any agent or auditor who has access to the records and files maintained by the Claims Administrator shall agree not to disclose any proprietary or confidential information used in the business of the Claims Administrator SECTION VII SUBROGATION 7.01 The Claims Administrator shall make reasonable efforts to pursue subrogation claims administratively on behalf of the Plan However, the Claims Administrator shall have no affirmative duty to pursue subrogation claims beyond those specified in section 2 01 b The Plan Sponsor shall have the sole discretion to bring any legal claim or action to enforce the Plan's subrogation provisions The Claims Administrator will cooperate with the Plan Sponsor in the event the Plan Sponsor brings any legal action to enforce the subrogation provisions of the Plan Any costs and attorneys' fees incurred in pursuing such subrogation claims shall be the responsibility of the Plan Sponsor. SECTION Vill TERM OF CONTRACT 801 The term of this Contract shall be the period from 12-01 a m on January 1, 2005,to midnight on December 31, 2005 (hereinafter referred to as the "Contract Period") 802 Except as stated otherwise in section 9 03 below,the terms and conditions of this Contract and the fee schedule set forth in Attachment C are established for the Contract Period 803 The Plan Sponsor acknowledges that the fee schedule set forth in Attachment C and the services provided for in this Contract are based upon the terms of the Plan and the enrollment as they exist on the effective date of this Contract Any substantial changes,whether required by law or otherwise, in the terms and provisions of the Plan or in enrollment may require that the Claims Administrator incur additional expenses The 9 parties agree that any substantial change, as determined by the Claims Administrator, shall result in the alteration of the fee schedule, even if the alteration is during the Contract Period The phrase "any substantial ' change"shall include, but not be limited to. a. a fluctuation of ten(10)percent or more in the number of Members as set forth on the census information included in Attachment A which is herein incorporated by reference and made a part of this Contract, b. the addition of benefit program(s)or any change in the terms of the Plan's eligibility rules, benefit provisions or record keeping rules that would increase administration costs by more than$2,000; C. any change in claims administrative services,benefits or eligibility required by law, d. any change in administrative procedures from those in force at the inception of this Contract that is agreed upon by the parties, e. any additional services which the Claims Administrator undertakes to perform at the request of the Plan Sponsor which are not specified in this Contract such as the handling of mailings or preparation of statistical reports and surveys not specified in the Claims Administrator's standard Employer Group Reporting set SECTION IX TERMINATION 9.01 The Plan Sponsor may terminate this Contract at any time by giving the t Claims Administrator thirty(30)days written notice. 9.02 This Contract will terminate on the last day of the Contract Period or the last day of any extension of the Contract Period granted by the Plan Administrator 903 Either party may terminate this Contract effective immediately by giving written notice to the other if a party becomes insolvent, makes a general assignment for the benefit of creditors, files a voluntary petition of bankruptcy, suffers or permits the appointment of a receiver for its business or assets, or becomes subject to any proceeding under any bankruptcy or insolvency law, whether foreign or domestic. A party is insolvent if it has ceased to pay its debts in the ordinary course of business,cannot pay its debts as they become due, or the sum of its debts is greater than the value of its property at a fair valuation 904 If loss of services is caused by, or either party is unable to perform any of its obligations under this Contract, or to enjoy any of its benefits because of natural disaster, action or decrees of governmental bodies or communication failure not the fault of the affected party, such loss or inability to perform shall not be deemed a breach The party who has been so affected shall immediately give notice to the other party and shall do everything possible to resume performance Upon receipt of such notice, all obligations under this Contract shall be immediately suspended If the period of nonperformance exceeds thirty(30) days from the receipt of such notice,the party whose performance has not been so affected may, as its sole remedy,terminate this Contract by written notice to the other party effective immediately. In the event of such termination, the Plan Sponsor shall remain liable to the Claims Administrator for all payments due, together with interest thereon as provided for in Section 4 02 10 i 905 The Claims Administrator may,at its sole discretion,terminate this Contract effective as of a missed payment due date in the event that the Plan Sponsor fads to make a timely payment required under this Contract 906 In the event this Contract is terminated prior to the end of the Contract Period,the Plan Sponsor shall remain liable to the Claims Administrator for all delinquent sums together with interest thereon as provided for in section 4 02 above Furthermore,the Claims Administrator will have incurred fixed costs which, but for the termination,would have been recouped over the ' course of the Contract Period Therefore, in the event that the Contract terminates pursuant to Section 9 01 or 9 05,the Plan Sponsor shall also pay the Claims Administrator as liquidated damages, and not as a penalty, an amount equal to two(2) months administration fees This monthly fee shall be determined by multiplying the rate set forth in Attachment C multiplied by the average number of Members covered by the Plan for the immediately preceding six(6)month period or such shorter period if this Contract has not been in effect for a period of six(6) months The Plan Sponsor shall remain liable for claims incurred during the Contract Period but not paid during the Contract Period and for the claims run-out processing fee set forth in subsection C of Attachment C. i907 Within one hundred twenty(120)days of termination by either party,the Claims Administrator shall deliver to the Plan Sponsor an interim accounting. Within fifteen (15) months of termination the Claims Administrator shall deliver to the Plan Sponsor a complete and final accounting of the status of the Plan. At the expense of the Plan Sponsor, the Claims Administrator shall make available a record of deductibles and coinsurance levels for each Member and deliver this information to the Plan Sponsor or its authorized agent 9.08 For the twelve(12)month period following termination of this Contract,the Claims Administrator shall continue to process eligible claims incurred prior to termination at the claims run-out processing fee rate set forth in Attachment C SECTION X DISCLOSURE 10.01 It is recognized and understood by the Plan Sponsor that the Claims Administrator is subject to all laws and regulations applicable to Claims Administrators and health care service contractors 10.02 It is recognized and understood by the Plan Sponsor that the Claims Administrator is not acting as an insurer and also is not providing stop-loss insurance SECTION XI OTHER PROVISIONS 11.01 Choice of Law The validity, interpretation, and performance of this Contract shall be controlled by and construed under the laws of the state of Washington, I unless federal law applies Any and all disputes concerning this Contract shall be resolved in King County Superior Court or federal court as appropriate 11.02 Trademarks 11 The Claims Administrator reserves the right to,the control of, and the use of the words"Premera Blue Cross", "MSC Incorporated as Premera Blue Cross" and all symbols,trademarks and service marks existing or hereafter established The Plan Sponsor shall not use such words, symbols, trademarks or service marks in advertising, promotional materials,materials supplied to Members or otherwise without the Claims Administrator's prior written consent which shall not be unreasonably withheld. 11.03 Independent Corporation The Plan Sponsor hereby expressly acknowledges, on behalf of itself and all of its Members, its understanding that this Administrative Service Contract constitutes a Contract solely between the Plan Sponsor and the Claims Administrator, that the Claims Administrator is an independent corporation operating under a license with the Blue Cross and Blue Shield Association, an association of independent Blue Cross and Blue Shield Plans(the"Association")permitting the Claims Administrator to use the Blue Cross Service Mark in the States of Washington and Alaska, and that the Claims Administrator is not contracting as the agent of the Association. The Plan Sponsor further acknowledges and agrees that it has not entered into this Administrative Service Contract based upon representations by any person other than the Claims Administrator, and that no person, entity or organization other than the Claims Administrator shall be held accountable or liable to the Plan Sponsor for any of the Claims Administrator's obligations to the Plan Sponsor created under this Administrative Service Contract This provision shall not create any additional obligations whatsoever on the Claims Administrator's part other than those obligations created under other provisions of this Administrative Service Contract. 11.04 Notice Except for the notice given pursuant to section 2.01 c.,any notice required or permitted to be given by this Contract shall be in writing and shall be deemed delivered three(3) days after deposit in the United States mail, postage fully prepaid, return receipt requested, and addressed to the other party at the address as shown on the face page of this Contract 11.05 Integration This Contract, including any appendices or attachments incorporated herein by reference, embodies the entire Contract and understanding of the parties and supersedes all prior oral and written communications between them. Only a writing signed by both parties hereto hereof may modify the terms. 11.06 Assignment Neither party shall assign this Contract or any of its duties or responsibilities hereunder without the prior written approval of the other SECTION XII ATTACHMENTS TO THE ADMINISTRATIVE SERVICE CONTRACT 1201 The following attach to and become part of the body of this Contract and they are herein incorporated by reference Attachment A-Census 12 Attachment B-Reporting Attachment C -Fee Schedule Attachment D—Business Associate Agreement Attachment E—Care Facilitation Attachment F-Right Of Conversion 13 1 1 ATTACHMENT A CENSUS INFORMATION Administration Fees, effective January 1, 2005, are based on the following: Number of Active and Retired Members: Employee Spouse Children Medical 770 525 824 Dental 813 542 853 Number of COBRA Members: Employee Spouse Children Medical 8 5 5 Dental 8 5 5 Other Carriers Offered: Group Health Cooperative PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1,2005 ATTACHMENT B iREPORTING A standard package of reports covering the Contract Period wit be provided to the Plan Sponsor within the fees set forth in Attachment C The reports will cover • Eamed premium • Paid claims • Census data • Claims summaries by. • Provider type • Service type • Coverage type Please note that reports,format, and content may be modified from time to time as needed. I 1 i PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1,2005 i t t l I t ! z t 1 PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1, 2005 ATTACHMENT C FEES OF THE CLAIMS ADMINISTRATOR Pursuant to the Administrative Service Contract,the Group shall pay the Claims Administrator a fee, as set forth below, for administrative services A. Administration Fees Composite 2005 2006 1018212 13596-99 $59 39 $61 77 1018212 22066, -01 $58 01 $60 33 B Other Fees: Booklets $2 05 per book I D Cards $0 88 per card Prescription Dru Charge $1 40 per claim Conversion Contract Fee $1,000 per conversion I C Brokerage Fees and Commission Medical $2.36 per employee per month Freestanding Dental $ 36 per employee per month D Claims Runout Processing Fee 10 00% of runout claims processed by PBC E BlueCard Fees: Tracked and billed as part of the annual accounting for the Contract Period F. Care Facilitation—Included in Administration Fee(See attachment E for an overview of services provided) i PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1, 2005 ATTACHMENT D BUSINESS ASSOCIATE ATTACHMENT TO ADMINISTRATIVE SERVICE CONTRACT FOR GROUPS NOT SUBJECT TO ERISA This Business Associate Attachment(the"Attachment") shall be entered into by and between the Claims Administrator,the Plan Sponsor and the Health Plan (the"HP") (as defined below) on the effective date of the Contract Recitals 1. In 1996, Congress enacted the Health Insurance Portability and Accountability Act ("HIPAA"),which required, among other things,the promulgation of privacy rules governing the use and disclosure of protected health information 2 In pertinent part,the HIPAA privacy rules, codified at 45 C F R Parts 160 and 164, subparts A and E, and as amended (the"Privacy Rule")require that covered entities, including the HP, maintain business associate agreements with third parties that provide certain services for and on behalf of the HP, including the Claims Administrator, and outline specific contractual requirements to be incorporated into the business associate agreements 3 In addition to being the business associate of the HP,the Claims Administrator is also a covered entity,as defined in the Privacy Rule, and has policies, procedures and practices in place to ensure compliance with the Privacy Rule 4. Because the Claims Administrator is regulated under other state and federal privacy laws, it has adopted the term"protected personal information"or"PPI"(as defined below) and will apply the obligations contained in this Attachment to that information NOW, THEREFORE, in consideration of these premises and the mutual promises and i agreements hereinafter set forth, the Plan Sponsor,the HP and the Claims Administrator hereby agree as follows 1. Definitions. The following definitions shall apply in interpreting this Attachment Terms used, but not otherwise defined shall have the same meaning as those terms in the Privacy Rule(as defined below) 1.1 Health Plan or HP. The HP shall be defined consistent with 45 CFR 160.103, and as amended 1.2 Individual "Individual"shall mean the person who is the subject of the PPI or their personal representative(as defined in §164 502(g) of the Privacy Rule). 1.3 Protected Personal Information or PPI "PPI"shall mean any and all information created or received by the Claims Administrator,that identifies or can readily be associated with the identity of an Individual,whether oral or recorded in any form or medium, that directly related to (1)the past, present or future physical, mental or behavioral health or condition of an Individual, (2)the past, present or future payment for the provision of health care to an Individual, (3)the provision of health care to an Individual, and (4)the past, present or future finances of an Individual, including,without limitation, an Individual's name, address, telephone number, Social Security Number, subscriber number or wage information PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE. January 1, 2005 14 Secretary "Secretary"shall mean the Secretary of the Department of Health and Human Services or his designee 2. HP. The Claims Administrator, Plan Sponsor and HP all agree to add the HP as a party to the Contract and acknowledge that the HP's obligations under the Contract are contained completely in this Attachment 3. Safeguard of PPI. The Claims Administrator will maintain reasonable and appropriate administrative,technical and physical safeguards, as required by applicable laws to ' protect against reasonably anticipated threats or hazards to, and to ensure,the security and integrity of PPI,to protect against reasonably anticipated unauthorized use or disclosure of PPI, and to reasonably safeguard PPI from any intentional or unintentional use or disclosure in violation of the Attachment. 4. Permitted Uses and Disclosures of PPI by the Claims Administrator. 4.1 Functions and Activities on the HP's Behalf The Claims Administrator shall be i permitted to use and disclose PPI for(a)the management, operation and administration of the HP and (b)as otherwise necessary to provide the services set forth in the Contract, including, but not limited to activities related to Payment and Health Care Operations as defined in §164 501 of the Privacy Rule 4.2 Disclosures to the Plan Sponsor,the HP or other Business Associates of the HP. Except as otherwise permitted by written directive from HP,the Claims Administrator will not disclose PPI to the Plan Sponsor, the HP or to another business associate of the HP The Claims Administrator, may disclose PPI only to those individuals employed by the HP or business associates of the HP, including,without limitation, the HP's broker, identified in writing by the HP as individuals to whom PPI can be disclosed The HP must provide this written directive to the Claims Administrator as soon as possible but in any event no later than the effective date of this Contract The HP must promptly notify the Claims Administrator of any changes to the written directive. 4.3 Functions and Activities on the Claims Administrator's Behalf The Claims Administrator shall be permitted to use PPI as necessary for the Claims Administrator's management and administration or to carry out its legal responsibilities as permitted or required by law The Claims Administrator shall also be permitted to disclose PPI to its business associates, subcontractors or other third parties as necessary for proper management and administration of the Claims Administrator, or to carry out the Claims Administrator's legal responsibilities (a) if the disclosure is required by law or(b) if before the disclosure is made, the Claims Administrator, obtains a contract from the entity to which the disclosure is to be made containing reasonable assurances that the entity will also comply with the Privacy Rule's business associate requirements. 5. Minimum Necessary. The HP and the Plan Sponsor will make reasonable efforts to request from the Claims Administrator only the minimum amount of PPI necessary for its needed purpose In addition, the HP and the Plan Sponsor will make reasonable efforts to only disclose to the Claims Administrator the minimum amount of PPI necessary for the Claims Administrator to perform the services identified in the Contract and other functions and activities referenced in Section 3 of this Attachment. Finally, the Claims Administrator will make reasonable efforts to use, disclose, or request only the minimum amount of PPI necessary from any third party to perform the services identified in the Contract and other functions and activities referenced in Section 3 of this Attachment. i PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1, 2005 r 6. Other Privacy Obligations of the Claims Administrator The Claims Administrator shall 6.1 Not use or further disclose PPI other than as permitted or required by the Contract,the Attachment or law, 62 Report to HP any actual use or disclosure of PPI concerning HP's Members not permitted or required by the Contract,the Attachment or law of which it becomes aware, 6.3 Ensure that any agents, including a subcontractor,to whom it provides PPI received from, or created or received by the business associate on behalf of, the HP agree to the same restrictions and conditions as outlined in the Privacy Rule that apply to a business associate with respect to such information, 64 Make available PPI as required by§164 524; 6.5 Make available PPI for amendment and incorporate any amendments to PPI as required by§164 526, 6.6 Make available the information required to provide an accounting of disclosures as required by§164 528, 6.7 Make its internal practices, books, and records relating to the use and disclosure of PPI received from, or created or received by the Claims Administrator on behalf of, the HP available to the Secretary for purposes of determining the HP's compliance with the Privacy Rule; and 68 Restrict the use and disclosure of PPI in accordance with§164.522 and consistent with the Claims Administrator's policies, procedures and practices. 7. The Claims Administrator's Privacy-Related Services Regarding Requests by Individuals Upon receipt, the HP shall immediately provide notice to and forward any and all individual requests received pursuant to§164 522, §164 524, §164 526 or §164 528 of the Privacy Rule(collectively referred to as the"Requests")consistent with Exhibit D-1 Upon the Claims Administrator's receipt of the Requests, either from the HP or directly from the Individual, the Claims Administrator shall 7.1 Evaluate each request consistent with the Privacy Rule and the Claims Administrator's policies, procedures and practices, 7.2 For Requests that may affect the policies, procedures or practices of the HP, coordinate with the HP about evaluation of the Requests and mutually agree on , the result, 7.3 For Requests that may involve the HP's other business associates, request information from the business associates identified by the HP necessary for fulfilling the Requests, 7.4 Communicate the result of the evaluation directly to the Individual wnthin the legal timeframes established for each type of request;and 7.5 Notify the HP of the outcome of each Request identified by the HP at the time of notice to the Claims Administrator, and 76 Implement each Request that is granted PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1,2005 Such services shall be included in the Claims Administrator's Administration Fee set forth in Attachment C. 8. HP's Notice of Privacy Practices. 81 Preparation of the HP's Notice of Privacy Practices. Claims Administrator will provide the HP a copy of notice of privacy practices as it relates to the Claims Administrator's functions and activities contained in the Contract and this Attachment, which the HP shall incorporate into the HP's Notice of Privacy Practices (the"Privacy Notice"). 82 Amendment of the HP's Privacy Notice the HP shall be responsible for modifying the Privacy Notice in the event that the HP,the Plan Sponsor or the Claims Administrator materially changes its privacy policies, procedures or practices that affect the Privacy Notice The party necessitating the change to the Pnvacy Notice shall bear any reasonable costs associated with revising and distributing the Privacy Notice. The HP,the Plan Sponsor and the Claims Administrator will not institute such material change before the effective date of the HP's revised Privacy Notice. 83 Distribution of the HP's Privacy Notice of Privacy Practices The HP shall be responsible for the distribution of its Privacy Notice,and any revisions to its Privacy Notice within a reasonable time 9. Term and Termination. 9.1 Term The Term of this Attachment shall begin as of the Effective Date contained herein and shall remain in effect for the duration of the Contract 92 Termination for Breach of Privacy Obligations The HP will have the right to terminate the Contract if the Claims Administrator has engaged in a pattern of activity or practice that constitutes a material breach or violation of the Claims Administrator's obligations regarding PPI under this Attachment The contractual requirements for termination are outlined in the Contract 93 Effect of Termination. a. Return or Destruction of PPI Upon Termination of Contract Upon cancellation,termination,expiration or other conclusion of the Contract, the Claims Administrator will, if feasible, return to the HP or else destroy PPI, in whatever form or medium that the Claims Administrator, created or received for or from the HP, including all copies of and any data or compilations derived from such PPI that allow identification of any Individual The Claims Administrator will complete such return or destruction as promptly as practical, but not later than sixty days after the effective date of the cancellation, termination, expiration or other conclusion of the Contract ' b. Reimbursement The Plan Sponsor will reimburse the Claims Administrator's reasonable costs and expenses incurred in returning or destroying such PPI. C. Disposition When Return or Destruction of PPI is Not Feasible In the event that returning or destroying the PPI is not feasible as determined by the Claims Administrator, the Claims Administrator will limit further use or disclosure of the PPI to those purposes that make their return to the HP or destruction infeasible and shall extend the privacy protections PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1, 2005 contained herein to that PPI for as long as the Claims Administrator retains it 10. Order of Precedence. This Attachment shall supersede and replace any and all provisions in the Contract concerning confidentiality or privacy In addition,the notice provisions of this Attachment shall prevail over the Contract only to the extent that such notice is related to the obligations contained herein Except as otherwise provided in this section, in the event that any other terms or conditions contained in this Attachment conflict or are inconsistent with the Contract,the terms and conditions of the Contract shall prevail IN WITNESS WHEREOF,the parties have signed this Attachment effective as of the date indicated above CLAIMS ADMINISTRATOR Its: President and Chief Executive Officer PLAN SPONSOR Its. Dated: HP i Its: Dated: Z I PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1, 2005 EXHIBIT D-1 NON-ERISA GROUP BUSINESS ASSOCIATE ATTACHMENT Notification Requirements Privacy-Related Services Regarding Requests iAll notices required under Section 7 this Attachment shall be given in writing,delivered by facsimile or in person, and addressed as follows HP: (Name) (Department) (Telephone Number) (Fax Number) Claims Administrator: Premera Blue Cross Complaints and Appeals Department P.O Box 91102 Seattle,WA 98111-9202 Telephone 1.800 345 6784 Fax 425 918 5592 PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1, 2005 ATTACHMENT E CARE FACILITATION Claims Administrator agrees to provide the following care facilitation programs for the fees shown in Attachment C Service Description Care Management , Clinical review Prospective and retrospective review for medical necessity,appropriate application of benefits Prospective review is not mandatory for provision of benefits. Case management Voluntary program to provide cost-effective alternatives for care of complex or catastrophic conditions. Health Awareness Education Includes preventive care programs for members immunization reminders, cancer screening reminders,and health education and information. Quality Programs Includes provision of evidence-based clinical practice and preventive care guidelines to members and providers, chart tools, and quality of care program activities Prescription drug formulary Development of formulary and access to providers and promotion members on-line Physician-based pharmacy Physician education on cost-effective prescribing management ePocrates Software to provide physicians with up-to-date drug and plan formulary information. Polypharmacy Education for members using multiple drugs to review prescriptions with their providers to decrease incidences of adverse drug interactions Point-of-sale Pharmacy Follow-up with members and physicians to minimize inappropriate or excessive drug therapies identified when drugs are dispensed Disease Management Oncology Educates members and assists members and providers in managing breast& lung cancer This program is included as a part of Care Management services. Cardiac and Diabetes Educates members and assists members and providers in managing coronary artery disease, congestive heart failure, and diabetes , PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1, 2005 Pharmacy Rebate Demand Management Round-the-dock access for members to RNs to answer questions about health care. r 1 PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1, 2005 I i ATTACHMENT F j RIGHT OF CONVERSION FOR TERMINATED MEMBERS The Plan Sponsor requests that the Claims Administrator provide a conversion privilege to terminated Members in consideration of the following- Responsibilities of the Claims Administrator The Claims Administrator shall make available to Members an opportunity to obtain health care coverage(hereinafter referred to as Conversion Contract)when they are no longer eligible for coverage under the Plan due to, Termination of employment. • Termination of benefits for the class in which the Member belongs • A covered dependent's attainment of the limiting age • A covered spouse's legal separation or divorce • Death of a covered employee. The Claims Administrator shall not be required to issue a Conversion Contract if the Member becomes covered under a group health insurance policy within 31 days after termination of his or her coverage under the Plan. Application and payment of the applicable rate for the Conversion Contract must be made by the Member within 31 days after such mdividual's conversion pnvdege of its group health coverage contracts Rates for the Conversion Contract shall be determined by the Claims Administrator and be the same as those then in effect for coverage offered under the standard conversion privilege of its group health coverage contracts Rates will not be guaranteed and the Claims Administrator will have the right to change the rate of any Conversion Contract Compensation The Plan Sponsor shall pay the Claims Administrator a$1,000 conversion privilege fee for each conversion contract issued to a former Member The Claims Administrator shall notify the Plan Sponsor of the conversion privilege fees owed in connection with the weekly notification of claims paid PLAN SPONSOR: City of Kent PLAN NUMBER: 1018212 PLAN DOCUMENT EFFECTIVE DATE: January 1, 2005 i Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: GROUP HEALTH COOPERATIVE 2005 CONTRACT— AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign the 2005 Group Health Cooperative of Puget Sound contract for the City's insured HMO plan. The 2005 contract reflects an approximate 5.8% increase in the health care premiums charged by Group Health and is budgeted in the Health and Welfare fund. 3. EXHIBITS: Group Health Contract 4. RECOMMENDED BY: Operations Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6J @GwupHealth COOPERATIVE Group Medical Coverage Agreement for Kent,City Of Group Health Cooperative(also referred to as"GHC")is a nonprofit health maintenance organization furnishing health care coverage on a prepayment basis The Group identified below wishes to purchase such coverage This Agreement sets forth the terms under which that coverage will be provided,including the rights and responsibilities of the contracting parties,requirements for enrollment and eligibility, and benefits to which those enrolled under this Agreement are entitled The Agreement between GHC and the Group consists of the following ' • Standard Provisions • Attached Benefit Booklet • Signed Group application • Premiums Schedule • All attachments and endorsements included or issued hereafter Group Health Cooperative Signed Title President and Chief Executive Officer Kent,City Of,0036900 Signed Title This Agreement will become effective January I,2005 and will continue in effect until terminated or renewed as herein provided for PA-113302 C23687-0036900 1 1 @GroupHealth COOPERATIVE Group Medical Coverage Agreement Table of Contents Standard Provisions Attachment 1 Medicare Endorsement Attachment 2 Benefit Booklet Attachment 3 Premiums Schedule C23687-0036900 2 Standard Provisions 1. GHC agrees to provide benefits as set forth in the attached Benefit Booklet to enrollees of the Group 2. Monthly Premiums Payments. For the initial term of this Agreement,the Group shall submit to GHC for each Member the monthly premiums set forth in the current Premiums Schedule and a verification of enrollment Payment must be received on or before the due date and is subject to a grace period often(10)days Premiums are subject to change by GHC upon thirty(30)days written notice Premium rates will be revised as apart of the annual renewal process In the event the Group increases or decreases enrollment at least twenty-five percent(25%)or more,GHC reserves the right to require re-rating of the Group 3. Dissemination of Information. Unless the Group has accepted responsibility to do so,GHC will disseminate information describing benefits set forth in the Benefit Booklet attached to this Agreement 4. Identification Cards.GHC will furnish cards,for identification purposes only,to all Members enrolled under this Agreement 5. Administration of Agreement.GHC may adopt reasonable policies and procedures to help in the administration of this Agreement GHC reserves the right to construe the provisions of this Agreement and to make all determinations regarding benefit entitlement and coverage 6. Modification of Agreement. Except as required by federal and Washington State law,this Agreement may not be modified without agreement between both parties No oral statement of any person shall modify or otherwise affect the benefits,limitations and exclusions of this Agreement,convey or void any coverage,increase or reduce any benefits under this Agreement or be used in the prosecution or defense of a claim under this Agreement 7. Indemnification. GHC agrees to indemnify and hold the Group harmless against all claims,damages,losses and expenses, including reasonable attorney's fees,arising out of GHC's failure to perform, negligent performances or willful misconduct of its directors,officers,employees and agents of their express obligations under this Agreement The Group agrees to indemnify and hold GHC harmless against all claims,damages,losses and expenses, including reasonable attorney's fees,arising out of the Group's failure to perform,negligent performances or willful misconduct of its directors,officers,employees and agents of their express obligations under this Agreement The indemnifying party shall give the other party prompt notice of any claim covered by this section and provide reasonable assistance(at its expense) The indemnifying party shall have the right and duty to assume the control of the defense thereof with counsel reasonably acceptable to the other party. Either party may take part in the defense at its own expense after the other party assumes the control thereof S. Compliance With Law. The Group and GHC shall comply with all applicable state and federal laws and regulations in performance of this Agreement This Agreement is entered into and governed by the laws of Washington State,except as otherwise pre-empted by ERISA and other federal laws 9. Governmental Approval. If GHC has not received any necessary government approval by the date when notice is required under this Agreement,GHC will notify the Group of any changes once govemmental approval has been received GHC may amend this Agreement by giving notice to the Group upon receipt of government approved rates,benefits,limitations,exclusions or other provisions,in which case such rates, benefits, limitations,exclusions or provisions will go into effect as required by the governmental agency All C23687-0036900 3 amendments are deemed accepted by the Group unless the Group gives GHC written notice of non-acceptance within thirty(30)days after receipt of the amendment,in which event this Agreement and all rights to services and other benefits terminate the first of the month following thirty(30)days after receipt of non-acceptance 10. Confidentiality. Each party acknowledges that performance of its obligations under this Agreement may involve access to and disclosure of data,procedures,materials,lists,systems and information,including medical records,employee benefits information,employee addresses,social security numbers,e-mail addresses, phone numbers and other confidential information regarding the Group's employees(collectively the "information") The information shall be kept strictly confidential and shall not be disclosed to any third party ' other than (i)representatives of the receiving party(as permitted by applicable state and federal law)who have a need to know such information in order to perform the services required of such party pursuant to this Agreement,or for the proper management and administration of the receiving party,provided that such representatives are informed of the confidentiality provisions of this Agreement and agree to abide by them,(u) pursuant to court order or(in)to a designated public official or agency pursuant to the requirements of federal, state or local law,statute,rule or regulation The disclosing party will provide the other party with prompt notice of any request the disclosing party receives to disclose information pursuant to applicable legal requirements,so that the other party may object to the request and/or seek an appropriate protective order against such request Each party shall maintain the confidentiality of medical records and confidential patient and employee information as required by applicable law. 11. Arbitration. Any dispute,controversy or difference between GHC and the Group arising out of or relating to this Agreement,or the breach thereof,shall be settled by arbitration in Seattle,Washington in accordance with the Commercial Arbitration Rules of the American Arbitration Association,and3udgment on the award rendered by the arbitrator(s)maybe entered in any court having jurisdiction thereof Except as maybe required by law,neither party nor an arbitrator may disclose the existence,content or results of any arbitration hereunder without the prior written consent of both parties 12. HIPAA. Definition of Terms. Terms used,but not otherwise defined,in this section shall have the same meaning as those terms have in the Health Insurance Portability and Accountability Act of 1996("HIPAA"). Transactions Accepted. GHC will accept Standard Transactions,pursuant to HIPAA,if the Group elects to transmit such transactions If the Group sends transactions to GHC that do not comply with applicable HIPAA standards,the Group will be deemed by such action to be representing and warranting that it is not a Covered Entity or otherwise required to comply with HIPAA standards for electronic transactions,either directly,or as an agent of another individual or entity. The parties agree that all the terms,conditions,representations and warranties contained in this section are express obligations of the Group,and the Group shall indemnify GHC for any breach of this section 13. Termination of Entire Agreement. This is a guaranteed renewable Agreement and cannot be terminated without the mutual approval of each of the parties,except in the circumstances set forth below a. Nonpayment or Non-Acceptance of Premium.Failure to make any monthly premium payment or contribution in accordance with subsection 2 above shall result in termination of this Agreement as of the premium due date The Group's failure to accept the revised premiums provided as part of the annual renewal process shall be considered nonpayment and result in non-renewal of this Agreement The Group may terminate this Agreement upon fifteen(15)days written notice of premium increase,as set forth in subsection 2 above b. Misrepresentation. GHC may terminate this Agreement upon written notice in the event that material misrepresentation,fraud or omission of information was used in order to obtain Group coverage Either party may terminate this Agreement in the event of material misrepresentation,fraud or omission of information by the other party in performance of its responsibilities under this Agreement C23687-0036900 4 c. Underwriting Guidelines.GHC may terminate or non-renew this Agreement in the event the Group no longer meets underwnting guidelines established by GHC that were in effect at the time the Group was accepted d. The Group may terminate this Agreement by giving thirty(30)days written notice to GHC 14. Withdrawal or Cessation of Services. a GHC may determine to withdraw from a Service Area or from a segment of its Service Area after GHC has demonstrated to the Washington State Office of the Insurance Commissioner that GHC's clinical,financial or administrative capacity to service the covered Members would be exceeded b. GHC may determine to cease to offer the Group's current plan and replace the plan with another plan offered to all covered Members within that line of business that includes all of the health care services covered under the replaced plan and does not significantly limit access to the services covered under the replaced plan GHC may also allow unrestricted conversion to a fully comparable GHC product. GHC will provide written notice to each covered Member of the discontinuation or non-renewal of the plan at least ninety(90)days prior to discontinuation. C23687-0036900 5 Medicare , Endorsement For Persons Covered by Parts A and B of Medicare THE PROVISIONS OF THE GROUP MEDICAL COVERAGE AGREEMENT SHALL REMAIN IN EFFECT EXCEPT AS MODIFIED BY THE ADDITION OF THE PROVISIONS, EXCLUSIONS, AND LIMITATIONS CONTAINED IN THIS MEDICARE ENDORSEMENT. IN NO EVENT SHALL THE BENEFITS UNDER THIS ENDORSEMENT DUPLICATE THE BENEFITS UNDER THE GROUP MEDICAL COVERAGE AGREEMENT. THE HIGHER LEVEL OF BENEFIT WILL APPLY. COVERAGE UNDER THIS GROUP MEDICAL COVERAGE AGREEMENT IS INTEGRATED WITH THE MEDICAL AND HOSPITAL BENEFITS ESTABLISHED BY TITLE 18 OF THE SOCIAL SECURITY ACT AS AMENDED, AND REFERRED TO AS "MEDICARE." THE BENEFITS AND EXCLUSIONS DESCRIBED IN THIS ENDORSEMENT APPLY ONLY TO MEMBERS WHO ARE COVERED UNDER BOTH PART A AND PART B OF MEDICARE Group Health Cooperative(GHC) offers two parts of Medicare arrangements for employer Group Members living in the Group Health Service Area. 1) If you are a Member living in the Service Area where the Group Health Medicare Advantage Plan(previously called the Medicare+Choice Plan) is available you must have both Parts A ' &B of Medicare and be enrolled in this plan Those enrolled under GHC's Medicare plan, as set forth in this Endorsement, may be subject to Copayment. 2) If you are a Member living in the Service Area where the Medicare Advantage plan is not available,you must still enroll in and maintain both Medicare Parts A& B in order for your employer Group plan to coordinate benefits with Medicare. 3) In order to be eligible for Part B only benefits Members must have been enrolled in Group Health prior to January 1, 1999. Except as defined by Federal Regulations, all Members entitled to, or eligible to purchase Medicare must transfer to the GHC Medicare Advantage Plan upon such entitlement or eligibility. A condition of enrollment under the GHC Medicare Advantage Plan requires that a Member be continuously enrolled for the hospital (Part A) and medical (Part B)benefits available from the Social Security Administration, and sign any papers that may be required by GHC or Medicare For additional information,the Member may refer to"Medicare & You handbook,"which can be obtained from your local Social Security office NEITHER GHC NOR MEDICARE MAY PAY FOR SERVICES PROVIDED AT NON-GHC FACILITIES UNLESS THE MEMBER HAS BEEN REFERRED BY GHC OR THE MEMBER HAS RECEIVED EMERGENCY OR URGENTLY NEEDED SERVICES OR OUT , OF AREA RENAL DIALYSIS SERVICES ACCORDING TO SECTIONS III E., F , AND I.17. OF THIS MEDICARE ENDORSEMENT OR THE MEMBER HAS RECEIVED NON- ' C23687-0036900 I EMERGENT AND/OR NON-URGENTLY NEEDED CARE AT FACILITIES OUTSIDE THE SERVICE AREA UNDER YOUR POINT OF SERVICE(POS) BENEFIT AS SET FORTH IN SECTION III G. This Endorsement does not constitute a"Medicare supplemental"contract. SECTION I. CLAIMS PROCEDURE Claims for services or supplies and explanation of Medicare benefits for services or supplies should be sent to: Medicare Claims, Group Health Cooperative, P O Box 34585, Seattle, WA 98124-1585 If you must receive Emergency or Urgently Needed Services from a non-GHC Provider,be sure to show your GHC membership card Although you never need to give up your Medicare red, white and blue card,you must now use your GHC MA Plan care to receive Covered Services It is important that you use only your GHC MA plan membership card---- NOT your Medicare card. A. The Provider must file claims for services rendered during the first nine (9) months of a calendar year by December 31 of the following calendar year. B. The Provider must file claims for services rendered in the last three(3)months of a calendar year the same as if the services had been furnished in the subsequent calendar year The time limit on filing claims for services furnished in the last three(3)months of the calendar year is December 31 of the second calendar year following the calendar year in which the services were rendered. GHC will notify the Member and Provider of its decision within 60 days after receipt of the claim If the claim is denied in whole or in part, GHC will provide the Member a reason for the denial and an explanation of the Member's right to appeal the denial, as set forth in Section V. of this Agreement. See "Medicare & You"handbook for additional information regarding filing claims, which can be obtained from your local Social Security office, or your Washington State Part B carrier's office, or call 1-800-772-1213, or online at www.Medicare gov GHC may obtain information which it deems necessary concerning the medical care and hospitalization for which payment is requested SECTION II. DISENROLLMENT Enrollment under the GHC MA Plan for a specific Member may be terminated in the circumstances set forth below. Until such time as a Member's termination of enrollment from GHC is effective, neither Medicare nor any other Medicare Advantage organization shall pay for services for which GHC E is responsible While a Member is enrolled with GHC,GHC will only cover the following services provided by non-GHC Providers or non-GHC Facilities- (1) Referrals authorized by a C23687-0036900 2 i 1 GHC Provider; (2)Emergency services anywhere in the world,Urgently Needed Care, or out of 1 the area renal dialysis services as set forth in Sections III E , F , and 117 ; or(3)Non-Emergent and/or Non-Urgently Needed Care at facilities outside the Service Area under your Point of Service(POS)benefit, as set forth in Section 111.G Upon termination of membership in GHC, 1 neither GHC nor GHC Providers shall have further liability or responsibility under this Agreement for Member's health care services A. Voluntary Disenrollment 1 You may choose to end your membership in the GHC Medicare Advantage Plan for any reason. If you want to disenrolI,write a letter or complete a disenrollment form and send it to the GHC Medicare Enrollment and Reconciliation, P.O Box 34255, Seattle,WA 98124- 9986. Make sure you sign and date your letter and/or form To get a disenrollment form, call GHC Customer Service. You may also disenroll through any Social Security Administration or Railroad Retirement Board office or you can call 1 (800)MEDICARE. The date of your disenrollment will depend on when your request to disenroll is received In 1 general, requests to disenroll will be effective the first day of the month after the month the disenrollment request is received. Even though you have requested disenrollment,you must still get all routine services from 1 GHC Providers until you are notified of the effective date of your disenrollment GHC will send you a letter that confirms when your disenrollment is effective. You will be covered by 1 Original Medicare after you disenroll from GHC unless you have joined another Medicare Managed Care Plan. B. Involuntary Disenrollment 1 GHC must disenroll you from the GHC MA Plan if: 1. You move permanently out of the Service Area for more than six (6) months at a time and do not voluntarily disenroll, i 2. You do not stay continuously enrolled in both Medicare Part A and/or Part B; or 3. The contract between GHC and CMS under which the GHC MA Plan is offered is ' terminated, or the GHC MA Plan Service Area is reduced GHC may disenroll you from the GHC MA Plan under the following conditions. i 1. If you supply fraudulent information or make misrepresentations on your individual i election form which materially affects your eligibility to enroll in the GHC MA Plan, 2. If you are disruptive,unruly, abusive or uncooperative to the extent that your membership in the GHC MA Plan seriously impairs our ability to arrange Covered 1 Services for you or other individuals enrolled in the plan Involuntary Disenrollment on this basis is subject to prior approval by CMS; 1 C23687-0036900 3 3. If you allow another person to use your GHC MA Plan membership card to obtain Covered Services; 4. You fail to pay the Plan basic Premiums. We will notify you of a 90-day grace period to pay the premiums before you are disenrolled Your 90-day grace period will start as of the date you are notified of the delinquent payment. C. Persons Hospitalized on the Date of Termination.A Member who is a registered bed patient receiving Covered Services in a GHC Facility on the date of termination shall continue to receive covered inpatient services, until discharge from the facility. This continued coverage will also apply to a Member hospitalized in a Medicare-certified non- GHC Facility as a result of Emergency or Urgently Needed Services or Referral as set forth ' in Section IV.B. of this Medicare Endorsement D. Services Provided After Termination. Any services provided by GHC after the effective ' date of termination(except those services covered under Section II C of this Medicare Endorsement) shall be charged according to the Fee Schedule The Subscriber shall be liable for payment of all such charges for services provided to the Subscriber and all Dependents SECTION III. SCHEDULE OF MEDICAL BENEFITS ' All benefits and services listed in this Schedule of Benefits: _ • are subject to all provisions of this Agreement and Medicare Endorsement; • must be approved in advance by GHC except for Emergency and Urgently Needed Services as set forth in Section III E. of this Medicare Endorsement, and ' • must meet Medicare guidelines and limitations unless otherwise specified. GHC has procedures to assist GHC Providers in establishing a treatment plan for Members with complex or serious Medical Conditions New Members should discuss all his/her medical concerns with the GHC Personal Physician selected New Members may expect their health ' status to be assessed within 90 days of their enrollment. GHC will ensure that services are provided in a culturally competent manner. GHC Providers will provide information regarding treatment options in a culturally competent manner and will ' accommodate Members with disabilities GHC covers all Medicare deductibles and coinsurance The booklet, "Medicare & You" ' provides additional information about Medicare benefits and can be obtained from your local Social Security office, or your Washington State Part B carrier's office ' Services received at facilities outside the GHC Service Area may be covered for non-emergent and/or non-Urgently Needed Care subject to the Point of Service benefits set forth in the C23687-0036900 4 1 Summary of Medical Benefits. All Medicare non-covered expenses, including deductibles and ' coinsurance,are the responsibility of the Member. A. Inpatient Hospital Care ' Covered services include,but are not limited to,the following: • Semiprivate room(or a private room if Medically Necessary). ' • Meals including special diets • Regular nursing services. • Costs of special care units (such as intensive or coronary care units). • Drugs and medications, • Lab tests. • X-rays and other radiology services. • Necessary surgical and medical supplies. • Use of appliances, such as wheelchairs. , • Operating and recovery room costs. • Rehabilitation services, such as physical therapy, occupational therapy, and speech therapy services. ' • Under certain conditions,the following types of transplants are covered: corneal, kidney, pancreas, heart, liver, lung,heart/lung, bone marrow, stem cell, mtestmal/multi-visceral. See the Group Medical Coverage Agreement for more information about transplants. ' • Blood- coverage of storage and administration begins with the first pint of blood that you need. • Physician services. , B. Skilled Nursing Facility. Upon Referral and following a Medicare-certified three(3) day hospital stay, GHC will cover 100 days of Medicare covered Skilled Nursing Facility care , per benefit period All Medicare criteria must be met and the stay must be authorized in advance by the plan When a 3 day Medicare covered hospital stay does not occur and the plan determines that the Member otherwise meets all Medicare criteria, the plan may , authorize Medicare covered Skilled Nursing care for up to 100 days. C. Hospice. ' Members with Part A and Part B of Medicare who elect to receive Medicare-covered hospice services may select any Medicare-certified hospice program. Members who elect to receive , services from the GHC Hospice Program are entitled to hospice services as provided under the Medicare Hospice Program Members who elect to receive hospice services do so in lieu of curative treatment for their terminal illness for the period that they are in the hospice ' program. To receive hospice services, the Member is required to sign the Hospice Election Form Covered Services. In addition to the hospice services provided under the Group Medical Coverage Agreement,the following hospice services shall be provided: C23687-0036900 5 t 1. Home Services Continuous care services per Member in the Member's home when prescribed by a GHC Provider,as set forth in this paragraph Continuous care is defined as"skilled nursing care provided in the home during a period of crisis in order to maintain the terminally ill patient at home."Continuous care may be provided for pain or symptom management by a Registered Nurse, Licensed Practical Nurse, or Home Health Aide under the supervision of a Registered Nurse. Continuous care may be provided up to twenty-four (24) hours per day during periods of crisis Continuous care is covered only when a GHC Provider determines that the Member otherwise would require hospitalization in an acute care facility. 2. Inpatient Hospice Services for short-term care shall be provided through a Medicare- certified Hospice Program when Medically Necessary, and authorized in advance by a GHC Provider. Respite care is covered for a maximum of five (5) consecutive days per occurrence in order to continue care for the Member in the temporary absence of the ' Member's primary care-giver(s). 3. Other hospice services may include the following: a. drugs and biologicals that are used primarily for the relief of pain and symptom management; ' b. medical appliances and supplies primarily for the relief of pain and symptom management; ' c. counseling services for the Member and his/her primary care-giver(s); and ' d. bereavement counseling services for the family. D. Mental Health Care,Alcoholism and Drug Abuse Treatment Services. ' 1. Outpatient mental health, alcoholism and substance abuse treatment services are covered for each Member in accordance with Medicare Guidelines 2. Inpatient mental health care services are covered subject to the applicable Copayment up to a 190-day lifetime benefit when such services are provided in a Medicare-certified psychiatric hospital. 3. Inpatient alcoholism and drug abuse treatment services are covered subject to the applicable Copayment when such services are provided in a hospital-based treatment center. Coverage for Medical Emergencies incident to alcoholism and drug abuse or for acute alcoholism or drug abuse, including acute detoxification, is provided as set forth in Section III D of this Medicare Endorsement. C23687-0036900 6 E. Emergency/Urgently Needed Services. When an Emergency meets the Medicare definition , for Emergency or Urgently Needed Services as defined in Section VII of this Medicare Endorsement,services are covered subject to the applicable Copayments. ' F. If the Member is hospitalized in a non-GHC Facility and requires continued inpatient care GHC will continue to cover the non-emergent care and services at the non-GHC Facility ' needed by the Member to remain medically stable until- (1)the Member is discharged, (2) a GHC Provider assumes responsibility for the Member's care, or(3) GHC and the Member's treating physician decide the Member may be transferred without harmful medical consequences whichever occurs first. A decision to transfer the Member to a GHC Facility is made at the discretion of GHC with the attending physician's concurrence Post-stabilization care at a non-GHC Facility will be covered when: (a) Pre-approved by , Group Health,or(b)Not pre-approved because Group Health did not respond to the request for pre-approval within one(1)hour after being requested to approve such care, or Group , Health could not be contacted for pre-approval. G. Point of Service(POS). Non-Emergent and/or non-Urgently Needed Care received while temporarily traveling outside GHC's Medicare Service Area is payable at Medicare benefit levels up to $2,000.00 per Member per calendar year The plan pays 80%of the Medicare allowable reimbursement schedules for Medicare covered services only. The enrollee is responsible for all Medicare deductibles and coinsurance. Coverage under this benefit does ' NOT include coverage of prescription drugs or services received when traveling primarily for the purpose of seeking medical care. H. Medicare Ambulance Benefit (including air,water,or ground transport)Medically , Necessary ambulance transportation to or from a hospital or Skilled Nursing Facility is covered subject to the applicable Copayment Medically Necessary Emergency ambulance ' transportation outside the United States or the U.S. territories is covered only if transportation by any other vehicle could endanger the patient's health I. Medical and Surgical Care.The following medical and surgical services are covered when , prescribed by GHC Medical Personnel and Medicare requirements are met 1. Eye examinations and treatment for eye pathology. Evaluations and surgical procedures to correct refractions which are not related to eye , pathology are not covered. Complications related to such surgery are also excluded 2. Frames and Lenses. One pair of standard eyeglasses or contact lenses, including ' examination and fitting, following each cataract surgery with insertion of an mtraocular lens (IOL) Covered eyeglasses and contact lenses must be dispensed through GHC Facilities Replacements for Members following insertion of an mtraocular lens are set ' forth in Section IIl I.14. below. Replacements in the absence of an mtraocular lens will C23687-0036900 7 be provided when needed due to change in the Member's Medical Condition or when deemed appropriate by a GHC physician. ' 3. Blood,blood derivatives, including storage, and their administration. 4. Maternity and pregnancy-related services, including visits before and afterbirth, involuntary termination of pregnancy, and care for any other complication of pregnancy. 5. Organ transplants, limited to those covered by Medicare when all Medicare criteria have been met. 6. Physician calls (including consultations and second opinions by a GHC Personal Physician) in the hospital, office,home, Skilled Nursing Facility,nursing home, or convalescent center 7. Outpatient surgery in outpatient hospital facility or ambulatory surgical center covered subject to applicable Copayment 8. Restorative physical, occupational, speech and language therapy, and cardiac ' rehabilitation following illness, injury, or surgery 9. Immunizations and vaccinations that are listed as covered in the GHC drug formulary ' (approved drug list) or approved by Medicare. 10. Services related to dysfunction of the jaw. When referred by a GHC Personal Physician, evaluation and treatment by a GHC-approved temporomandibular joint(TMJ) care provider. All TMJ appliances,other than the occlusal splint and its fitting, are excluded. Treatment of jaw dysfunction, including TMJ dysfunction, will NOT be provided when the dysfunction is related to malocclusion or when TMJ services are needed due to dental work performed All such services and related hospitalization, including orthodontic therapy and orthognathic(law) surgery, are excluded regardless of origin or cause. (See Section IV.B 17. of the Group Medical Coverage Agreement for Covered Services not meeting Medicare guidelines). 11. Chiropractic care limited to spinal manipulations. Excluded are any other diagnostic or therapeutic services,including x-rays, furnished by a chiropractor Members must receive all chiropractor services from GHC's designated licensed providers in order to be covered. A list of GHC-designated licensed practitioners is available by contacting any GHC area medical center. ' 12. Podiatric care. Services are covered when all Medicare criteria are met and when authorized in advance by your Personal Physician. Excluded is treatment of flat feet or C23687-0036900 9 other misalignments of the feet; removal of corns and calluses; and routine foot care such ' as hygienic care, except in the presence of a non-related Medical Condition affecting the lower limbs. Members must utilize GHC's designated providers in order to be covered 13. Home intravenous (1V) drug therapy services. 1 14. Routine eye examinations and refractions, limited to once every twenty-four(24) months, except when Medically Necessary Services for routine eye examinations must be received at a GHC Facility and in accordance with GHC medical criteria in order to be covered and are not subject to Medicare requirements. ' Lenses. One pair of standard glass single vision, lenticular, or non-blended bifocal or trifocal lenses, or contact lenses, will be covered subject to the GHC-approved Allowance , once every twenty-four(24) months, and replaced as specified below, when received at a GHC Facility and in accordance with GHC medical criteria Frames. An Allowance of up to $100 per Member once every 24 months will be ' provided for frames. Replacements. Lens replacement for any reason(including loss,breakage or change in ' prescription)will be provided not more often than once every 24 months Replacement of frames will be provided subject to the frames Allowance set forth above ' not more often than once every 24 months. 15.Hearing examinations to determine hearing loss. Hearing aids, including examinations ' and fitting, must be received at a GHC Facility and are covered up to a maximum of$250 per Member once every 24 months. 16. Diabetic education and training, including glucose monitors testing strips and lancets for at] diabetics. 17. Renal dialysis services required while temporarily away from the Service Area will be ' covered if provided in a Medicare-approved facility when Medicare criteria is met J. Prosthetic Devices, such as cardiac devices,intraocular lenses, artificial joints, breast ' prostheses, artificial eyes, and braces, are covered. Excluded are. orthopedic shoes unless they are part of leg braces; dental plates or other dental devices; and experimental devices. , Therapeutic shoes for those suffering from diabetic foot disease are covered. K. Medical/Surgical Supplies, such as casts, splints, post-surgical dressings, and ostomy ' supplies,are covered. L. Rental or Purchase of Durable Medical Equipment,such as oxygen and oxygen , equipment, wheelchairs and other walk-aids,and hospital beds, is covered C23687-0036900 9 M. Health Club Services(SilverSneakers®) and/or lifetime fitness at participating network health clubs in the Service Area are provided to Members without charge Unlimited Covered Services include. traditional weight and cardiac equipment,pools, aerobics,and court facilities In addition to club member privileges, a Member may bring a guest who is Medicare eligible for one visit up to four times per year without charge A list of participating network health clubs may be obtained from GHC upon request. SECTION IV. EXCLUSIONS AND LIMITATIONS A. Exclusions. 1. Investigational procedures, including medical and surgical services, drugs and devices until formally approved by Medicare unless specifically provided herein(See Section V.19 in the Group Medical Coverage Agreement). 2. Supportive devices (shoe inserts)for the feet, except therapeutic shoes for people with diabetes who have severe diabetic foot disease,including fitting of shoes or inserts. 3. Services directly related to obesity except as provided by Medicare. 4. Services or supplies not specifically listed as covered by Medicare or GHC. B. Limitations. Conditions and Extent of Coverage. EXCEPT AS PROVIDED IN SECTIONS III E,F., G AND I.17 , ALL SERVICES AND BENEFITS UNDER THIS AGREEMENT MUST BE PROVIDED BY GHC MEDICAL PERSONNEL AT A GHC FACILITY UNLESS: ' 1. the Member has received a Referral from GHC,or 2. the Member has received Emergency or Urgently Needed Services as defined in Section 1 VII. and as set forth in Sections III.E. and F. of this Medicare Endorsement SECTION V. APPEAL AND GRIEVANCE PROCEDURES A. Grievances. If a Member is dissatisfied with care or services received at a Medical or Dental Office or ' Hospital, or a Member disputes amounts owed, eligibility or membership status,the Member may submit a written grievance to GHC GHC will conduct a formal review and provide a written response within 60 days of the time all pertinent materials are received. B. Standard Expedited Requests for Care or Service. ' 1. Standard Request. The Member may request that care or a service be covered by GHC on the basis that it is a Medicare covered service GHC will reach a decision within 14 C23687-0036900 10 1 1 days GHC's decision may be delayed an additional 14 days if it is in the Member's best ' interest or upon the Member's request. 2. Expedited Request. If a Member requests care or a service they believe is covered by Medicare and the Member believes and/or his/her physician states that a delay in making a determination about coverage could jeopardize the Member's health or ability to function, the Member may request an expedited decision In most instances, GHC will reach a decision within 72 hours. GHC's decision may be delayed an additional 14 working days if it is in the Member's best interest to delay a decision or upon the Member's request. GHC's decision may also be postponed in the event information for a non-GHC Provider has not been received in a timely manner If GHC grants a Member's request for an expedited decision, GHC will orally notify the Member and follow-up within two(2) working days, with a written letter. If a Member disagrees with GHC's decision not to expedite his/her request,the Member may file a grievance. C. Appeals. Members have a right to appeal any decision in which GHC declines to provide, cover,or pay for services that the Member believes are covered by Medicare. If GHC declines to provide or to cover a service,GHC will provide the Member with a Notice of Non-coverage containing the reason(s) for the denial and an explanation of the Member's appeal rights Members who disagree with a decision by GHC may submit a written appeal to GHC. , Members appealing a denied claim for payment for a service already provided or arranged may request a standard 60-day appeal. Members appealing a request for a future service may ask for either a standard 30 day appeal or an Expedited (72-hour) appeal if the Member ' believes (or the Member's Provider states) that a delay in responding to the Member's appeal could seriously jeopardize his/her health or ability to function Appeals will be reviewed by persons not involved in the initial decision. If GHC decides to ' uphold the original adverse decision, either in whole or in part, the entire file will be forwarded by GHC to CMS's contractor, The Center for Health Dispute Resolution(CHDR) for review 1. Standard Appeal. ' a. 60-Day Appeals for Claim for Payment. A Member may submit an appeal requesting a second review at any time GHC denies coverage for services already , provided or arranged by either GHC or a non-GHC Provider or Facility, or for future services Member must submit appeals in writing to GHC, or to any Social Security Office,or in the case of a railroad retirement annuitant, a Railroad Retirement Board ' Office, within 60 days of receiving notice of GHC's initial decision. After receiving all pertinent materials, GHC will conduct a formal review of the appeal GHC will notify the Member of its decision within 60 days of receipt. If GHC decides fully in the Member's favor, GHC will pay the claim(s) within 60 days of receipt of the Member's appeal. If GHC upholds any part of the initial denial, the entire file will be r C23687-0036900 11 . 1 i 1 forwarded by GHC to CHDR for review. CHDR will make a reconsideration decision and advise the Member of its decision, the reasons for the decision and the right to additional appeal rights. 1 b. 30-Day Appeals for Denials of Future Services. A Member may submit an appeal requesting a second review at any time GHC denies coverage for future services. Members must submit appeals in writing to GHC, or to any Social Security Office, or 1 in the case of a railroad retirement annuitant,a Railroad Retirement Board Office, within 60 days of the date of GHC's initial decision. After receiving all pertinent materials, GHC will conduct a formal review of the appeal GHC will notify the Member of its decision within 30 days of receipt GHC's decision may be extended an additional 14 days if it is in the Member's best interest or upon the Member's request. If GHC upholds any part of the initial denial, the entire file will be 1 forwarded by GHC to CHDR for review. CHDR will make a reconsideration decision and advise the Member of its decision, the reason for the decision, and the right to additional appeal rights. 1 2. Filing an Expedited(72-hour)Appeal(does not apply to denied claims for payment). 1 If a delay in receiving a decision could jeopardize the Member's health or ability to function, the Member or his/her Physician may submit a request for an expedited appeal either orally or in writing to GHC. ' D. Quality Improvement Organization ("QIO"). "QIO" stands for Quality Improvement Organization(these organizations used to be called "Peer Review Organizations"or PROS) The QIO is a group of doctors and other health care experts paid by the Federal Government to check on and help improve the care given to Medicare patients There is a QIO in each state. QIOs have different names, depending on which state they are in. In Washington State, the Q10 is called Qualis Health. 1 A Member may request a"QIO"review if GHC denies coverage of a continued inpatient stay in a hospital on the basis of medical necessity. A Member may request immediate QIO review by phone or in writing If a Member requests a QIO review by noon of the first business day after a Member has received a Notice of Non-coverage, the Member will not be financially responsible for the cost of the continued hospitalization until the QIO's determination. ' GHC will provide the Member written notice of procedures by which to request a QIO review If a Member requests a QIO review,the Member may not pursue the Standard Appeal Procedure and/or the Expedited Appeal Procedure with respect to denial of the same hospital stay A Member may contact Qualis Health at P.0 Box 33400,Seattle, WA 98133-0400 or 10700 ' Meridian Ave N, Suite 100, Seattle, WA 98133-9075;telephone number(206) 364-9700 or Fax. (206) 368-2419. C23687-0036900 12 t E. Additional Appeal Rights. , If CMS upholds GHC's initial determination and denies the appeal and if the amount in , controversy is $100.00, or more the Member may request a hearing before an administrative law judge of the Social Security Administration The Member may request a hearing before an administrative law judge by writing to GHC, CMS, or a Social Security Office within 60 ' days after the date of notice of an adverse reconsideration decision. If the administrative law judge denies a Member's appeal,either the Member or GHC may request a review by the Social Security Administration's (SSA's) Appeals Council. If a Member's appeal is denied by the SSA's Appeals Council and if the amount in ' controversy is$1,000 00,or greater the Member or GHC may request a review by the Medicare Appeals Council. An initial,revised, or reconsideration determination made by GHC, CMS, an administrative , law judge,or the SSA's Appeals Council can be reopened(a)within twelve months, (b) within four years for just cause, or(c) at any time for clerical correction or in the case of fraud. The Medicare Appeals Coordinator can be reached by writing to Group Health Cooperative, c/o Medicare Appeals Coordinator,P.O. Box 34593, Seattle WA 981324, or by calling(206) ' 901-7350 or toll-free at 1-(888)-9014636 or TTY/TDD 711 or 1-800-833-6388, for the "hearing impaired"or by fax at(206) 901-7340. SECTION V1. SUBROGATION AND REIMBURSEMENT RIGHTS , "Injured Person"under this section means a Member covered by the Agreement who sustains an injury and any spouse, dependent or other person or entity that may recover on behalf of such Member, including the estate of the Member and, if the Member is a minor, the guardian or parent of the Member. When referred to in this section, "GHC's Medical Expenses"means the , expense incurred and the reasonable value of the services provided by GHC for the care or treatment of the injury sustained by the Injured Person. If the Injured Person's injuries were caused by a third party giving rise to a claim of legal ' liability against the third party and/or payment by the third party to the Injured Person and/or a settlement between the third party and the Injured Person, GHC shall have the right to recover ' GHC's Medical Expenses from any source available to the Injured Person as a result of the events causing the injury, including but not limited to funds available through applicable thud party liability coverage and uninsured/underinsured motorist coverage. This right is commonly , referred to as"subrogation" GHC shall be subrogated to and may enforce all rights of the Injured Person to the extent of GHC's Medical Expenses If the Injured Person is entitled to or does receive money from any source as a result of the , events causing the injury, including but not limited to any party's liability insurance or C23687-0036900 13 uninsured/underinsured motorist funds,then GHC's Medical Expenses provided or to be provided to the Injured Person are secondary, not primary, and will be paid only if the Injured Person fully cooperates with the terms and conditions of the Agreement As a condition of receiving benefits under the Agreement,the Injured Person agrees that acceptance of GHC services is constructive notice of this provision in its entirety and agrees to reimburse GHC for the benefits the Injured Person received as a result of the events causing the injury. GHC's 1 subrogation and reimbursement rights shall be limited to the excess of the amount required to fully compensate the Injured Person for the loss sustained, including general damages. Full compensation shall be measured on an objective case-by-case basis unless the Injured Person settles with the at-fault party for less than available policy limits, in which GHC is entitled to full compensation of GHC's Medical Expenses. However, in the case of Medicare Advantage Members, GHC's right of subrogation shall be the full amount of GHC's Medical Expenses and is limited only as required by Medicare. The Injured Person and his/her agents shall cooperate fully with GHC in its efforts to collect GHC's Medical Expenses. This cooperation includes,but is not limited to, supplying GHC with information about any third parties, defendants and/or insurers related to the Injured Person's claim and informing GHC of any settlement or other payments relating to the Injured Person's injury. The Injured Person and his/her agents shall permit GHC, at GHC's option, to associate with the Injured Person or to intervene in any legal, quasi-legal, agency or any other action or claim filed. If the Injured Person takes no action to recover money from any source, then the Injured Person agrees to allow GHC to initiate its own direct action for reimbursement or subrogation,including, but not limited to, billing the Injured Person directly for GHC's Medical Expenses. The Injured Person and his/her agents shall do nothing to prejudice GHC's subrogation and reimbursement rights The Injured Person shall promptly notify GHC of any tentative settlement with a third party and shall not settle a claim without protecting GHC's interest If the Injured Person fails to cooperate fully with GHC in recovery of GHC's Medical Expenses, the Injured Person shall be responsible for directly reimbursing GHC for GHC's Medical Expenses and GHC retains the right to bill the Injured Person directly for GHC's Medical Expenses. 1 To the extent that the Injured Person recovers funds from any source, the Injured Person agrees to hold such monies in trust or in their possession until GHC's subrogation and reimbursement rights are fully determined. GHC shall not pay any attorney's fees or collection costs to attorneys representing the Injured Person unless there is a written fee agreement signed by GHC prior to any collection efforts. When reasonable collection costs have been incurred with GHC's prior written agreement to recover GHC's Medical Expenses,there shall be an equitable apportionment of such collection costs between GHC and the Injured Person subject to a maximum responsibility of GHC equal to one-third of the amount recovered on behalf of GHC. Under no circumstance will GHC pay legal fees for services which were not reasonably and necessarily incurred to secure recovery,which do not benefit GHC and/or where no written fee agreement has been entered into with GHC. C23687-0036900 14 If it becomes necessary for GHC to enforce the provision of this section by initiating any action , against the Injured Person or his/her agent,then the Injured Person agrees to pay GHC's attorney's fees and costs associated with the action. Implementation of this section shall be deemed a part of claims administration under the , Agreement and GHC shall therefore have sole discretion to interpret its terms. SECTION V1I. DEFINITIONS CENTER for MEDICARE and MEDICAID SERVICES (CMS): The Federal Agency that runs the Medicare program(CMS was formerly known as the Health Care Financing Administration). CUSTODIAL CARE: Care furnished for the purpose of meeting non-Medically Necessary ' personal needs which could be provided by persons without professional skills or training,such as assistance in mobility, dressing,bathing, eating,preparation of special diets,and taking , medication. Custodial Care is not covered by the GHC MA Plan or Medicare unless provided in conjunction with Skilled Nursing Care and/or skilled rehabilitation services. EMERGENCY CARE: Covered services that are 1) furnished by a provider qualified to furnish emergency services; and 2) needed to evaluate or stabilize an Emergency Medical Condition. EMERGENCY MEDICAL CONDITION: A Medical Condition brought on by acute symptoms of sufficient severity(including severe pain) such that a prudent lay person with an average knowledge of health and medicine, could reasonably expect that not getting immediate medical attention could result in 1) Serious jeopardy to the health of the individual (or, in the case of a pregnant woman, the health of the woman or her unborn child); 2) Serious impairment to bodily functions, or 3) Serious dysfunction of any bodily organ or part. MAXIMUM CHARGES: A term used to define the level of benefits which are payable by GHC when expenses are incurred from a non-GHC Personal Physician or Provider Expenses are considered Maximum Charges if(1)the charges are consistent with those normally charged by the provider or organization for the same services or supplies; and (2)the charges are within the general range of charges made by other providers in the same geographical area for the same services or supplies. MEDICARE:The federal health insurance program for people 65 years of age or older, some people under age 65 with disabilities and people with End Stage Renal Disease(generally those with permanent kidney failure who need dialysis or a kidney transplant). MEDICARE ADVANTAGE (MA) COORDINATED CARE PLANS: These are MA Plans that use a network of providers that are under contract or arrangement with a Medicare Advantage Organization to provide covered benefits The GHC Medicare Advantage Plan is a Coordinated Care Plan , C23687-0036900 15 MEDICARE ADVANTAGE(MA) ORGANIZATION: A public or private organization licensed by the State as a risk-bearing entity that is under contract with the Center for Medicare and Medicaid Services (CMS) to provide Covered Services Medicare Advantage Organizations ' can offer one or more Medicare Advantage Plans. GHC is a Medicare Advantage Organization MEDICARE ADVANTAGE(MA) PLAN: A benefit package offered by a Medicare Advantage Organization that offers a specific set of health benefits at a uniform premium and uniform level ' of cost-sharing to all people with Medicare who live in the Service Area covered by the Plan A Medicare Advantage Organization may offer more than one plan in the same Service Area The GHC Plan is a Medicare Advantage plan. PERMANENT MOVE: A permanent change of residence out of the Service Area or an uninterrupted absence of more than six(6)months from GHC's Service Area. POINT OF SERVICE (POS): A benefit that GHC offers to its Medicare Advantage Members while temporarily traveling outside-of-the GHC Medicare Advantage Plan Service Area for non- emergent and/or non-Urgently Needed Care. In return for this flexibility,Members have higher cost-sharing requirements for these services. REFERRAL:A request by your Personal Physician for you to receive care from a Specialist, Contracting Medical Provider, or Non-Contracting Medical Provider, or to receive certain Covered Services tSERVICE AREA: The geographic area comprised of parts of Grays Harbor,Island, King, Krtsap, Lewis,Pierce,parts of Mason, San Juan, Skagit, Snohomish, Thurston, and Whatcom Counties, and any other areas designated by GHC and approved by CMS, within which an eligible individual may enroll in a particular plan offered by GHC. SKILLED NURSING FACILITY: A facility(or distinct part of a facility) which is primarily engaged in providing to its residents inpatient Skilled Nursing Care, rehabilitation services,or other related health services and is certified by Medicare The term"Skilled Nursing Facility" does not include a convalescent nursing home, rest facility, or facility for the aged which furnishes primarily Custodial Care, including training in routines of daily living URGENTLY NEEDED CARE:Covered Services provided when you are temporarily absent from the GHC Medicare Advantage Plan Service Area(or, under unusual and extraordinary circumstances,provided when you are in the Service Area but your Contracting Medical Group is temporarily unavailable or inaccessible) when such services are Medically Necessary and immediately required 1)as a result of an unforeseen illness, injury, or condition, and 2) it is not reasonable, given the circumstances,to obtain the services through your Contracting Medical Group. C23687-0036900 16 Medicare Endorsement For Persons Covered by Part B only of Medicare , THE PROVISIONS OF THE GROUP MEDICAL COVERAGE AGREEMENT SHALL ' REMAIN IN EFFECT EXCEPT AS MODIFIED BY THE ADDITION OF THE PROVISIONS, EXCLUSIONS AND LIMITATIONS CONTAINED IN THIS MEDICARE ENDORSEMENT. IN NO EVENT SHALL THE BENEFITS UNDER THIS ENDORSEMENT DUPLICATE THE BENEFITS UNDER THE GROUP MEDICAL COVERAGE AGREEMENT. THE HIGHER LEVEL OF BENEFIT WILL APPLY. COVERAGE UNDER THE GROUP MEDICAL COVERAGE AGREEMENT IS INTEGRATED WITH THE MEDICAL BENEFITS ESTABLISHED BY TITLE 18 OF THE SOCIAL SECURITY ACT AS AMENDED, AND REFERRED TO AS "MEDICARE."THE BENEFITS AND EXCLUSIONS DESCRIBED IN THIS ENDORSEMENT APPLY ONLY TO MEMBERS WHO ARE COVERED UNDER , PART B ONLY OF MEDICARE. Group Health Cooperative offers two parts of Medicare arrangements for employer Group , Members living in the Group Health Service Area. 1) If you are a Member living in the Service Area where the Group Health Medicare Advantage Plan (previously called the Medicare+Choice Plan) is available you must have both Parts A &B of Medicare and be enrolled in this plan Those enrolled under GHC's Medicare plan, as set forth in this Endorsement, may be subject to Copayment. 2) If you are a Member living in the Service Area where the Medicare Advantage plan is not available,you must still enroll in and maintain both Medicare Parts A&B in order for your , employer Group plan to coordinate benefits with Medicare. In order to be eligible for Part B benefits Members must have been enrolled in Group Health prior to January 1, 1999. Except as defined by Federal Regulations, all Members entitled to, or eligible to purchase Medicare must transfer to the GHC Medicare Advantage Plan upon such entitlement or , eligibility. A condition of enrollment under the GHC Medicare Advantage Plan requires that a Member be continuously enrolled for medical (Part B)benefits available from the Social Security Administration, and sign any papers that may be required by GHC or Medicare , Advantage For additional information,the Member may refer to"Medicare& You,"handbook which can be obtained from your local Social Security office. NEITHER GHC NOR MEDICARE MAY PAY FOR SERVICES PROVIDED AT NON-GHC FACILITIES UNLESS THE MEMBER HAS BEEN REFERRED BY GHC OR THE MEMBER HAS RECEIVED EMERGENCY OR URGENTLY NEEDED SERVICES OR OUT OF AREA RENAL DIALYSIS SERVICES ACCORDING TO SECTIONS III.0 , D , AND G 17. OF THIS MEDICARE ENDORSEMENT OR THE MEMBER HAS RECEIVED NON- , C23687-0036900 17 EMERGENT AND/OR NON-URGENTLY NEEDED CARE AT FACILITIES OUTSIDE THE SERVICE AREA UNDER YOUR POINT OF SERVICE(POS) BENEFIT AS SET FORTH IN SECTION III.E. This Endorsement does not constitute a"Medicare supplemental"contract. 1 SECTION 1. CLAIMS PROCEDURE Claims for services or supplies and explanation of Medicare benefits for services or supplies should be sent to. Medicare Claims,Group Health Cooperative, P O Box 34585,Seattle,WA 1 98124-1585 If you must receive Emergency or Urgently Needed Services from a non-GHC Provider, be sure to show your GHC membership card. Although you never need to give up your Medicare red, white and blue card,you must now use your GHC MA Plan care to receive Covered Services. It is important that you use only your GHC MA plan membership card----- NOTyour Medicare card. A. The Provider must file claims for services rendered during the first nine(9)months of a calendar year by December 31 of the following calendar year. ' B. The Provider must file claims for services rendered in the last three(3)months of a calendar year the same as if the services had been furnished in the subsequent calendar year The time limit on filing claims for services furnished in the last three (3) months of the calendar year is I December 31 of the second calendar year following the calendar year in which the services were rendered. GHC will notify the Member of its decision within 60 days after receipt of the claim. If the claim is denied in whole or in part, GHC will provide the Member a reason for the denial and an explanation of the Member's right to appeal the denial, as set forth in Section V. of this Agreement. See "Medicare & You" handbook for additional information regarding filing claims, which can be obtained from your local Social Security office, or your Washington State Part B carrier's office, or call 1-800-772-1213, or online at www.Medicare.gov. GHC may obtain information which it deems necessary concerning the medical care and hospitalization for which payment is requested SECTION II. DISENROLLMENT Enrollment under the GHC Medicare Advantage Plan for a specific Member, may be terminated in the circumstances set forth below. 1 Until such time as a Member's termination of enrollment from GHC is effective,neither Medicare nor any other Medicare Advantage organization shall pay for services for which GHC is responsible While a Member is enrolled with GHC, GHC will only cover the following services provided by non-GHC Providers or non-GHC Facilities: (1) Referrals authorized by a C23687-0036900 l8 f f GHC Provider; (2)Emergency services anywhere in the world, Urgently Needed Care, or out of ' the area renal dialysis services as set forth in Sections III C , D , and G.17., or(3)Non-Emergent and/or Non-Urgently Needed Care at facilities outside the Service Area under your Point of Service (POS)benefit, as set forth in Section III E. Upon termination of membership in GHC, neither GHC nor GHC Providers shall have further liability or responsibility under this Agreement for Member's health care services. A. Voluntary Disenrollment ' You may choose to end your membership in GHC Medicare Advantage Plan for any reason If ' you want to disenroll, write a letter or complete a disenrollment form and send it to the GHC Medicare Enrollment and Reconciliation,P.O Box 34255, Seattle,WA 98124-9986 Make sure you sign and date your letter and/or form To get a disenrollment form, call GHC Customer Service You may also disenroll through any Social Security Administration or Railroad Retirement Board office or you can call 1 (800)MEDICARE. The date of your disenrollment will depend on when your request to disenroll is received In general, requests to disenroll will be effective the first day of the month after the month the disenrollment request is received. Even though you have requested disenrollment,you must still get all routine services from GHC Providers until you are notified of the effective date of your disenrollment GHC will , send you a letter that confirms when your disenrollment is effective. You will be covered by Original Medicare after you disenroll from GHC unless you have joined another Medicare Managed Care Plan. B. Involuntary Disenrollment. GHC must disenroll you from the GHC MA Plan if. 1. You move permanently out of the Service Area for more than six(6) months at a time and do not voluntarily disenroll or choose Continuation of coverage, ' 2. You do not stay continuously enrolled in both Medicare Part A and/or Part B, or 3. The contract between GHC and CMS under which the GHC MA Plan is offered is terminated, or the GHC MA Plan Service Area is reduced. GHC may disenroll you from the GHC MA Plan under the following conditions: 1. If you supply fraudulent information or make misrepresentations on your individual electron form which materially affects your eligibility to enroll in the GHC MA Plan, 2. If you are disruptive,unruly, abusive or uncooperative to the extent that your membership in the GHC MA Plan seriously impairs our ability to arrange Covered C23687-0036900 19 Services for you or other individuals enrolled in the plan. Involuntary Disenrollment on this basis is subject to prior approval by CMS, 3. If you allow another person to use your GHC MA Plan membership card to obtain Covered Service, 4. You fail to pay the Plan basic Premiums We will notify you of a 90-day grace period to pay the premiums before you are disenrolled Your 90-day grace period will start as of the date you are notified of the delinquent payment. C. Persons Hospitalized on the Date of Termination. A Member who is a registered bed patient receiving Covered Services in a GHC Facility on the date of termination shall continue to receive covered inpatient services, until discharge from the facility. This I continued coverage will also apply to a Member hospitalized in a Medicare-certified non- GHC Facility as a result of Emergency or Urgently Needed Services or Referral as set forth in Section IV B of this Medicare Endorsement iD. Services Provided After Termination. Any services provided by GHC after the effective date of termination(except those services covered under Section II C. of this Medicare Endorsement) shall be charged according to the Fee Schedule The Subscriber shall be liable for payment of all such charges for services provided to the Subscriber and all Dependents. SECTION III. SCHEDULE OF MEDICAL BENEFITS All benefits and services listed to this Schedule of Benefits: t . are subject to all provisions of this Agreement and Medicare Endorsement; I • must be approved in advance by GHC except for Emergency and Urgently Needed Services as set forth in Section III C. of this Medicare Endorsement; and • must meet Medicare guidelines and limitations unless otherwise specified GHC has procedures to assist GHC Providers in establishing a treatment plan for Members with complex or serious Medical Conditions New Members should discuss all his/her medical concerns with the GHC Personal Physician selected. New Members may expect their health status to be assessed within 90 days of their enrollment. GHC will ensure that services are provided in a culturally competent manner. GHC Providers will provide information regarding treatment options in a culturally competent manner and will accommodate Members with disabilities. 1 GHC covers all Medicare deductibles and coinsurance. The booklet, "Medicare & You" provides additional information about Medicare benefits, and can be obtained from your local Social Security office, or your Washington State Part B carver's office. C23687-0036900 20 i Services received at facilities outside the GHC Service Area may be covered for non-emergent and/or non-Urgently Needed Care subject to the Point of Service benefit set forth in the Summary of Medical Benefits All Medicare non-covered expenses, including deductibles and coinsurance,are the responsibility of the Member. A. Hospice. It is understood and agreed that the following fully sets forth Covered Services for a Member ' with Part B Medicare only who elects to receive hospice services. Members who elect to receive hospice services do so in lieu of curative treatment for their terminal illness for the period that they are in the hospice program. To receive hospice services, the Member is required to sign the Hospice Election Form. Covered Services. Hospice services may include the following as prescribed by a GHC physician and rendered pursuant to an approved hospice plan of treatment: 1. Home Services Continuous care services per Member in the Member's home when prescribed by a GHC physician, as set forth in this paragraph. Continuous care is defined as "skilled nursing care provided in the home during a period of crisis in order to maintain the terminally ill patient at home."Continuous care may be provided for pain or symptom management by a Registered Nurse, Licensed Practical Nurse, or Home Health Aide under the supervision of a Registered Nurse. Continuous care may be provided up to twenty-four (24) hours per day during periods of crisis. Continuous care is covered only when a GHC physician determines that the Member otherwise would require hospitalization in an acute care facility. 2. Inpatient Hospice Services for short-tern care shall be provided in a facility designated by GHC's Hospice Program when Medically Necessary and authorized in advance by a GHC physician and GHC's Hospice Program Respite care is covered for a maximum of five (5)consecutive days per occurrence in order to continue care for the Member in the temporary absence of the Member's primary care-giver(s). 3. Other hospice services may include the following: a. drugs and biologicals that are used primarily for the relief of pain and symptom management; , b. medical appliances and supplies primarily for the relief of pain and symptom management; c. counseling services for the Member and his/her primary care-giver(s); and d. bereavement counseling services for the family. , C23687-0036900 21 i B. Mental Health Care,Alcoholism and Drug Abuse Treatment Services. 1. Outpatient mental health,alcoholism and substance abuse treatment services are covered for each Member in accordance with Medicare Guidelines. 2. Inpatient mental health care services are covered subject to the applicable Copayment up to a 190-day lifetime benefit when such services are provided in a Medicare-certified psychiatric hospital. 3. Inpatient alcoholism and drug abuse treatment services are covered subject to the ' applicable Copayment when such services are provided in a hospital-based treatment center. Coverage for Medical Emergencies incident to alcoholism and drug abuse or for acute alcoholism or drug abuse, including acute detoxification, is provided as set forth in Section III.C. of this Medicare Endorsement. C. Outpatient Emergency/Urgently Needed Services. When an Emergency meets the Medicare definition for Emergency or Urgently Needed Services as defined in Section VII 1 of this Medicare Endorsement, services are covered subject to the applicable Copayments. D. If the Member is hospitalized in a non-GHC Facility and requires continued inpatient care ' GHC will continue to cover the non-emergent care and services at the non-GHC Facility needed by the Member to remain medically stable until- (1) the Member is discharged; (2) a GHC Provider assumes responsibility for the Member's care; or(3) GHC and the Member's treating physician decide the Member may be transferred without harmful medical consequences whichever occurs first A decision to transfer the Member to a GHC Facility is made at the discretion of GHC with the attending physician's concurrence. Post-stabilization care at a non-GHC Facility will be covered when: (a)Pre-approved by Group Health, or(b) Not pre-approved because Group Health did not respond to the request for pre-approval within one (1)hour after being requested to approve such care,or Group Health could not be contacted for pre-approval. F. Point of Service(POS).Non-Emergent and/or non-Urgently Needed Care received while temporarily traveling outside GHC's Medicare Service Area is payable at Medicare benefit levels up to$2,000.00 per Member per calendar year. The Plan pays 80%of Medicare allowable reimbursement schedules for Medicare covered services only. The enrollee is responsible for all Medicare deductibles and coinsurance. Coverage under this benefit does NOT include coverage of prescription drugs or services received when traveling primarily for the purpose of seeking medical care IF. Medicare Ambulance Benefit(including air, water, or ground transport) Medically Necessary ambulance transportation to or from a hospital or Skilled Nursing Facility is covered subject to the applicable Copayment Medically Necessary Emergency ambulance C23687-0036900 22 transportation outside the United States or the U S.territories is covered only if ' transportation by any other vehicle could endanger the patient's health. G. Medical and Surgical Care. The following medical and surgical services are covered when , prescribed by GHC Medical Personnel and Medicare requirements are met: 1. Eye examinations and treatment for eye pathology. Evaluations and surgical procedures to correct refractions which are not related to eye pathology are not covered Complications related to such surgery are also excluded. 2. Frames and Lenses. One pair of standard eyeglasses or contact lenses, including ' examination and fitting, following each cataract surgery with insertion of an mtraocular lens (IOL) Covered eyeglasses and contact lenses must be dispensed through GHC Facilities. Replacements for Members following insertion of an mtraocular lens are set forth in Section III.G.14. below Replacements in the absence of an itraocular lens will be provided when needed due to change in the Member's Medical Condition or when deemed appropriate by a GHC physician. 3. Blood,blood derivatives, including storage,and their administration. 4. Maternity and pregnancy-related services,including visits before and after birth; involuntary tennination of pregnancy; and care for any other complication of pregnancy. ' 5. Organ transplants, limited to those covered by Medicare when all Medicare criteria have been met. 6. Physician calls (including consultations and second opinions by a GHC Personal Physician)in the hospital, office,home, Skilled Nursing Facility,nursing home, or convalescent center. 7. Outpatient surgery in outpatient hospital facility or ambulatory surgical center covered subject to applicable Copayment. 8. Restorative physical, occupational, speech and language therapy, and cardiac rehabilitation following illness,injury, or surgery. 9. Immunizations and vaccinations that are listed as covered in the GHC drug formulary (approved drug list) or approved by Medicare. , 10. Services related to dysfunction of the jaw. When referred by a GHC Personal Physician, evaluation and treatment by a GHC-approved temporomandibular joint(TMJ) care provider All TMI appliances, other than the occlusal splint and its fitting, are excluded. , C23687-0036900 23 i t Treatment of Jaw dysfunction, including TMJ dysfunction,will NOT be provided when the dysfunction is related to malocclusion or when TMJ services are needed due to dental work performed. All such services and related hospitalization, including orthodontic therapy and orthognathic(jaw) surgery,are excluded regardless of origin or cause. (See Section IV B.17. of the Group Medical Coverage Agreement for Covered Services not meeting Medicare Guidelines). 11. Chiropractic care limited to spinal manipulations. Excluded are any other diagnostic or therapeutic services, including x-rays, furnished by a chiropractor. Members must receive all chiropractic services from GHC's designated licensed providers in order to be covered. A list of GHC-designated licensed practitioners is available by contacting any GHC area medical center. 12. Podiatric care. Services are covered when all Medicare criteria are met and when authorized in advance by your Personal Physician. Excluded is treatment of flat feet or other misalignments of the feet, removal of corns and calluses; and routine foot care such as hygienic care, except in the presence of a non-related Medical Condition affecting the lower limbs. Members must utilize GHC's designated providers in order to be covered i13. Home intravenous (IV) drug therapy services. 14. Routine eye examinations and refractions, limited to once every twenty-four(24) months, except when Medically Necessary. Services for routine eye examinations must be received at a GHC Facility and in accordance with GHC medical criteria in order to be covered and are not subject to Medicare requirements. Lenses.One pair of standard glass single vision, lenticular,or non-blended bifocal or trifocal lenses, or contact lenses, will be covered subject to the GHC-approved Allowance once every twenty-four(24) months, and replaced as specified below, when received at a GHC Facility and in accordance with GHC medical criteria. Frames. An Allowance of up to $100 per Member once every twenty-four(24) months will be provided for frames. Replacements. Lens replacement for any reason(including loss,breakage or change in prescription)will be provided not more often than once every 24 months. Replacement of frames will be provided subject to the frames Allowance set forth above not more often than once every twenty-four(24)months. 15. Hearing examinations to determine hearing loss. Hearing aids, including examinations and fitting,must be received at a GHC Facility and are covered up to a maximum of$250 per Member once every twenty-four(24)months. C23687-0036900 24 16.Diabetic education and training, including glucose monitors,testing strips and lancets ' for all diabetics. 17.Renal dialysis services required while temporarily away from the Service Area will be covered if provided in a Medicare-approved facility when Medicare criteria is met H. Prosthetic Devices, such as cardiac devices, intraocular lenses, artificial joints,breast prostheses, artificial eyes, and braces, are covered. Excluded are. orthopedic shoes unless they are part of leg braces, dental plates or other dental devices, and experimental devices. Therapeutic shoes for those suffering from diabetic foot disease are covered. I. Medical/Surgical Supplies,such as casts, splints,post-surgical dressings, and ostomy supplies, are covered. J. Rental or Purchase of Durable Medical Equipment, such as oxygen and oxygen equipment,wheelchairs and other walk-aids, and hospital beds, is covered , K. Health Club Services(SilverSneakers®) and/or lifetime fitness at participating network health clubs in the Service Area are provided to Members without charge. Unlimited , Covered Services include traditional weight and cardiac equipment, pools, aerobics, and court facilities. In addition to club member privileges, a Member may bring a guest who is Medicare eligible for one visit up to four times per year without charge. A list of participating network health clubs may be obtained from GHC upon request. L. Skilled Nursing Facility. Upon Referral and following a Medicare-certified three (3)day hospital stay, GHC will cover 100 days of Medicare covered Skilled Nursing Facility care per benefit period All Medicare criteria must be met and the stay must be authorized in advance by the plan When a 3 day Medicare covered hospital stay does not occur and the plan determines that the Member otherwise meets all Medicare criteria, the plan may authorize Medicare covered skilled nursing care for up to 100 days. SECTION IV. EXCLUSIONS AND LIMITATIONS A. Exclusions. 1. Investigational procedures,including medical and surgical services,drugs and devices until formally approved by Medicare unless specifically provided herein(See Section V.19. in the Group Medical Coverage Agreement). 2. Supportive devices (shoe inserts) for the feet, except therapeutic shoes for people with diabetes who have severe diabetic foot disease, including fitting of shoes or inserts. 3. Services directly related to obesity except as provided by Medicare. 4. Services or supplies not specifically listed as covered by Medicare or GHC. i C23687-0036900 25 i B. Limitations. Conditions and Extent of Coverage. EXCEPT AS PROVIDED IN SECTIONS III C, D., E. AND G.17 ,ALL SERVICES AND BENEFITS UNDER THIS AGREEMENT MUST BE PROVIDED BY GHC MEDICAL PERSONNEL AT A GHC FACILITY UNLESS. 1. the Member has received a Referral from GHC,or 2. the Member has received outpatient Emergency or Urgently Needed Services as defined in Section VII. and as set forth in Sections III.0 and D. of this Medicare Endorsement. SECTION V. APPEAL AND GRIEVANCE PROCEDURES A. Grievances. If a Member is dissatisfied with care or services received at a Medical or Dental Office or Hospital, or a Member disputes amounts owed, eligibility or membership status, the Member may submit a written grievance to GHC. GHC will conduct a formal review and provide a written response within 60 days of the time all pertinent materials are received. B. Standard Expedited Requests for Care or Service. 1 1. Standard Request. The Member may request that care or a service be covered by GHC on the basis that it is a Medicare covered service GHC will reach a decision within 14 days. GHC's decision may be delayed an additional 14 days if it is in the Member's best interest or upon the Member's request. 2. Expedited Request. If a Member requests care or a service they believe is covered by Medicare and the Member believes and/or his/her physician states that a delay in making a determination about coverage could jeopardize the Member's health or ability to function, the Member may request an expedited decision. In most instances, GHC will reach a decision within 72 hours. GHC's decision may be delayed an additional 14 working days if it is in the Member's best interest to delay a decision or upon the Member's request. GHC's decision may also be postponed in the event information for a non-GHC Provider has not been received in a timely manner. If GHC grants a Member's request for an expedited decision, GHC will orally notify the Member and follow-up within two(2) working days, with a written letter If a Member disagrees with GHC's decision not to expedite his/her request, the Member may file a grievance. C. Appeals. Members have a right to appeal any decision in which GHC declines to provide,cover,or pay for services that the Member believes are covered by Medicare. If GHC declines to provide or to cover a service, GHC will provide the Member with a Notice of Non-coverage Icontaining the reason(s) for the denial and an explanation of the Member's appeal rights. C23687-0036900 26 Members who disagree with a decision by GHC may submit a written appeal to GHC. Members appealing a denied claim for payment for a service already provided or arranged may request a standard 60-day appeal Members appealing a request for a future service may ask for either a standard 30 day appeal or an Expedited (72-hour) appeal if the Member believes (or the Member's Provider states) that a delay in responding to the Member's appeal could seriously jeopardize his/her health or ability to function Appeals will be reviewed by persons not involved in the initial decision. If GHC decides to uphold the original adverse decision,either in whole or in part, the entire file will be forwarded by GHC to CMS's contractor, The Center for Health Dispute Resolution(CHDR) for review. 1. Standard Appeal. a. 60-Day Appeals for Claim for Payment. A Member may submit an appeal requesting a second review at any time GHC denies coverage for services already provided or arranged by either GHC or a non-GHC Provider or Facility, or for future services Member must submit appeals in writing to GHC, or to any Social Security Office,or in the case of a railroad retirement annuitant, a Railroad Retirement Board Office, within 60 days of receiving notice of GHC's initial decision. After receiving all pertinent materials,GHC will conduct a formal review of the appeal GHC will notify the Member of its decision within 60 days of receipt. If GHC decides fully in the Member's favor, GHC will pay the claim(s)within 60 days of receipt of the Member's appeal If GHC upholds any part of the initial denial, the entire file will be forwarded by GHC to CHDR for review. CHDR will make a reconsideration decision and advise the Member of its decision,the reasons for the decision and the right to additional appeal rights b. 30-Day Appeals for Denials of Future Services. A Member may submit an appeal requesting a second review at any time GHC denies coverage for future services. Members must submit appeals in writing to GHC, or to any Social Security Office, or in the case of a railroad retirement annuitant, a Railroad Retirement Board Office, within 60 days of the date of GHC's initial decision. After receiving all pertinent materials, GHC will conduct a formal review of the appeal. GHC will notify the Member of its decision within 30 days of receipt. GHC's decision may be extended an additional 14 days if it is in the Member's best interest or upon the Member's request. If GHC upholds any part of the initial denial,the entire file will be forwarded by GHC to CHDR for review. CHDR will make a reconsideration , decision and advise the Member of its decision, the reason for the decision, and the right to additional appeal rights. 2. Filing an Expedited (72-hour)Appeal (does not apply to denied claims for payment). r If a delay in receiving a decision could jeopardize the Member's health or ability to function, the Member or his/her Physician may submit a request for an expedited appeal either orally or in writing to GHC. C23687-0036900 27 D. Quality Improvement Organization("QIO"). "QIO" stands for Quality Improvement Organization(these organizations used to be called "Peer Review Organizations"or PROS) The QIO is a group of doctors and other health care experts paid by the Federal Government to check on and help improve the care given to Medicare patients There is a QIO in each state QIOs have different names, depending on which state they are in. In Washington State, the QIO is called Qualls Health A Member may request a"QIO"review if GHC denies coverage of a continued inpatient stay in a hospital on the basis of medical necessity A Member may request immediate QIO review by phone or in writing. If a Member requests a QIO review by noon of the first business day after a Member has received a Notice of Non-coverage, the Member will not be financially responsible for the cost of the continued hospitalization until the QIO's determination. GHC will provide the Member written notice of procedures by which to request a QIO review If a Member requests a QIO review,the Member may not pursue the Standard Appeal Procedure and/or the Expedited Appeal Procedure with respect to denial of the same hospital stay. A Member may contact Qualis Health at P O Box 33400, Seattle, WA 98133-0400 or 10700 Meridian Ave N, Suite 100, Seattle,WA 98133-9075, telephone number(206) 364-9700 or Fax (206)368-2419. E. Additional Appeal Rights. If CMS upholds GHC's initial determination and denies the appeal and if the amount in controversy is $100 00, or more the Member may request a hearing before an administrative law judge of the Social Security Administration The Member may request a hearing before an administrative law judge by writing to GHC, CMS, or a Social Security Office within 60 days after the date of notice of an adverse reconsideration decision. If the administrative law judge denies a Member's appeal, either the Member or GHC may request a review by the Social Security Administration's (SSA's) Appeals Council. If a Member's appeal is denied by the SSA's Appeals Council and if the amount in controversy is $1,000 00,or greater the Member or GHC may request a review by the Medicare Appeals Council. An initial,revised,or reconsideration determination made by GHC, CMS, an administrative law judge, or the SSA's Appeals Council can be reopened(a) within twelve months, (b) within four years for just cause, or(c) at any time for clerical correction or in the case of fraud. C23687-0036900 28 The Medicare Appeals Coordinator can be reached by writing to Group Health Cooperative, ' c/o Medicare Appeals Coordinator, P O Box 34593, Seattle WA 981324, or by calling(206) 901-7350 or toll-free at ]-(888)-901-4636 or TTY/TDD 711 or 1-800-833-6388, for the "hearing impaired"or by fax at(206) 901-7340. SECTION VI. SUBROGATION AND REIMBURSEMENT RIGHTS "Injured Person"under this section means a Member covered by the Agreement who sustains an i injury and any spouse, dependent or other person or entity that may recover on behalf of such Member, including the estate of the Member and, if the Member is a minor,the guardian or parent of the Member. When referred to in this section,"GHC's Medical Expenses"means the expense incurred and the reasonable value of the services provided by GHC for the care or treatment of the injury sustained by the Injured Person. If the Injured Person's injuries were caused by a third party giving rise to a claim of legal liability against the third party and/or payment by the third party to the Injured Person and/or a settlement between the third party and the Injured Person, GHC shall have the right to recover GHC's Medical Expenses from any source available to the Injured Person as a result of the events causing the injury, including but not limited to funds available through applicable third party liability coverage and unmsured/underinsured motorist coverage.This right is commonly , referred to as"subrogation"GHC shall be subrogated to and may enforce all rights of the Injured Person to the extent of GHC's Medical Expenses. If the Injured Person is entitled to or does receive money from any source as a result of the events causing the injury, including but not limited to any party's liability insurance or uninsured/underinsured motorist funds,then GHC's Medical Expenses provided or to be provided to the Injured Person are secondary, not primary, and will be paid only if the Injured Person fully cooperates with the terms and conditions of the Agreement. As a condition of receiving benefits under the Agreement, the Injured Person agrees that acceptance of GHC services is constructive notice of this provision in its entirety and agrees to reimburse GHC for the benefits the Injured Person received as a result of the events causing the injury. GHC's subrogation and reimbursement rights shall be limited to the excess of the amount required to fully compensate the Injured Person for the loss sustained, including general damages. Full compensation shall be measured on an objective case-by-case basis unless the Injured Person settles with the at-fault party for less than available policy limits, in which GHC is entitled to full compensation of GHC's Medical Expenses. However, in the case of Medicare Advantage Members, GHC's right of subrogation shall be the full amount of GHC's Medical Expenses and is limited only as required by Medicare. The Injured Person and his/her agents shall cooperate fully with GHC in its efforts to collect GHC's Medical Expenses. This cooperation includes,but is not limited to, supplying GHC with information about any third parties, defendants and/or insurers related to the Injured Person's claim and informing GHC of any settlement or other payments relating to the Injured Person's injury The Injured Person and his/her agents shall permit GHC, at GHC's option,to associate with the Injured Person or to intervene in any legal, quasi-legal, agency or any other action or claim filed. If the Injured Person takes no action to recover money from any source,then the C23687-0036900 29 1 ! Injured Person agrees to allow GHC to initiate its own direct action for reimbursement or subrogation, including, but not limited to, billing the Injured Person directly for GHC's Medical Expenses. The Injured Person and his/her agents shall do nothing to prejudice GHC's subrogation and reimbursement rights. The Injured Person shall promptly notify GHC of any tentative settlement with a third party and shall not settle a claim without protecting GHC's interest If the Injured Person falls to cooperate fully with GHC in recovery of GHC's Medical Expenses,the Injured Person shall be responsible for directly reimbursing GHC for GHC's Medical Expenses and GHC retains the right to bill the Injured Person directly for GHC's Medical Expenses. To the extent that the Injured Person recovers funds from any source, the Injured Person agrees to hold such monies in trust or in their possession until GHC's subrogation and reimbursement rights are fully determined. GHC shall not pay any attorney's fees or collection costs to attorneys representing the Injured Person unless there is a written fee agreement signed by GHC prior to any collection efforts. When reasonable collection costs have been incurred with GHC's prior written agreement to recover GHC's Medical Expenses,there shall be an equitable apportionment of such collection costs between GHC and the Injured Person subject to a maximum responsibility of GHC equal to one-third of the amount recovered on behalf of GHC Under no circumstance will GHC pay legal fees for services which were not reasonably and necessarily incurred to secure recovery,which do not benefit GHC and/or where no written fee agreement has been entered into with GHC. If it becomes necessary for GHC to enforce the provision of this section by initiating any action against the Injured Person or his/her agent,then the Injured Person agrees to pay GHC's attorney's fees and costs associated with the action Implementation of this section shall be deemed a part of claims administration under the Agreement and GHC shall therefore have sole discretion to interpret its terms SECTION VII. DEFINITIONS CENTER for MEDICARE and MEDICAID SERVICES (CMS): The Federal Agency that runs the Medicare program (CMS was formerly known as the Health Care Financing Administration. CUSTODIAL CARE: Care furnished for the purpose of meeting non-Medically Necessary personal needs which could be provided by persons without professional skills or training,such as assistance in mobility, dressing, bathing, eating,preparation of special diets, and taking medication. Custodial Care is not covered by the GHC MA Plan or Medicare unless provided in conjunction with Skilled Nursing Care and/or skilled rehabilitation services. EMERGENCY CARE: Covered services that are 1) furnished by a provider qualified to furnish emergency services, and 2) needed to evaluate or stabilize an Emergency Medical Condition C23687-0036900 30 EMERGENCY MEDICAL CONDITION: A Medical Condition brought on by acute , symptoms of sufficient severity(including severe pain)such that a prudent lay person with an average knowledge of health and medicine could reasonably expect that not getting immediate medical attention could result in 1) Serious jeopardy to the health of the individual or, in the case of a pregnant woman, the health of the woman or her unborn child, 2) Serious impairment to bodily functions, or 3) Serious dysfunction of any bodily organ or part. MAXIMUM CHARGES: A term used to define the level of benefits which are payable by , GHC when expenses are incurred from a non-GHC Personal Physician or Provider Expenses are considered Maximum Charges if(1) the charges are consistent with those normally charged by ' the provider or organization for the same services or supplies, and(2)the charges are within the general range of charges made by other providers in the same geographical area for the same services or supplies. MEDICARE: The federal health insurance program for people 65 years of age or older, some people under age 65 with disabilities, and people with End Stage Renal Disease (generally those with permanent kidney failure who need dialysis or a kidney transplant) MEDICARE ADVANTAGE(MA) COORDINATED CARE PLANS: These are MA Plans that use a network of providers that are under contract or arrangement with a Medicare Advantage Organization to provide covered benefits The GHC Medicare Advantage Plan is a Coordinated Care Plan. MEDICARE ADVANTAGE (MA) ORGANIZATION: A public or private organization licensed by the State as a risk-bearing entity that is under contract with the Center for Medicare and Medicaid Services CMS to provide Covered Services Medicare Advantage Organizations can offer one or more Medicare Advantage Plans. GHC is a Medicare Advantage Organization MEDICARE ADVANTAGE(MA) PLAN: A benefit package offered by a Medicare Advantage Organization that offers a specific set of health benefits at a uniform premium and uniform level of cost-sharing to all people with Medicare who live in the Service Area covered by the Plan A Medicare Advantage Organization may offer more than one plan in the same Service Area The GHC Plan is a Medicare Advantage plan PERMANENT MOVE: A permanent change of residence out of the Service Area or an uninterrupted absence of more than six(6)months from GHC's Service Area. POINT OF SERVICE (POS): A benefit that GHC offers to its Medicare Advantage Members while temporarily traveling outside of the GHC Medicare Advantage Plan Service Area for non- emergent and/or non-Urgently Needed Care In return for this flexibility, Members have higher cost-sharing requirements for these services. REFERRAL: A request by your Personal Physician for you to receive care from a Specialist, Contracting Medical Provider, or Non-Contracting Medical Provider, or to receive certain Covered Services. C23687-0036900 31 SERVICE AREA: The geographic area comprised of parts of Grays Harbor,Island,King, Kitsap, Lewis,Pierce, parts of Mason, San Juan, Skagit, Snohomish,Thurston, and Whatcom Counties, and any other areas designated by GHC and approved by CMS, within which an eligible individual may enroll in a particular plan offered by GHC. SKILLED NURSING FACILITY: A facility(or distinct part of a facility) which is primarily engaged in providing to its residents which provides inpatient Skilled Nursing Care, rehabilitation services, or other related health services and is certified by Medicare. The term "Skilled Nursing Facility" does not include a convalescent nursing home, rest facility, or facility for the aged which furnishes primarily Custodial Care, including training in routines of daily living URGENTLY NEEDED CARE: Covered Services provided when you are temporarily absent from the GHC Medicare Advantage Plan Service Area (or, under unusual and extraordinary circumstances,provided when you are in the Service Area but your Contracting Medical Group is temporarily unavailable or inaccessible)when such services are Medically Necessary and immediately required 1) as a result of an unforeseen illness, injury, or condition, and 2) it is not reasonable, given the circumstances,to obtain the services through your Contracting Medical Group. C23687-0036900 32 Dear Group Health Subscriber This booklet contains important information about your healthcare plan. This is your 2005 Group Health Benefit Booklet(Certificate of Coverage) It explains the services and benefits you and those enrolled on your contract are entitled to receive from Group Health Cooperative The benefits reflected in this booklet were approved by your employer or association who contracts with Group Health for your healthcare coverage We recommend you read it carefully so you'll understand not only the benefits,but the exclusions,limitations,and eligibility requirements of this certificate Please keep this certificate for as long as you are covered by Group Health We will send you revisions if there are any changes in your coverage This certificate is not the contract itself,you can contact your employer or group administrator if you wish to see a ' copy of the contract(Medical Coverage Agreement) We'll gladly answer any questions you might have about your Group Health benefits Please call our Group Health Customer Service Center at 901-4636 in the Seattle area,or toll-free in Washington, 1-888-901-4636 Thank you for choosing Group Health Cooperative. We took forward to working with you to preserve and enhance your health Very truly yours, Scott Armstrong President PA-1133a02 CA-139502,CA-1984,CA-107600,CA-1385,CA-6100,CA-2220 i 1 - t t t t t t C23687-0036900 Benefit Booklet Table of Contents iSection I. Introduction A Accessing Care B Cost Shares C. Subscriber's Liability D Claims Section II. Allowances Schedule Section IIl. Eligibility, Enrollment and Termination A Eligibility B Enrollment C. Effective Date of Enrollment D. Eligibility for Medicare E Termination of Coverage F Services After Termination of Agreement G Continuation of Coverage Options Section IV. Schedule of Benefits A Hospital Care B Medical and Surgical Care C Chemical Dependency Treatment L D Plastic and Reconstructive Services E Home Health Care Services F Hospice Care G. Rehabilitation Services H Devices,Equipment and Supplies I Tobacco Cessation J. Drugs,Medicines, Supplies and Devices K Mental Health Care Services L Emergency/Urgent Care M Ambulance Services N Skilled Nursing Facility Section V. General Exclusions Section VI. Grievance Processes for Complaints and Appeals Section VII. General Provisions A. Coordination of Benefits B Subrogation and Reimbursement Rights C. Miscellaneous Provisions Section VIIL Definitions Attachment: Group Medicare Coverage C23687-0036900 1 i Section I. Introduction Group Health Cooperative(also referred to as"GHC")is a nonprofit health maintenance organization furnishing health care primarily on a prepayment basis Read This Benefit Booklet Carefully This Benefit Booklet is a statement of benefits,exclusions and other provisions,as set forth in the Group Medical Coverage Agreement("Agreement")between GHC and the employer or Group A full description of benefits,exclusions,limits and Out-of-Pocket Expenses can be found in the Schedule of Benefits,Section IV,General Exclusions,Section V,and Allowances Schedule,Section II These sections must be considered together to fully understand the benefits available under the Agreement Words with special meaning are capitalized They are defined in Section VIII A. Accessing Care Members are entitled to Covered Services only at GHC Facilities and from GHC Personal Physicians. Except as follows: • Emergency care, • Self-Referral to women's health care providers,as set forth below, • Visits with GHC-Designated Self-Referral Specialists,as set forth below, • Care provided pursuant to a Referral Referrals must be requested by the Member's Personal Physician and approved by GHC,and • Other services as specifically set forth in the Allowances Schedule and Section IV. Primary Care. Members must select a GHC Personal Physician when enrolling under the Agreement One Personal Physician may be selected for the entire family,or a different Personal Physician may be selected for each family member if the Personal Physician is not selected at the time of enrollment,GHC will assign a Personal Physician,and a letter of explanation will be sent to the Member Selecting a Personal Physician or changing from one Personal Physician to another can be accomplished by contacting GHC Customer Service,or accessing the GHC websrte at www ghc org The change will be made within twenty-four(24)hours of the receipt of the request,if the selected physician's caseload permits A listing of GHC Personal Physicians,Referral specialists,women's health care providers and GHC-Designated Self-Referral Specialists is available by contacting GHC Customer Service at(206)901-4636 or(888)901- 4636,or by accessing GHC's websrte at www ghc org In the case that the Member's Personal Physician no longer participates in GHC's network,the Member will be provided a written notice offering the Member a selection of new Personal Physicians from which to choose Specialty Care. Unless otherwise indicated in this section,the Allowances Schedule or Section IV,Referrals are required for specialty care and specialists. GHC-Designated Self-Referral Specialist. Members may make appointments directly with GHC-Designated Self-Referral Specialists at GHC-owned or-operated medical centers without a Referral from their Personal Physician Self-Referrals are available for the following specialty care areas allergy,audiology,cardiology, chemical dependency,chiropractic/manipulative therapy,dermatology,gastroenterology,general surgery, hospice,manipulative therapy,mental health,nephrology,neurology,obstetrics and gynecology,occupational medicine*,oncology/hematology,ophthalmology,optometry,orthopedics,otolaryngology(ear,nose and throat),physical therapy*,smoking cessation,speech/language and learning services* and urology *Medicare patients need a Referral for these specialists 1 C23687-0036900 2 Women's Health Care Direct Access Providers. Female Members may see a participating General and Family Practitioner,Physician's Assistant,Gynecologist,Certified Nurse Midwife, Licensed Midwife,Doctor of Osteopathy,Pediatrician,Obstetrician or Advanced Registered Nurse Practitioner who is contracted by GHC to provide women's health care services directly,without a Referral from their Personal Physician,for Medically Necessary maternity care,covered reproductive health services,preventive care(well care)and general examinations,gynecological care and follow-up visits for the above services Women's health care services are covered as if the Member's Personal Physician had been consulted,subject to any applicable Cost Shares,as set forth in the Allowances Schedule If the Member's women's health care provider diagnoses a condition that requires Referral to other specialists or hospitalization,the Member or her chosen provider must obtain preauthorization and care coordination in accordance with applicable GHC requirements Second Opinions. The Member may access,upon request,a second opinion regarding a medical diagnosis or treatment plan from a GHC Provider Emergent and Urgent Care. Emergent care is available at GHC Facilities If Members cannot get to a GHC ' Facility,Members may obtain Emergency services from the nearest hospital Members or persons assuming responsibility for a Member must notify GHC by way of the GHC Emergency Notification Line within twenty- four(24)hours of admission to a non-GHC Facility,or as soon thereafter as medically possible Members may refer to Section IV for more information about coverage of Emergency services In the GHC Service Area,urgent care is covered only at GHC medical centers,GHC urgent care clinics or GHC Provider's offices Urgent care received at any hospital emergency department is not covered unless authorized in advance by a GHC Provider. Members may refer to Section IV for more information about coverage of urgent care services Outside the GHC Service Area,urgent care is covered at any medical facility Members may refer to Section IV for more information about coverage of urgent care services Recommended Treatment.GHC's Medical Director or his/her designee will determine the necessity,nature and extent of treatment to be covered in each individual case and the judgment,made in good faith,will be final Members have the right to participate in decisions regarding their health care A Member may refuse any recommended treatment or diagnostic plan to the extent permitted by law Members who obtain care not recommended by GHC,do so with the full understanding that GHC has no obligation for the cost,or Lability for the outcome,of such care Coverage decisions may be appealed as set forth in Section VI Major Disaster or Epidemic.In the event of a major disaster or epidemic,GHC will provide coverage according to its bestjudgment,within the limitations of available facilities and personnel GHC has no liability for delay or failure to provide or arrange Covered Services to the extent facilities or personnel are unavailable due to a major disaster or epidemic Unusual Circumstances.If the provision of Covered Services is delayed or rendered impossible due to unusual circumstances such as complete or partial destruction of facilities,military action,civil disorder,labor disputes or similar causes,GHC shall provide or arrange for services that,in the reasonable opinion of GHC's Medical Director, or his/her designee,are emergent or urgently needed In regard to nonurgent and routine services, GHC shall make a good faith effort to provide services through its then-available facilities and personnel GHC shall have the option to defer or reschedule services that are not urgent while its facilities and services are so affected In no case shall GHC have any liability or obligation on account of delay or failure to provide or arrange such services B. Cost Shares The Subscriber shall be liable for the following Cost Shares when services are received by the Subscriber and any of his/her Dependents C23687-0036900 3 1 1. Copayments Members shall be required to pay Copayments at the time of service as set forth in the Allowances Schedule. Payment of a Copayment does not exclude the possibility of an additional billing if the service is determined to be a non-Covered Service 2. Coinsurance.Members shall be required to pay Coinsurance for certain Covered Services as set forth in the Allowances Schedule 3. Out-of-Pocket Limit.Total Out-of-Pocket Expenses incurred during the same calendar year shall not exceed the Out-of-Pocket Limit set forth in the Allowances Schedule Out-of-Pocket Expenses which apply toward the Out-of-Pocket Limit are set forth in the Allowances Schedule 4. Deductibles. In addition to any applicable annual Deductible,there may be service-specific Deductibles as set forth in the Allowances Schedule. C. Subscriber's Liability The Subscriber is liable for(1)payment to the Group of his/her contribution toward the monthly premiums,if any, (2)payment of Cost Share amounts for Covered Services provided to the Subscriber and his/her Dependents,as set forth in the Allowances Schedule,and(3)payment of any fees charged for non-Covered Services provided to the Subscriber and his/her Dependents,at the time of service Payment of an amount billed by GHC must be received within thirty(30)days of the billing date D. Claims Claims for benefits may be made before or after services are obtained. To make a claim for benefits under the Agreement,a Member(or the Member's authorized representative)must contact GHC Customer Service,or submit a claim for reimbursement as described below Other inquiries,such as asking a healthcare provider about care or coverage,or submitting a prescription to a pharmacy,will not be considered a claim for benefits If a Member receives a bill for services the Member believes are covered under the Agreement,the Member must,within ninety(90)days of the date of service,or as soon thereafter as reasonably possible,either(1) contact GHC Customer Service to make a claim or(2)pay the bill and submit a claim for reimbursement of Covered Services to GHC,P O Box 34585,Seattle,WA 98124-1585 In no event,except in the absence of legal capacity,shall a claim be accepted later than one(1)year from the date of service GHC will generally process claims for benefits within the following timeframes after GHC receives the claims • Pre-service claims—within fifteen(15)days • Claims involving urgently needed care—within seventy-two(72)hours • Concurrent care claims—within twenty-four(24)hours • Post-service claims—within thirty(30)days Timeframes for pre-service and post-service claims can be extended by GHC for up to an additional fifteen(15) days Members will be notified in writing of such extension prior to the expiration of the initial timeframe C23687-0036900 4 Section II. Allowances Schedule The benefits described in this schedule are subject to all provisions,limitations and exclusions set forth in the Group Medical Coverage Agreement "Welcome"Outpatient Services Waiver Not applicable Annual Deductible No annual Deductible Plan Coinsurance No plan Coinsurance Lifetime Maximum No Lifetime Maximum unless otherwise indicated. Hospital Services • Covered inpatient medical and surgical services,including acute chemical withdrawal(detoxification) Covered in full • Covered outpatient hospital surgery(including ambulatory surgical centers) Covered subject to the outpatient services Copayment. iOutpatient Services • Covered outpatient medical and surgical services Covered subject to a$5 outpatient services Copayment per Member per visit • Allergy testing Covered subject to the outpatient services Copayment. • Oncology(radiation therapy,chemotherapy) Covered subject to the outpatient services Copayment. Drugs—Outpatient(including mental health drugs,contraceptive drugs and devices and diabetic supplies) • Prescription drugs, medicines,supplies and devices for a supply of thirty(30)days or less when listed in the GHC drug formulary Covered subject to the lesser of GHC's charge or a$5 Copayment 1 • Over-the-counter drugs and medicines jC23687-0036900 5 Not covered • Allergy serum Covered subject to the applicable prescription drug Cost Share for each thirty(30)day supply • Injectables Injections that can be self-administered are subject to the applicable prescription drug Cost Share Injections necessary for travel are not covered • Mad order drugs and medicines Covered subject to the applicable prescription drug Cost Share for each thirty(30)day supply or less • Growth hormones Covered in full Out-of-Pocket Limit(Stop Loss) Limited to an aggregate maximum of$2,000 per Member and$4,000 per family per calendar year Except as otherwise noted in this Allowances Schedule,the total Out-of-Pocket Expenses for the following Covered Services are included in the Out-of-Pocket Limit • Inpatient services • Outpatient services • Emergency care at a GHC or non-GHC Facility • Ambulance services Acupuncture i Covered subject to the outpatient services Copayment for Self-Referrals to a GHC Provider up to a maximum of five (5)visits per Member per medical diagnosis per calendar year When approved by GHC,additional visits are covered subject to the outpatient services Copayment Ambulance Services • Emergency ground/air transport Covered at 80% • Non-emergent ground/air tnterfac lity transfer Covered at 801/6 for GHC-initiated transfers,except bosprtal-to-hospital ground transfers covered in full. Chemical Dependency • Inpatient services Covered subject to the applicable inpatient services CopaymenL • Outpatient services , Covered subject to the applicable outpatient services Copayment. C23687-0036900 6 • Benefit period Allowance Covered up to$12,500 per Member per any twenty-four(24)consecutive calendar month period Acute detoxification covered as any other medical service Charges incurred are not subject to the twenty-four(24) month maximum. Dental Services(including accidental injury to natural teeth) Not covered,except as set forth in Section 1V B 24 Devices,Equipment and Supplies(for home use) Covered at 80%for ! • Durable medical equipment • Orthopedic appliances • Ostomy supplies • Post-mastectomy bras[limited to two(2)every six(6)months] Covered at 801/o for • Prosthetic devices Diabetic Supplies Insulin,needles, syringes and lancets-see Drugs-Outpatient External insulin pumps,blood glucose monitors, testing reagents and supplies-see Devices, Equipment and Supplies When Devices,Equipment and Supplies have a dollar maximum,diabetic supplies are not subject to this maximum benefit limit Diagnostic Laboratory and Radiology Services Covered in full. Emergency Services • At a GHC Facility Covered subject to a$75 Copayment per Member per Emergency visit Copayment is waived if the Member is admitted as an inpatient to the hospital directly from the emergency department Emergency admissions are covered subject to the applicable inpatient services Cost Share. • At a non-GHC Facility Covered subject to a$125 Deductible per Member per Emergency visit Emergency care Deductible is waived if the Member is admitted as an inpatient to the hospital directly from the emergency department Emergency admissions are covered subject to the applicable inpatient services Cost Share 1� Hearing Examinations and Hearing Aids • Hearing examinations to determine hearing loss Covered subject to the outpatient services Copayment C23687-0036900 7 i • Hearing aids, including hearing aid examinations Not covered Home Health Services Covered in full No visit limit Hospice Services Covered in full Inpatient respite care is covered for a maximum of five(5)consecutive days per occurrence. Infertility Services(including sterility) Not covered Manipulative Therapy Covered subject to the outpatient services Copayment for Self-Referrals to a GHC Provider for manipulative therapy of the spine in accordance with GHC clinical criteria up to a maximum of ten(10)visits per Member per calendar year When approved by GHC,additional manipulation visits are covered subject to the outpatient services Copayment Maternity and Pregnancy Services • Delivery and associated Hospital Care Covered subject to the applicable inpatient services Copayment • Routine prenatal and postpartum care Covered subject to the outpatient services Copayment. • Pregnancy termination Covered subject to the applicable Copayment for involuntary/voluntary termination of pregnancy Mental Health Services • Inpatient services Covered at 901/6 for up to twelve(12)days per Member per calendar year at a GHC-approved mental health ' care facility Coinsurance does not apply to the Out-of-pocket Limit • Outpatient services Covered subject to a$20 Copayment per individual session and a$10 Copayment per Member per group session for up to twenty(20)visits per Member per calendar year Copayments do not apply to the Out-of- Pocket Limit Naturopathy C23687-0036900 9 Covered subject to the outpatient services Copayment for Self-Referrals to a GHC Provider up to a maximum of two (2)visits per Member per medical diagnosis per calendar year When approved by GHC,additional visits are covered subject to the outpatient services Copayment. Nutritional Services • Phenylketonuria(PKU)supplements Covered in full 1 • Enteral therapy(formula) Covered at 80%for elemental formulas Necessary equipment and supplies are covered under Devices, Equipment and Supplies • Parenteral therapy(total parenteral nutrition) Covered in full for parenteral formulas Necessary equipment and supplies are covered under Devices, Equipment and Supplies Obesity Related Services Covered subject to the applicable Copayment for banatnc surgery.Weight loss programs,medications and related physician visits for medication monitoring are not covered On the Job Injuries or Illnesses Not covered,including injuries or illnesses incurred as a result of self-employment Optical Services • Routine eye examinations Covered subject to the outpatient services Copayment once every twelve(12)months. • Lenses,including contact lenses,and frames Not covered,except contact lens after cataract surgery is covered in full when in lieu of intraocular lens Organ Transplants Covered subject to the applicable Copayment up to a$200,000 lifetime benefit maximum(including donor costs up to$50,000), and a twelve(12)month benefit wait period Plastic and Reconstructive Services(plastic surgery,cosmetic surgery) • Surgery to correct a congenital disease or anomaly,or conditions following an injury or resulting from surgery Covered subject to the applicable Copayment. ' • Cosmetic surgery,including complications resulting from cosmetic surgery Not covered C23687-0036900 9 Podiatric Services • Medically Necessary foot care Covered subject to the applicable Copayment. • Foot care(routine) Not covered,except in the presence of a non-related Medical Condition affecting the lower limbs Pre-Existing Condition Covered with no watt Preventive Services(well adult and well child physicals,immunizations,pap smears,mammograms) Covered subject to the outpatient services Copayment when in accordance with the well care schedule established by GHC Eye refractions are not included under preventive care Physicals for travel,employment,insurance, license,etc.,are not covered. Rehabilitation Services • Inpatient physical,occupational and restorative speech therapy services combined, including services for neurodevelopmentally disabled children age six(6)and under Covered subject to the inpatient services Copayment for up to sixty(60)days per calendar year • Outpatient physical,occupational and restorative speech therapy services combined, including services for neurodevelopmentally disabled children age six(6)and under Covered subject to the outpatient services Copayment for up to sixty(60)visits per calendar year. Sexual Dysfunction Services Not covered. Skilled Nursing Facility(SNF) Covered up to thirty(30)days per condition per Member per calendar year. Sterilization(vasectomy,tubal ligation) Covered subject to applicable Copayments. Temporomandibular Joint(TMJ)Services , • Inpatient and outpatient TMJ services Covered subject to the applicable Copayment up to$1,000 maximum per Member per calendar year. • Lifetime benefit maximum Covered up to$5,000 per Member C23687-0036900 10 Tobacco Cessation • Individual/group sessions Covered in full • Approved pharmacy products Covered subject to the lesser of GHC's charge or the applicable prescription drug Cost Share for a supply of thirty(30)days or less of a prescription or refill when prescribed by a GHC Provider and obtained at GHC Facilities Section III. Eligibility, Enrollment and Termination A. Eligibility In order to be accepted for enrollment and continuing coverage under the Agreement,individuals must meet any eligibility requirements imposed by the Group,and/or all applicable plan documents,reside or work in the Service Area and meet all applicable requirements set forth below,except for temporary residency outside the Service Area for purposes of attending school,court-ordered coverage for Dependents or other unique family arrangements,when approved in advance by GHC GHC has the right to verify eligibility 1. Subscribers.Bona fide LEOFF II employees who have been continuously employed on a regularly scheduled basis of not less than twenty(20)hours per week shall be eligible for enrollment Elected officials and council members shall be eligible for enrollment LEOFF I employees will not be covered under this plan. 2. Dependents.The Subscriber may also enroll the following: a. The Subscriber's legal spouse. b Unmarried dependent children who are under the age of twenty-three(23)and are chiefly dependent on the Subscriber for support and maintenance,provided proof of such dependency is furnished to GHC upon request "Children"means the children of the Subscriber,including adopted children,stepchildren,children for whom the Subscriber has a qualified court order to provide coverage and any other children for whom the Subscriber is the legal guardian c. Dependents of LEOFF I employees are eligible for coverage under this agreement. 1 3. Temporary Coverage for Newborns. When a Member gives birth,the newborn will be entitled to the benefits set forth in Section iV from birth through three(3)weeks of age After three(3)weeks of age,no benefits are available unless the newborn child qualifies as a Dependent and is enrolled under the Agreement All contract provisions,limitations and exclusions will apply except Section[it F and III G 4. Limiting Age Extension. Eligibility may be extended past the limiting age for an unmarried person enrolled as a Dependent on his/her twenty-third(23rd)birthday if The Dependent is totally incapable of self-sustaining employment because of a developmental or physical disability incurred prior to attainment of the limiting age set forth in 2 above,and is chiefly dependent iC23687-0036900 11 upon the Subscriber for support and maintenance Enrollment for such a Dependent may be continued for , the duration of the continuous total incapacity,provided enrollment does not terminate for any other reason Medical proof of incapacity and proof of financial dependency must be furnished to GHC upon request,but not more frequently than annually after the two(2)year period following the Dependent's attainment of the limiting age B. Enrollment 1. Application for Enrollment.Application for enrollment must be made on an application form furnished and approved by GHC Applicants will not be enrolled or premiums accepted until the completed application form has been received and approved by GHC The Group is responsible for submitting completed application forms to GHC GHC reserves the right to refuse enrollment to any person whose coverage under any Medical Coverage Agreement issued by Group Health Cooperative or Group Health Options,Inc has been terminated for cause,as set forth in Section III E below a. Newly Eligible Persons.Newly eligible Subscribers and their Dependents may apply for enrollment in writing to the Group within thirty-one(31)days of becoming eligible b. New Dependents. A written application for enrollment of a newly dependent person,other than a newborn or adopted newborn child,must be made to the Group within thirty-one(31)days after the dependency occurs A written application for enrollment of a newborn child must be made to the Group within sixty(60) days following the date of birth,when there is a change in the monthly premium payment as a result of the additional Dependent. A written application for enrollment of an adoptive child must be made to the Group within sixty(60) days from the day the child is placed with the Subscriber for the purpose of adoption and the Subscriber assumes financial responsibility for the medical expenses of the child,if there is a change in the monthly premium payment as a result of the additional Dependent When there is no change in the monthly premium payment,it is strongly advised that the Subscriber enroll the newborn or newly adoptive child as a Dependent with the Group to avoid delays in the payment of claims c. Open Enrollment. GHC will allow enrollment of Subscribers and Dependents,who did not enroll when newly eligible as described above,during a limited period of time specified by the Group and GHC d. Special Enrollment. GHC will allow special enrollment for persons who initially declined enrollment , when newly eligible because such persons had other health care coverage and have had such other coverage terminated due to cessation of employer contributions,exhaustion of COBRA continuation coverage or loss of eligibility,except for loss of eligibility for cause, GHC or the Group may require confirmation that when initially offered coverage such persons submitted a written statement declining because of other coverage Application for coverage under the Agreement must be made within thirty- one(31)days of the termination of previous coverage In the event a Subscriber or person eligible to be a Subscriber acquires a person eligible to be a Dependent by birth,marriage,adoption or placement for adoption,GHC will allow special enrollment for the person eligible to be a Subscriber,his/her spouse and the newly acquired Dependent Application for coverage under the Agreement must be made within thirty-one(31)days of the acquisition of the new Dependent,except that sixty(60)days is permitted to enroll newborn and adopted children as described above C23687-0036900 12 2. Limitation on Enrollment.The Agreement will be open for applications for enrollment as set forth in this Section III B Sub3ect to prior approval by the Washington State Office of the Insurance Commissioner, GHC may limit enrollment,establish quotas or set priorities for acceptance of new applications if it determines that GHC's capacity,in relation to its total enrollment,is not adequate to provide services to additional persons ' C. Effective Date of Enrollment I. Provided eligibility criteria are met and applications for enrollment are made as set forth in Sections III.A. and III B above,enrollment will be effective as follows • Enrollment for a newly eligible Subscriber and listed Dependents is effective on the date of hire • Enrollment for a newly dependent person,other than a newborn or adoptive child,is effective the first (1st)of the month following application • Enrollment for newborns is effective from the date of birth • Enrollment for adoptive children is effective from the date that the adoptive child is placed with the Subscriber for the purpose of adoption and the Subscriber has assumed financial responsibility for the medical expenses of the child 2. Commencement of Benefits for Persons Hospitalized on Effective Date.Members who are admitted to an inpatient facility prior to their enrollment under the Agreement,and who do not have coverage under another agreement,will receive covered benefits beginning on their effective date,as set forth in subsection C I above If a Member is hospitalized in a non-GHC Facility,GHC reserves the right to require transfer of the Member to a GHC Facility The Member will be transferred when a GHC Provider,in consultation with the attending physician,determines that the Member is medically stable to do so. If the Member refuses to transfer to a GHC Facility,all further costs incurred during the hospitalization are the responsibility of the Member D. Eligibility for Medicare Under the Tax Equity and Fiscal Responsibility Act of 1982(TEFRA),actively employed Members and their spouses who are eligible for Medicare benefits must decide whether to choose the benefits of the Agreement or the Medicare program as their primary source of health care coverage The Group is responsible for providing the Member with necessary information regarding TEFRA eligibility and the selection process Members Residing Outside the GHC Medicare Advantage Service Area. Except as defined by federal regulations(i e,TEFRA),if a Member or their spouse is or becomes eligible for Medicare,they must,effective the date that Medicare becomes the primary payer,enroll in and maintain both Medicare Parts A and B coverage Failure to enroll in both Medicare Parts A and B,upon the effective date of eligibility,will result in termination of coverage under the Agreement An individual shall be deemed eligible for Medicare when he/she has the option to receive Part A Medicare benefits Medicare primarylsecondary payer guidelines and regulations will determine primary/secondary payer status Members Residing inside the GHC Medicare Advantage Service Area. Except as defined by federal regulations,(i e,TEFRA), if a Member or their spouse is or becomes eligible for Medicare,they must,effective the date that Medicare becomes the primary payer,enroll in and maintain both Medicare Parts A and B coverage and enroll in the GHC Medicare Advantage Plan Failure to do so upon the effective date of Medicare eligibility will result in termination of coverage under the Agreement An individual shall be deemed eligible for Medicare when he/she has the option to receive Part A Medicare benefits C23687-0036900 13 All applicable provisions of the GHC Medicare Advantage Plan are fully set forth in the Medicare Endorsement(s)attached to the Agreement(if applicable) E. Termination of Coverage 1. Termination of Specific Members.Specific Members may be terminated from the Agreement for any of the following reasons a. Loss of Eligibility. If a Member no longer meets the eligibility requirements set forth in Section III A,and is not enrolled for continuation coverage as described in Section III G below,coverage under the Agreement will terminate at the end of the month during which the loss of eligibility occurs, unless otherwise specified by the Group b. For Cause.Coverage of a Member may be terminated upon written notice for i. Material misrepresentation,fraud or omission of information in order to obtain coverage This includes failure to answer fully and correctly all questions contained in the application forms In such event,GHC may,within two(2)years from the date of the application,refuse to cover any service for a condition(s)to which such question was relevant,or may non-renew or cancel the Member's coverage upon ten(10)working days written notice ii Permitting the use of a GHC identification card or number by another person,or using another Member's identification card or number to obtain care to which a person is not entitled in Nonpayment of charges,as set forth in Section I C c. Premium Payments Nonpayment of premiums or contribution for a specific Member by the Group In no event will a Member be terminated solely on the basis of their physical or mental condition provided they meet all other eligibility requirements set forth in the Agreement Any Member may appeal a termination decision through GHC's grievance process as set forth in Section VI 2. Certificate of Creditable Coverage. Unless the Group has chosen to accept this responsibility,a certificate of creditable coverage(which provides information regarding the Member's length of coverage under the Agreement)will be issued automatically upon termination of coverage,and may also be obtained upon request F. Services After Termination of Agreement 1. Members Hospitalized on the Date of Termination.A Member who is receiving Covered Services as a registered bed patient in a hospital on the date of termination shall continue to be eligible for Covered Services while an inpatient for the condition which the Member was hospitalized,until one of the following events occurs • According to GHC clinical criteria,it is no longer Medically Necessary for the Member to be an inpatient at the facility • The remaining benefits available under the Agreement for the hospitalization are exhausted,regardless of whether a new calendar year begins • The Member becomes covered under another agreement with a group health plan that provides benefits for the hospitalization • The Member becomes enrolled under an agreement with another carrier that would provide benefits for the hospitalization if the Agreement did not exist • The Member becomes eligible for Medicare C23697-0036900 14 This provision will not apply if the Member is covered under another agreement that provides benefits for the hospitalization at the time coverage would terminate,except as set forth in this section,or if the Member is eligible for COBRA continuation coverage as set forth in subsection G below 2. Services Provided After Termination.The Subscriber shall be Fable for payment of all charges for services and items provided to the Subscriber and all Dependents after the effective date of termination, except those services covered under subsection F 1.above Any services provided by GHC will be charged according to the Fee Schedule G. Continuation of Coverage Options 1. Continuation Option. A Member no longer eligible for coverage under the Agreement(except in the event of termination for cause,as set forth in Section IIi E)may continue coverage for a period of up to three(3)months subject to notification to and self-payment of premiums to the Group This provision will not apply if the Member is eligible for the continuation coverage provisions of the Consolidated Omnibus Budget Reconciliation Act of 1985("COBRA") This continuation option is not available if the Group no longer has active employees or otherwise terminates 2. Leave of Absence. While on a Group approved leave of absence,the Subscriber and listed Dependents can continue to be covered under the Agreement,provided t • They remain eligible for coverage,as set forth in Section III A, • Such leave is in compliance with the Group's established leave of absence policy that is consistently applied to all employees, • The Group's leave of absence policy is in compliance with the Family and Medical Leave Act when applicable,and • The Group continues to remit premiums for the Subscriber and Dependents to GHC 3. Self-Payments During Labor Disputes. In the event of suspension or termination of employee compensation due to a strike,lock-out or other labor dispute,a Subscriber may continue uninterrupted coverage under the Agreement through payment of monthly premiums directly to the Group Coverage may be continued for the lesser of the term of the strike,lock-out or other labor dispute,or for six(6)months after the cessation of work. If the Agreement is no longer available,the Subscriber shall have the opportunity to apply for an individual GHC Group Conversion Plan or,if applicable,continuation coverage(see subsection 4 below),or an Individual and Family Medical Coverage Agreement at the duly approved rates The Group is responsible for immediately notifying each affected Subscriber of his/her rights of self- payment under this provision. 4. Continuation Coverage Under Federal Law. This section applies only to Groups who must offer continuation coverage under the applicable provisions of the Consolidated Omnibus Budget Reconciliation Act of 1985("COBRA"),as amended,and only applies to grant continuation of coverage rights to the extent required by federal law Upon loss of eligibility,continuation of Group coverage may be available to a Member for a limited time after the Member would otherwise lose eligibility,if required by COBRA The Group shall inform Members of the COBRA election process and how much the Member will be required to pay directly to the Group 5. GHC Group Conversion Plan. Members whose eligibility for coverage under the Agreement,including continuation coverage, is terminated for any reason other than cause,as set forth in Section IIi E I b,and who are not eligible for Medicare or covered by another group health plan,may convert to GHC's Group tC23687-0036900 15 Conversion Plan, if the Agreement terminates,any Member covered under the Agreement at termination may convert to a GHC Group Conversion Plan,unless he/she is eligible to obtain other group health coverage within thirty-one(31)days of the termination of the Agreement An application for conversion must be made witlun thirty-one(31)days following termination of coverage under the Agreement Coverage under GHC's Group Conversion Plan is subject to all terms and conditions of such plan,including premium payments A physical examination or statement of health is not required for enrollment in GHC's Group Conversion Plan The Pre-Existing Condition limitation under GHC's Group Conversion Plan will apply only to the extent that the limitation remains unfulfilled under the Agreement. By exercising Group Conversion rights,the Member may waive guaranteed issue and Pre-Existing Condition waiver rights under Federal regulations Persons wishing to purchase GHC's Individual and Family coverage should contact GHC Marketing. Section IV. Schedule of Benefits Benefits are subject to all provisions of the Group Medical Coverage Agreement,including,without limitation,the Accessing Care provisions and General Exclusions. Members must refer to Section 11.,the Allowances Schedule,for Cost Shares and specific benefit limits that apply to benefits listed in this Schedule of Benefits. Members are entitled to receive only benefits and services that are Medically Necessary and clinically appropriate for the treatment of a Medical Condition as determined by GHC's Medical Director or his/her designee,and as described herein. All Covered Services are subject to case management and utilization review at the discretion of GHC. A. Hospital Care Hospital coverage is limited to the following services• 1. Room and board,including private room when prescribed,and general nursing services 2 Hospital services(including use of operating room,anesthesia,oxygen,x-ray,laboratory and radiotherapy services) 3 Alternative care arrangements may be covered as a cost-effective alternative in lieu of otherwise covered Medically Necessary hospitalization,or other covered Medically Necessary institutional care Alternative care arrangements in lieu of covered hospital or other institutional care must be determined to be appropriate and Medically Necessary based upon the Member's Medical Condition Coverage must be authorized in advance by GHC as appropriate and Medically Necessary Such care will be covered to the same extent the replaced Hospital Care is covered under the Agreement 4 Drugs and medications administered during confinement 5 Special duty nursing,when prescribed as Medically Necessary. If a Member is hospitalized in a non-GHC Facility,GHC reserves the right to require transfer of the Member to a GHC Facility,upon consultation between a GHC Provider and the attending physician If the Member refuses to transfer,all further costs incurred during the hospitalization are the responsibility of the Member B. Medical and Surgical Care Medical and surgical coverage is limited to the following 1. Surgical services. C23687-0036900 16 t 2 Diagnostic x-ray,nuclear medicine,ultrasound and laboratory services 3. Family planning counseling services 4 Hearing examinations to determine hearing loss. 5. Blood and blood derivatives and their administration 6 Preventive care(well care)services for health maintenance in accordance with the well care schedule established by GHC Preventive care includes routine mammography screening,physical examinations and routine laboratory tests for cancer screening in accordance with the well care schedule established by GHC,and immunizations and vaccinations listed as covered in the GHC drug formulary(approved drug list) A fee may be charged for health education programs Covered Services provided during a preventive care visit,which are not in accordance with the GHC well care schedule,are subject to the applicable Cost Shares 7. Radiation therapy services 8 Reduction of a fracture or dislocation of the jaw or facial bones,excision of tumors or non-dental cysts of the jaw,cheeks,lips,tongue,gums,roof and floor of the mouth,and incision of salivary glands and ducts 9. Medical implants Excluded internally implanted insulin pumps,artificial hearts,artificial larynx and any other implantable device that has not been approved by GHC's Medical Director,or his/her designee 10 Respiratory therapy 11 Outpatient total parenteral nutritional therapy,outpatient elemental formulas for malabsorption,dietary formula for the treatment of phenylketonuria(PKU).Coverage for PKU formula is not subject to a Pre- Existing Conditions waiting period,if applicable Equipment and supplies for the administration of enteral and parenteral therapy are covered under Devices, Equipment and Supplies Excluded any other dietary formulas,oral nutritional supplements,special diets,prepared foods/meals and formula for access problems 12 Visits with GHC Providers,including consultations and second opinions,in the hospital or provider's office 13. Optical services. Routine eye examinations and refractions received at a GHC Facility once every twelve(12)months, except when Medically Necessary When dispensed through GHC Facilities,one contact lens per diseased eye in lieu of an mtraocular lens, 1 including exam and fitting,is covered for Members following cataract surgery performed by a GHC Provider,provided the Member has been continuously covered by GHC since such surgery Replacement of a covered contact lens will be covered only when needed due to a change in the Member's Medical Condition,but no more than once in a twelve(12)month period C23687-0036900 17 r Excluded evaluations and surgical procedures to correct refractions not related to eye pathology and complications related to such procedures,and contact lens fittings and related examinations,except as set forth above 14 Maternity care,including care for complications of pregnancy and prenatal and postpartum visits Prenatal testing for the detection of congenital and heritable disorders when Medically Necessary as determined by GHC's Medical Director,or his/her designee,and in accordance with Board of Health standards for screening and diagnostic tests during pregnancy Hospitalization and delivery,including home births for low nsk pregnancies Planned home births must be authorized in advance by GHC Voluntary(not medically indicated and non-therapeutic)or involuntary termination of pregnancy The Member's physician,in consultation with the Member,will determine the Member's length of j inpatient stay following delivery Pregnancy will not be excluded as a Pre-Existing Condition under the Agreement Treatment for post-partum depression or psychosis is covered only under the mental health benefit. , Excluded birthing tubs and genetic testing of non-Members for the detection of congenital and heritable disorders 15. Transplant services,including heart,heart-lung,single lung,double lung,kidney,pancreas,cornea, intestinal/multi-visceral,bone marrow,liver transplants and stem cell support(obtained from allogeneic or autologous peripheral blood or marrow)with associated high dose chemotherapy Services are limited to the following a Evaluation testing to determine recipient candidacy, b Matching tests, c Inpatient and outpatient medical expenses listed below for transplantation procedures. Covered Services must be directly associated with,and occur at the time of,the transplant The following transplantation expenses are subject to the organ recipient's lifetime benefit maximums set forth in the Allowances Schedule • Hospital charges, • Procurement center fees, • Professional fees, • Travel costs for a surgical team, • Excision fees,and ' • Donor costs for a covered organ recipient are limited to procurement center fees,travel costs for a surgical team and excision fees d Follow-up services for specialty visits, e Rehospitalization,and f. Maintenance medications Excluded donor costs to the extent that they are reimbursable by the organ donor's insurance,treatment of donor complications,living expenses and transportation expenses,except as set forth under Section IV M Coverage for all transplants and any related services,items and drugs shall be excluded until the Member has been continuously enrolled under the Agreement,or any prior GHC or GHO Medical Coverage Agreement,for twelve(12)consecutive months without any lapse in coverage,except for children who C23687-0036900 18 have been continuously enrolled with GHC since birth,or if the Member requires a transplant as the result of a condition which had a sudden unexpected onset after the Member's effective date of coverage 16 Manipulative therapy Self-Referrals for manipulative therapy of the spine only are limited to one(1)evaluation and ten(10) manipulations when provided by GHC Providers Additional visits are covered when approved by GHC Excluded supportive care rendered primarily to maintain the level of correction already achieved,care rendered primarily for the convenience of the Member,care rendered on a non-acute,asymptomatic basis, charges for office visits other than the initial evaluation and any other services that do not meet GHC clinical criteria as Medically Necessary IT Medical and surgical services and related hospital charges,including orthognathic(Jaw)surgery,for the treatment of temporomandibular Joint(TMJ)disorders Such disorders may exhibit themselves in the form of pain,infection,disease,difficulty in speaking or difficulty in chewing or swallowing food TMJ appliances are covered as set forth under Section IV H I ,Orthopedic Appliances Orthognathic(law) surgery for the treatment of TMJ disorders,radiology services and TMJ specialist services,including fitting/adjustment of splints are subject to the benefit lima set forth in the Allowances Schedule Excluded are the following,regardless of origin or cause, orthognathtc(law)surgery in the absence of a TMJ or severe obstructive sleep apnea diagnosis,treatment for cosmetic purposes,dental services, including orthodontic therapy and any hospitalizations related to these exclusions 18. Treatment of growth disorders by growth hormones 19 Diabetic training and education 20 Detoxification services for alcoholism and drug abuse For the purposes of this section,"acute chemical withdrawal"means withdrawal of alcohol and/or drugs from a Member for whom consequences of abstinence are so severe that they require medical/nursing assistance in a hospital setting,which is needed immediately to prevent serious impairment to the Member's health Coverage for acute chemical withdrawal is provided without prior approval If a Member is hospitalized in a non-GHC Facility/program,coverage is subject to payment of the Emergency Deductible The Member or person assuming responsibility for the Member must notify GHC by way of the GHC Notification Line within twenty-four(24)hours following inpatient admission,or as soon thereafter as medically possible Furthermore,if a Member is hospitalized in a non-GHC Facility/program,GHC reserves the right to require transfer of the Member to a GHC Facility/program upon consultation between a GHC Provider and the attending physician. If the Member refuses transfer to a GHC Facility/program,all further costs incurred during the hospitalization are the responsibility of the Member. 21 Circumcision 22 Banatnc surgery and related hospitalizations when GHC criteria are met. Excluded pre and post surgical nutritional counseling and related weight loss programs,prescribing and monitoring of drugs, structured weight loss and/or exercise programs,and specialized nutritional counseling C23687-0036900 19 t 23 Sterilization procedures i 24 General anesthesia services and related facility charges for dental procedures will be covered for Members who are under seven(7)years of age,who are physically or developmentally disabled or who have a Medical Condition where the Member's health would be put at risk if the dental procedure were performed in a dentist's office Such services must be authorized in advance by GHC and performed at a GHC hospital or ambulatory surgical facility Excluded dentist's or oral surgeon's fees 25 Self-Referrals to GHC acupuncturists and naturopaths for Covered Services,as set forth in the Allowances Schedule. Additional visas are covered when approved by GHC Laboratory and radiology services are covered only when obtained through a GHC Facility. Excluded herbal supplements,preventive care visits to acupuncturists and naturopaths and any services not within the scope of their licensure 26 Once Pre-Existing Condition wait periods,if any,have been met,Pre-Existing Conditions are covered in the same manner as any other illness C. Chemical Dependency Treatment. Chemical dependency means an illness characterized by a physiological or psychological dependency,or both, on a controlled substance and/or alcoholic beverages,and where the user's health is substantially impaired or endangered or his/her social or economic function is substantially disrupted For the purposes of this section,the definition of Medically Necessary shall be expanded to include those services necessary to treat a chemical dependency condition that is having a clinically significant impact on a Member's emotional,social,medical and/or occupational functioning Chemical dependency treatment services are covered as set forth below at a GHC Facility or GHC-approved treatment program,subject to the benefit period Allowance set forth in the Allowances Schedule Any Cost Shares for chemical dependency services under the terms of the Agreement shall not be applied toward the benefit period Allowance 1. Chemical Dependency Treatment Services.All alcoholism and/or drug abuse treatment services must be (a)provided at a facility as described above,and(b)deemed Medically Necessary as defined above Chemical dependency treatment may include the following services received on an inpatient or outpatient basis diagnostic evaluation and education,organized individual and group counseling and/or prescription drugs and medicines,unless excluded under the Agreement Court-ordered treatment shall be covered only if determined to be Medically Necessary as defined above. 2. Benefit Period.For the purposes of this section,"benefit period"shall mean a twenty-four(24)consecutive calendar month period during which the Member is eligible to receive covered chemical dependency treatment services,as set forth in this section The first benefit period shall begin on the first day the Member receives covered chemical dependency services and shall continue for twenty-four(24) consecutive calendar months,provided that coverage under the Agreement remains in force All subsequent benefit periods thereafter will begin on the first day Covered Services are received after the expiration of the previous twenty-four(24)month benefit period D. Plastic and Reconstructive Services.Plastic and reconstructive services are covered as set forth below C23687-0036900 20 I Correction of a congenital disease or congenital anomaly,as determined by a GHC Provider A congenital anomaly will be considered to exist if the Member's appearance resulting from such condition is not within the range of normal human variation 2. Correction of a Medical Condition following an injury or resulting from surgery covered by GHC whir,h has produced a major effect on the Member's appearance,when in the opinion of a GHC Provider,such services can reasonably be expected to correct the condition 3 Reconstructive surgery and associated procedures,including internal breast prostheses,following a mastectomy,regardless of when the mastectomy was performed Members will be covered for all stages of reconstruction on the non-diseased breast to make it equivalent to size with the diseased breast after definitive reconstructive surgery on the diseased breast has been performed Complications of covered mastectomy services,including lymphedemas,are covered Excluded complications ofnoncovered surgical services E. Home Health Care Services. Home health care services,as set forth in this section,shall be covered when provided by and referred in advance by a GHC Provider for Members who meet the following cntena 1 The Member is unable to leave home due to his/her health problem or illness Unwillingness to travel and/or arrange for transportation does not constitute inability to leave the home 2. The Member requires intermittent skilled home health care services,as described below 3 A GHC Provider has determined that such services are Medically Necessary and are most appropriately rendered in the Member's home For the purposes of this section,"skilled home health care"means reasonable and necessary care for the treatment of an illness or injury which requires the skill of a nurse or therapist,based on the complexity of the service and the condition of the patient and which is performed directly by an appropriately licensed professional provider. Covered Services for home health care may include the following when rendered pursuant to an approved home health care plan of treatment nursing care,physical therapy,occupational therapy,respiratory therapy, restorative speech therapy and medical social worker and limited home health aide services Home health services are covered on an intermittent basis in the Members home "Intermittent"means care that is to be rendered because of a medically predictable recurring need for skilled home health care services. Excluded custodial care and maintenance care,private duty or continuous nursing care in the Membees home, housekeeping or meal services,care in any nursing home or convalescent facility,any care provided by or for a member of the patient's family and any other services rendered in the home which do not meet the definition of skilled home health care above or are not specifically listed as covered under the Agreement F. Hospice Care. Hospice care is covered in lieu of curative treatment for terminal illness for Members who meet all of the following criteria • A GHC Provider has determined that the Member's illness is terminal and life expectancy is six(6)months or less • The Member has chosen a palliative treatment focus(emphasizing comfort and supportive services rather than treatment aimed at curing the Member's terminal illness) • The Member has elected in writing to receive hospice care through GHC's Hospice Program or GHC's approved hospice program • The Member has available a primary care person who will be responsible for the Member's home care. tC23687-0036900 21 1 • A GHC Provider and GHC's Hospice Director,or his/her designee,have determined that the Member's illness can be appropriately managed in the home Hospice care shall mean a coordinated program of palliative and supportive care for dying Members by an interdisciplinary team of professionals and volunteers centering primarily in the Member's home. 1. Covered Services Care may include the following as prescribed by a GHC Provider and rendered pursuant to an approved hospice plan of treatment ' a. Home Services i Intermittent care by a hospice interdisciplinary team which may include services by a physician, nurse,medical social worker,physical therapist,speech therapist,occupational therapist, respiratory therapist,limited services by a Home Health Aide under the supervision of a Registered Nurse and homemaker services ii. Continuous care services in the Member's home when prescribed by a GHC Provider,as set forth —in this this paragraph "Continuous care"means skilled nursing care provided in the home during a period of crisis in order to maintain the terminally ill Member at home Continuous care may be provided for pain or symptom management by a Registered Nurse,Licensed Practical Nurse or , Home Health Aide under the supervision of a Registered Nurse Continuous care is covered up to twenty-four(24)hours per day during periods of crisis Continuous care is covered only when a GHC Provider determines that the Member would otherwise require hospitalization in an acute care facility. b. Inpatient Hospice Services. For short-term care,inpatient hospice services shall be covered in a facility designated by GHC's Hospice Program or GHC-approved hospice program when authorized in advance by a GHC Provider and GHC's Hospice Program or GHC-approved hospice program Inpatient respite care is covered for a maximum of five(5)consecutive days per occurrence in order to continue care for the Member in the temporary absence of the Member's primary care giver(s) c Other covered hospice services may include the following i Drugs and biologicals that are used primarily for the relief of pain and symptom management ' u Medical appliances and supplies primarily for the relief of pain and symptom management in Counseling services for the Member and his/her primary care-giver(s) iv Bereavement counseling services for the family 2. Hospice Exclusions. All services not specifically listed as covered in this section are excluded,including a Financial or legal counseling services b Meal services ' c. Custodial or maintenance care in the home or on an inpatient basis,except as provided above. d Services not specifically listed as covered by the Agreement e Any services provided by members of the patient's family ' £ All other exclusions listed in Section V,General Exclusions,apply. G. Rehabilitation Services. I Rehabilitation services are covered as set forth in this section,limited to the following physical therapy, ' occupational therapy,and speech therapy to restore function following illness,injury or surgery Services are subject to all terns,conditions and limitations of the Agreement,including the following a All services must be provided at a GHC or GHC-approved rehabilitation facility and must be prescribed and provided by a GHC-approved rehabilitation team that may include medical,nursing, physical therapy,occupational therapy,massage therapy and speech therapy providers C23687-0036900 22 1 ' b. Services are limited to those necessary to restore or improve functional abilities when physical, sensors-perceptual and/or communication impairment exists due to injury,illness or surgery Such services are provided only when GHC's Medical Director,or hislier designee,determines that significant,measurable improvement to the Member's condition can be expected within a sixty(60) ' day period as a consequence of intervention by covered therapy services described in paragraph a, above ' c Coverage for inpatient and outpatient services is limited to the Allowance set forth in the Allowances Schedule Excluded specialty rehabilitation programs not provided by GHC,long-term rehabilitation programs, physical therapy,occupational therapy and speech therapy services when such services are available (whether application is made or not)through governmental programs,programs offered by public school districts;therapy for degenerative or static conditions when the expected outcome is primarily to maintain the Member's level of functioning(except as set forth in subsection 2 below),recreational,life-enhancing,— -- ' - —- relaxation or palliative therapy,implementation of home maintenance programs,programs for treatment of learning problems,any services not specifically included as covered in this section,and any services that are excluded under Section V 2. Neurodevelopmental Therapies for Children Age Six(6)and Under. Physical therapy,occupational therapy and speech therapy services for the restoration and improvement of function for neurodevelopmentally disabled children age six(6)and under shall be covered Coverage includes ' maintenance of a covered Member in cases where significant deterioration in the Member's condition would result without the services Coverage for inpatient and outpatient services is limited to the Allowance set forth in the Allowances Schedule ' Excluded specialty rehabilitation programs not provided by GHC;long-term rehabilitation programs, physical therapy,occupational therapy and speech therapy services when such services are available (whether application is made or not)through governmental programs,programs offered by public school districts,recreational,life-enhancing,relaxation or palliative therapy,implementation of home maintenance ' programs,programs for treatment of learning problems,any services not specifically included as covered in this section,and any services that are excluded under Section V H. Devices,Equipment and Supplies. Devices,equipment and supplies,which restore or replace functions that are common and necessary to perform basic activities of daily Irving,are covered as set forth in the Allowances Schedule Examples of basic activities ' of daily living are dressing and feeding oneself,maintaining personal hygiene, lifting and gripping in order to prepare meals and carrying groceries 1. Orthopedic Appliances.Orthopedic appliances,which are attached to an impaired body segment for the ' purpose of protecting the segment or assisting in restoration or improvement of its function Excluded arch supports,including custom shoe modifications or inserts and their fittings except for therapeutic shoes,modifications and shoe inserts for severe diabetic foot disease,and orthopedic shoes that are not attached to an appliance 2. Ostomy Supplies.Ostomy supplies for the removal of bodily secretions or waste through an artificial ' opening, 3. Durable Medical Equipment Durable medical equipment is equipment which can withstand repeated use,is primarily and customarily used to serve a medical purpose,is useful only in the presence of an ' illness or injury and used in the Member's home Durable medical equipment includes hospital beds, wheelchairs,walkers,crutches,canes,glucose monitors,external insulin pumps,oxygen and oxygen ' C23687-0036900 23 1 equipment GHC,in its sole discretion,will determine if equipment is made available on a rental or purchase basis 4. Prosthetic Devices. Prosthetic devices are items which replace all or part of an external body part,or , function thereof When authorized in advance,repair,adjustment or replacement of appliances and equipment is covered Excluded items which are not necessary to restore or replace functions of bask activities of daily living,and , replacement or repair of appliances,devices and supplies due to loss,breakage from willful damage,neglect or wrongful use,or due to personal preference I. Tobacco Cessation.When provided through GHC,services related to tobacco cessation are covered,limited to , 1. Participation in one individual or group program per calendar year, ' 2. Educational materials,and - -- 3. One course of nicotine replacement therapy per calendar year,provided the Member is actively participating in a GHC-designated tobacco cessation program J. Drugs,Medicines,Supplies and Devices. Legend medications are drugs which have been approved by the ' Food and Drug Administration(FDA)and which can,under federal or state law,be dispensed only pursuant to a prescription order These drugs,including off-label use of FDA-approved drugs(provided that such use is documented to be effective in one of the standard reference compendia,a majority of well-designed clinical , trials published in peer-reviewed medical literature document improved efficacy or safety of the agent over standard therapies,or over placebo if no standard therapies exist,or by the federal secretary of Health and Human Services),contraceptive drugs and devices and their fitting,diabetic supplies,including insulin syringes, lancets,unne-testing reagents,blood glucose monitoring reagents,and insulin,are covered as set forth below All drugs,supplies,medicines and devices must be prescribed by a GHC Provider for conditions covered by the Agreement,obtained at a GHC pharmacy and,unless approved by GHC in advance,be listed in the GHC drug , formulary The prescription drug Copayment as set forth in the Allowances Schedule applies to each thirty(30) day supply Copayments for single and multiple thirty(30)day supplies of a given prescription are payable at the time of delivery Injectables that can be self-administered are also subject to the prescription drug Copayment Drug formulary(approved drug list)is defined as a list of preferred pharmaceutical products, , supplies and devices developed and maintained by GHC Generic drugs will be dispensed whenever available Brand name drugs will be dispensed if there is not a , generic equivalent In the event the Member elects to purchase brand-name drugs instead of the generic equivalent(if available),or if the Member elects to purchase a different brand-name or generic drug than that prescribed by the Member's Provider,and it is not determined to be Medically Necessary,the Member will also be subject to payment of the additional amount above the applicable pharmacy Cost Share set forth in the ' Allowances Schedule Generic drugs are defined as a drug that is the pharmaceutical equivalent to one or more brand name drugs Such generic drugs have been approved by the Food and Drug Administration as meeting the same standards of safety,purity,strength and effectiveness as the brand name drug Brand name drugs are defined as a prescription drug that has been patented and is only available through one manufacturer ' "Standard reference compendia"means the American Hospital Formulary Service-Drug Information,the American Medical Association Drug Evaluation,the United States Pharmacopoeia-Drug Infomiation,or other authoritative compendia as identified from time to time by the federal secretary of Health and Human Services "Peer-reviewed medical literature"means scientific studies printed in healthcare journals or other publications in which original manuscripts are published only after having been critically reviewed for scientific accuracy, validity,and reliability by unbiased independent experts Peer-reviewed medical literature does not include m- house publications of pharmaceutical manufacturing companies I C23687-0036900 24 I 1 1 + I I ° Excluded. over-the-counter drugs,medicines,supplies and devices not requiring a prescription under state law ' or regulations,drugs used in the treatment of sexual dysfunction disorders,medicines and injections for anticipated illness while traveling,vitamins,including Legend(prescription)vitamins,and any other drugs, medicines and injections not listed as covered in the GHC drug formulary unless approved in advance by GHC as Medically Necessary The Member will be charged for replacing lost or stolen drugs,medicines or devices The Member's Right to Safe and Effective Pharmacy Services. State and federal laws establish standards to assure safe and effective pharmacy services,and to guarantee Members' rights to know what drugs are covered under the Agreement and what coverage limitations are in the Agreement Members who would like more information about the drug coverage policies under the Agreement, or have a question or concern about their pharmacy benefit,may contact us at(206)901-4636 or(888)901- 4636 Members who would like to know more about their rights under the law,or think any services received while enrolled may not conform to the terms of the Agreement,may contact the Washington State Office of Insurance Commissioner at(800)562-6900, Members who have a concern about the pharmacists or pharmacies serving them,may call the State Department of Health at(360)236-4825 K. Mental Health Care Services. GHC and Washington State law have established standards to assure the competence and professional conduct of mental health service providers,to guarantee Members'rights to informed consent to treatment,to assure the privacy of their medical information,to enable Members to know which services are covered under the Agreement and to know the limitations on their coverage Members who would like a more detailed description than is provided here of covered benefits for mental health services under the Agreement, or have questions or concerns about any aspect of their mental health benefits,may contact GHC at(888)901-4636 Members who would like to know more about their rights under the law,or think any services received while enrolled may not conform to the terms of the Agreement or their rights under the law,may contact the Washington State Office of the insurance Commissioner at(800)562-6900 Members who have a concern about the qualifications or professional conduct of their mental health provider may call the State Health Department at(360)236-4902. Services that are provided by a mental health practitioner will be covered as mental health care,regardless of the cause of the disorder ' 1. Outpatient Services.Outpatient mental health services place priority on restoring the Member to his/her level of functioning prior to the onset of acute symptoms or to achieve a clinically appropriate level of stability as determined by GHC's Medical Director,or his/her designee. Treatment for clinical conditions may utilize psychiatric,psychological and/or psychotherapy services to achieve these objectives tCoverage for each Member is provided according to the outpatient mental health care Allowance set forth in the Allowances Schedule Psychiatric medical services,including medical management and prescriptions,are covered as set forth in Sections IV B and IV J ' 2. Inpatient Services.Charges for services described in this section,including psychiatric Emergencies resulting in inpatient services,shall be covered to the maximum benefit set forth in the Allowances Schedule This benefit shall include coverage for acute treatment and stabilization of psychiatric Emergencies in GHC-approved hospitals.When medically indicated,outpatient electro-convulsive therapy (ECT)is covered in lieu of inpatient services Coverage for services incurred at non-GHC Facilities shall exclude any charges that would otherwise be excluded for hospitalization within a GHC Facility Partial hospitalization and outpatient electro-convulsive therapy treatments are covered subject to the maximum inpatient benefit limit described in the Allowances Schedule Every two(2)partial ' C23687-0036900 25 i hospitalization days or two(2)electro-convulsive therapy treatments are equivalent to one inpatient hospital day The total maximum annual benefit under this section shall not exceed the number of inpatient days described in the Allowances Schedule Subject to the maximum inpatient mental health care Allowance set forth in the Allowances Schedule, ' services provided under involuntary commitment statutes shall be covered A facilities approved by GHC Services for any involuntary court-ordered treatment program beyond seventy-two(72)hours shall be covered only if determined to be Medically Necessary by GHC's Medical Director,or his/her designee , Coverage for voluntarylinvoluntary Emergency inpatient psychiatric services is subject to the Emergency care benefit set forth in Section IV L,including the twenty-four(24)hour notification and transfer provisions. , 3. Exclusions and Limitations for Outpatient and Inpatient Mental Health Treatment Services. Covered Services are limited to those provided for covered clinical conditions for which,in the opinion of GHC's Medical Director,or his/her designee,the reduction or removal of acute clinical symptoms or- -" _---- stabilization can be expected Partial hospitalization programs and electro-convulsive therapy are covered only under subsection K 2 (Inpatient Services) Excluded treatment specific to and solely for personality disorders,learning,communication and motor skills disorders,mental retardation,academic or career counseling,sexual and identity disorders,and ' personal growth or relationship enhancement Also excluded assessment and treatment services that are primarily vocational and academic,court-ordered or forensic treatment,including reports and summaries, not considered Medically Necessary,written information other than clinical records,work or school ordered assessment and treatment not considered Medically Necessary,counseling for overeating, ' psychoanalysis,nicotine related disorders,treatment or consultations provided by telephone,relationship counseling or phase of life problems(V code only diagnoses),all forms of day treatment(non-partial hospital programs), custodial care,and specialty programs for mental health therapy not specifically authorized by Behavioral Health Services and approved by GHC Any other services not specifically listed as covered in this section All other provisions,exclusions and limitations under the Agreement also apply ' L. Emergency/Urgent Care. All services are covered subject to the Cost Shares set forth in the Allowances Schedule Emergency Care(See Section Vlll.for a definition of Emergency) 1. At a GHC Facility.GHC will cover Emergency care for all Covered Services ' 2. At a Non-GHC Facility.Usual,Customary and Reasonable charges for Emergency care for Covered Services are covered subject to a. Payment of the Emergency care Deductible,and b. Notification of GHC byway of the GHC Notification Line within twenty-four(24)hours following inpatient admission,or as soon thereafter as medically possible. ' Outpatient medications prescribed by a non-GHC Provider are excluded. 3. Waiver of Emergency Care Cost Share. I C23687-0036900 26 1 1 a. Waiver for Multiple Injury Accident.If two or more Members in the same Family Unit require Emergency care as a result of the same accident,coverage for all Members will be subject to only one (1)Emergency care Cost Share b. Emergencies Resulting in an Inpatient Admission.If the Member is admitted to a GHC Facility directly from the emergency room,the Emergency care Copayment is waived However,coverage will be subject to the inpatient services Cost Share 4. Transfer and Follow-up Care.If a Member is hospitalized in a non-GHC Facility,GHC reserves the right ' to require transfer of the Member to a GHC Facility,upon consultation between a GHC Provider and the attending physician If the Member refuses to transfer to a GHC Facility,all further costs incurred during the hospitalization are the responsibility of the Member Follow-up care which is a direct result of the Emergency must be obtained from GHC Providers,unless a GHC Provider has authorized such follow-up care from a non-GHC Provider in advance Urgent Care(See Section VIiI for a definition of Urgent Condition) Inside the GHC Service Area,care for Urgent Conditions is covered only at GHC medical centers,GHC urgent care clinics or GHC Providers'offices,subject to the applicable Cost Share Urgent care received at any ' hospital emergency department is not covered unless authorized in advance by a GHC Provider Outside the GHC Service Area,Usual,Customary and Reasonable charges are covered for Urgent Conditions received at any medical facility,subject to the applicable Cost Share M. Ambulance Services. Ambulance services are covered as set forth below,provided that the service is authorized in advance by a GHC Provider or meets the definition of an Emergency(see Section VIII) 1. Emergency Transport to any Facility. Each Emergency is covered as set forth in the Allowances Schedule 2. Interfacility Transfers GHC-initiated non-emergent transfers to or from a GHC Facility are covered as set forth in the Allowances Schedule N. Skilled Nursing Facility(SNF). Skilled nursing care in a GHC-approved skilled nursing facility when full- time skilled nursing care is necessary in the opinion of the attending GHC Provider,is covered as set forth in the Allowances Schedule When prescribed by a GHC Provider,such care may include room and board;general nursing care,drugs, biologicals,supplies and equipment ordinarily provided or arranged by a skilled nursing facility,and short-term physical therapy,occupational therapy and restorative speech therapy Excluded personal comfort items such as telephone and television,rest cures and custodial,domiciliary or convalescent care Section V. General Exclusions In addition to exclusions listed throughout the Agreement,the following are not covered: ' I. Services or supplies not specifically listed as covered in the Schedule of Benefits,Section IV. 2. Except as specifically listed and identified as covered in Sections IV B,IV.D.,IV H and IV J,corrective appliances and artificial aids including eyeglasses,contact lenses and services related to their fitting, hearing devices and hearing aids,including related examinations,take-home drugs,dressings and supplies following hospitalization,and any other supplies,dressings,appliances,devices or services which are not specifically listed as covered in Section IV C23687-0036900 27 3. Cosmetic services,including treatment for complications resulting from cosmetic surgery,except as t provided in Section IV D 4. Convalescent or custodial care. 5 Durable medical equipment such as hospital beds,wheelchairs and walk-aids,except while in the hospital or as set forth in Section IV B,IVE.,IV F or IV H , 6. Services rendered as a result of work-related injuries,illnesses or conditions,including injuries,illnesses or conditions incurred as a result of self-employment 7. Those parts of an examination and associated reports and immunizations required for employment,unless , otherwise noted in Section IV B,immigration,license,travel or insurance purposes that are not deemed Medically Necessary by GHC for early detection of disease 8. Services and supplies related to sexual reassignment surgery,such as sex change operations or transformations and procedures or treatments designed to alter physical characteristics 9. Diagnostic testing and medical treatment of sterility,infertility and sexual dysfunction,regardless of origin ' or cause,unless otherwise noted in Section IV B. 10 Any services to the extent benefits are available to the Member under the terms of any vehicle, , homeowner's,property or other insurance policy,except for individual or group health insurance,whether the Member asserts a claim or not,pursuant to (a)medical coverage,medical"no fault"coverage,Personal Injury Protection coverage or similar medical coverage contained in said policy,and/or(b)uninsured motorist or undermsured motorist coverage contained in said policy For the purpose of this exclusion, , benefits shall be deemed to be"available"to the Member if the Member is a named insured,comes within the policy definition of insured,is a third-party donee beneficiary under the terms of the policy or otherwise has the right to receive benefits under the policy The Member and his/her agents must cooperate fully with GHC in its efforts to enforce this exclusion This cooperation shall include supplying GHC with information about any available insurance coverage The Member and his/her agents shall permit GHC at GHC's option,to associate with the Member or to intervene in any action filed against any party related to the injury The Member and his/her agents shall do nothing to prejudice GHC's right to enforce this exclusion in the event the Member fails to cooperate fully, the Member shall be responsible for reimbursing GHC for such medical expenses GHC shall not enforce this exclusion as to coverage available under uninsured motorist or undermsured , motorist coverage until the Member has been made whole,unless the Member fails to cooperate fully with GHC as described above GHC shall not pay any attorneys'fees or collection costs to attorneys representing the injured person where it has retained its own legal counsel or acts on its own behalf to represent its interests and unless there is a written fee agreement signed by GHC prior to any collection efforts Under no circumstances will GHC pay legal fees for services which were not reasonably and necessarily incurred to secure recovery and/or which do not benefit GHC If it becomes necessary for GHC to enforce the provisions of this section by initiating any action against the injured person or his/her agent,then the injured person agrees to pay GHC's attorneys'fees and costs associated with the action , 11 Voluntary(not medically indicated and nontherapeutic)termination of pregnancy,unless otherwise noted in Section IV B 12. The cost of services and supplies resulting from a Member's loss of or willful damage to appliances, ' devices,supplies and materials covered by GHC for the treatment of disease,injury or illness C23687-0036900 28 13 Orthoptic therapy(i e,eye training). 14 Specialty treatment programs such as weight reduction,"behavior modification programs"and rehabilitation,including cardiac rehabilitation 15. Services required as a result of war,whether declared or undeclared.Care needed for injuries or conditions resulting from active or reserve military service 16. Nontherapeuhc sterilization,unless otherwise noted in Section IV B,and procedures and services to reverse a therapeutic or nontherapeutic sterilization 17. Dental care,surgery,services and appliances,including:treatment of accidental injury to natural teeth, j ' reconstructive surgery to the law in preparation for dental implants,dental implants,periodontal surgery and any other dental services not specifically listed as covered in Section IV GHC's Medical Director,or his/her designee,will determine whether the care or treatment required is within the category of dental care or service -- 18 Drugs,medicines and injections,except as set forth in Section IV J. Any exclusion of drugs,medicines and injections,including those not lusted as covered in the GHC drug formulary(approved drug list),will also exclude their administration ' 19 Experimental or investigational services. ' GHC consults with GHC's Medical Director and then uses the enteria described below to decide if a particular service is experimental or investigational. a A service is considered experimental or investigational for a Member's condition if any of the following statements apply to it at the time the service is or will be provided to the Member. i. The service cannot be legally marketed in the United States without the approval of the Food and Drug Administration("FDA")and such approval has not been granted it, The service is the subject of a current new drug or new device application on file with the FDA. in The service is provided as part of a Phase I or Phase 11 clinical trial,as the experimental or research arm of a Phase III clinical trial,or in any other manner that is intended to evaluate the safety,toxicity or efficacy of the service ' iv The service is provided pursuant to a written protocol or other document that lists an evaluation of the service's safety,toxicity or efficacy as among its objectives v The service is under continued scientific testing and research concerning the safety,toxicity or efficacy of services vi The service is provided pursuant to informed consent documents that describe the service as experimental or investigational,or in other terms that indicate that the service is being evaluated for its safety,toxicity or efficacy vii The prevailing opinion among experts,as expressed in the published authoritative medical or scientific literature,is that(I)the use of such service should be substantially confined to research settings,or(2)further research is necessary to determine the safety,toxicity or efficacy of the service b In making determinations whether a service is experimental or investigational,the following sources of information will be relied upon exclusively. _ i. The Member's medical records, u The written protocol(s)or other document(s)pursuant to which the service has been or will be provided, in Any consent document(s)the Member or Member's representative has executed or will be asked to execute,to receive the service, C23687-0036900 29 iv The files and records of the Institutional Review Board(IRB)or similar body that approves or reviews research at the institution where the service has been or will be provided, and other information concerning the authority or actions of the IRB or similar body, v The published authoritative medical or scientific litcrature regarding the service,as applied to the Member's illness or injury,and ' vi Regulations,records,applications and any other documents or actions issued by,filed with or taken by,the FDA or other agencies within the United States Department of Health and Human Services,or any state agency performing similar functions Appeals regarding denial of coverage can be submitted to the Member's regional Member Services Department,or west of the Cascade Mountains to GHC's Appeals Department,Administration and Operations Campus,P O Box 34593, Seattle,WA 98124-1593,or east of the Cascade Mountains to , GHC's Patient Relations Department,5615 West Sunset Highway,Spokane,WA 99224 GHC will respond in writing within twenty(20)working days of the receipt of a fully documented appeal request An expedited appeal is available if a delay would jeopardize the Member's life or health ental health care,except as specifically provided in Section IV K 21 Pre-Existing Conditions,except as specifically provided in Section IV B 26 22 Hypnotherapy,and all services related to hypnotherapy. 23 Genetic testing and related services,unless determined Medically Necessary by GHC's Medical Director, or his/her designee,and in accordance with Board of Health standards for screening and diagnostic tests,or specifically provided in Section iV B Testing for non-Members is also excluded 24 Follow-up visits related to a non-Covered Service 25 Fetal ultrasound in the absence of medical indications. 26. Routine foot care,except in the presence of a non-related Medical Condition affecting the lower limbs 27 Complications of non-Covered Services 28. Treatment of obesity,including bariatric surgery,except as set forth in Section IV B , 29 Services or supplies for which no charge is made,or for which a charge would not have been made if the Member had no health care coverage or for which the Member is not liable,services provided by a member of the Member's family 30 Autopsy and associated expenses ' 31 Services provided by government agencies,except as required by federal or state law. 32 Services related to temporomandibular joint disorder(TMI)and/or associated facial pain or to correct ' congenital conditions,including bite blocks and occlusal equilibration,except as specified as covered in Section IV B 33. Services covered by the national health plan of any other country. Section VI. Grievance Processes for Complaints and Appeals The grievance processes to express a complaint and appeal a denial of benefits are set forth below. Filing a Complaint or Appeal C23687-0036900 30 The complaint process is available for a Member to express dissatisfaction about customer service or the quality or availability of a health service The appeals process is available for a Member to seek reconsideration of a denial of benefits tComplaint Process Step 1: The Member should contact the person involved,explain his/her concerns and what he/she would like to have done to resolve the problem The Member should be specific and make his/her position clear Step 2: If the Member is not satisfied,or if he/she prefers not to talk with the person involved,the Member should call the department head or the manager of the medical center or department where he/she is having a problem That person will investigate the Member's concerns Most concerns can be resolved in this way Step 3: If the Member is still not satisfied he/she-should-call the-GHC-Customer-Smice-Center toll-free-at-(M8 -4636 Most concerns are handled by phone within a few days In some cases the Member will be asked to writedown his/her concerns and state what he/she thinks would be a fair resolution to the problem A Customer Service Representative or Service Quality Coordinator will investigate the Member's concern by consulting with involved staff and their supervisors,and reviewing pertinent records,relevant plan policies and the Member Rights and Responsibilities statement This process can take up to thirty(30)days to resolve after receipt of the Member's written statement ' If the Member is dissatisfied with the resolution of the complaint,he/she may contact the Service Quality Coordinator or the Customer Service Center Appeals Process Step 1: If the Member wishes to appeal a decision denying benefits,he/she must submit a request for an appeal either orally or in writing to the Appeals Department,specifying why he/she disagrees with the decision The appeal must be submitted within 180 days of the denial notice he/she received If the Member is located west of the Cascade Mountains,appeals should be directed to GHC's Appeals Department,P O Box 34593,Seattle,WA 98124-1593,(206)901-7359 or toll free(888)901-4636,or if the Member is located east of the Cascade Mountains, to GHC's Appeals Department,P O Box 204,Spokane,WA 99224-0204,(509)838-9100 or toll free(800)497- 2210 An Appeals Coordinator will review initial appeal requests GHC will then notify the Member of its determination or need for an extension of time within fourteen(14)days of receiving the request for appeal Under no ' circumstances will the review timeframe exceed thirty(30)days without the Member's written permission If the appeal request is for an experimental or investigational exclusion or limitation,GHC will make a determination and notify the Member in writing within twenty(20)working days of receipt of a fully documented request In the event that additional time is required to make a determination,GHC will notify the Member in writing that an extension in the review timeframe is necessary Under no circumstances will the review timeframe exceed twenty(20)days without the Member's written permission 1 There is an expedited appeals process in place for cases which meet criteria or where the Member's doctor states clinical urgency exists If a delay would jeopardize the Member's life,or materially jeopardize the Member's health,the Member can request an expedited appeal in witting to the above address,or by calling GHC's Appeals Department in western Washington at(206)901-7359 or toll free(888)901-4636,or in eastern Washington at(509) 838-9100 or toll free(800)497-2210,and ask to be connected with the Appeals Department The Member's request for an expedited appeal will be processed and a decision issued no later than seventy-two(72)hours after receipt If GHC fails to grant or reject the Member's request within the applicable required timeframe,the Member may proceed as if the complaint has been rejected C23687-0036900 31 Step 2: (Optional step)If the Member is not satisfied with the decision reached by the Appeals Coordinator ' regarding a denial of benefits,he/she may request a hearing by the appeals committee by submitting a request within thirty(30)days of the date of the decision letter If the Member is located west of the Cascade Mountains, the request can be mailed to GHC's Appeals Department,P O Box 34593,Seattle,WA 98124-1593,or if the Member is located east of the Cascade Mountains,to GHC's Appeals Department,P O Box 204,Spokane,WA 99224-0204 s The appeals committee is the final review authority within GHC and its decisions are final The Member is , encouraged to present his/her case to the appeals committee in person The hearing,and written notification to the Member of the appeals committee decision,will be made within thirty(30)working days of the Member's request As an alternative to this appeal step,the Member may proceed to Step 3 below Step 3: If the Member is not satisfied with the decision made in Step l or Step 2 above,or if GHC exceeds the timeframes stated in Step 1 or Step 2 above without good cause and without reaching a decision,a final level of appeal is available through an independent review organization An independent review organization is not legally affiliated or controlled by GHC Once a decision is made through an ni ft-endentreview the-decision is-final-an cannot e appealed through GHC ' *If the Member's health plan is governed by the Employee Retirement Income Security Act,known as"ERISA" (most employment related health plans,other than those sponsored by governmental entities or churches—ask employer about plan),the Member has the right to file a lawsuit under Section 502(a)of ERISA to recover benefits due to the Member under the plan at any point after completion of Step I of the appeals process Members may have other legal rights and remedies available under state or federal law Section VII. General Provisions A. Coordination of Benefits ' 1. Benefits Subject to This Provision.As described in subsection 6 below,all benefits provided under the Agreement are subject to the provisions listed in this section. 2. Definitions. a. Plan.The definition of a"plan'includes the following sources of benefits or services , i Individual,group or blanket disability insurance policies and health care service contractor and health maintenance organization group or individual agreements,issued by insurers,health care service contractors and health maintenance organizations, ii Labor-management trusteed plans,labor organization plans,employer organization plans or employee benefit organization plans, ui. Governmental programs,and ' iv. Coverage required or provided by any statute , The term"plan"shall be construed separately with respect to each policy,agreement or other arrangement for benefits or services,and separately with respect to the respective portions of any such policy,agreement or other arrangement which do and which do not reserve the right to take the benefits or services of other policies,agreements or other arrangements into consideration in determining benefits b. Allowable Expense."Allowable expense"means any necessary,reasonable and customary items of expense at least a portion of which is covered under at least one of the plans covering the person for whom the claim is made When a plan provides benefits in the form of services rather than cash C23687-0036900 32 t payments,the reasonable cash value of each service rendered shall be considered an allowable expense c. Claim Determination Period."Clain determination period"means a calendar year, except the Member's first claim determination period shall begin on the Member's effective date of coverage ' under the Agreement and end on December 31 of that same calendar year 1n no event will a claim determination period for any Member extend beyond the last day the Member is covered under the Agreement 3. Right to Receive and Release Information.For the purpose of determining the applicability of and implementing this provision and any provision of similar purpose in any other plan,GHC may,with any consent necessary,release to or obtain from any other insurer,organization or person any information, regarding any person which GHC considers necessary for such purpose Any Member claiming benefits under the Agreement shall provide GHC with the information necessary for such purpose 4. Facility of Payment.Whenever coves en n a has berovidedD"aid_for under-an"ther plan-which-shout i have been provided under the Agreement in accordance with this provision,GHC shall have the right, exercisable alone and in its sole discretion,to pay over to any plan making such payments any amounts GHC shall detemune to be warranted in order to satisfy the intent of this provision Amounts so paid shall be considered as coverage or benefits paid under the Agreement and,to the extent of such payments,GHC ' shall be fully discharged from liability under the Agreement 5. Right of Recovery.Whenever benefits have been provided by GHC with respect to allowable expenses in ' total amount,at any time,in excess of the maximum amount of payment necessary at that time to satisfy the intent of this provision,GHC shall have the right to recover the reasonable cash value of such benefits, to the extent of such excess,from one or more of the following,as GHC shall determine any persons to or for or with respect to whom such benefits were provided,any other insurers,service plans,other organizations or other plans 6. Effect on Benefits. a This provision shall apply in determining the benefits for a Member covered under the Agreement for a particular claim determination period if,for the allowable expenses incurred by the Member during such period,the sum of i. The reasonable cash value of the benefits that would be provided under the Agreement in the absence of this provision,and ii The benefits that would be payable under all other plans in the absence therein or provisions of similar purpose to this provision would exceed such allowable expenses b As to any claim determination period with respect to which this provision is applicable,the reasonable cash value of the benefits provided under the Agreement in the absence of this provision for the allowable expenses incurred as to such person during such claim determination period shall be reduced to the extent necessary so that the sum of the reasonable cash value of benefits and all benefits payable for such allowable expenses under all other plans,except as provided in subparagraph c of this section,shall not exceed the total of such allowable expenses Benefits payable under another plan include benefits that would have been payable had a claim been duly made therefor In determining liability under this paragraph,GHC is not required,and will not take into consideration,Deductibles, Copayments or other Cost Share prop isions c. If another plan which is involved in subparagraph b of this section and which contains a provision coordinating its benefits with those of the Agreement would,according to its rules,determine its benefits after the benefits of this plan have been determined,and the rules set forth in subparagraph d of this section would require the Agreement to determine its benefits before such other plan,then the fC23687-0036900 33 i benefits of such other plan will be ignored for the purposes of determining the benefits under the Agreement. d. For the purposes of subparagraph c,of this section,the rules establishing the order of benefit , determination are i The benefits of a plan which covers the person on whose expenses a claim is based as a Subscriber shall be determined before the benefits of a plan which covers such person as a Dependent. it. If a Dependent is covered under both parents'medical plans,the benefits of the plan of the parent whose birthday,excluding year,falls earlier in the calendar year are determined before those of the plan of a parent whose birthday,excluding year,falls later in the calendar year a) When the parents are separated or divorced and the parent with custody of the child has not remarried,the benefits of a plan which covers the child as a Dependent of the parent with custody of the child will be determmedbdoreAhehenefits-Gfaplan which covers the-chit a Dependent of the parent without custody,and b) When the parents are divorced and the parent with custody of the child has remained,the ' benefits of a plan which covers the child as a Dependent of the parent with custody shall be determined before the benefits of a plan which covers that child as a Dependent of the stepparent,and the benefits of a plan which covers that child as a Dependent of the stepparent will be determined before the benefits of a plan which covers that child as a Dependent of the , parent without custody Notwithstanding items a)and b)above,if there is a court decree which would otherwise establish financial responsibility for the health care expenses of the child,the benefits of a plan which , covers the child as a Dependent of the parent with such financial responsibility shall be determined before the benefits of any other plan which covers the child as a Dependent. iii When rules i,and ii do not establish an order of benefit determination,the benefits of a plan , which has covered the person on whose expenses claim is based for the longer period of time shall be determined before the benefits of a plan which has covered such person the shorter period of time,provided that a) The benefits of a plan covering the person as a laid off or retired employee,or Dependent of such person shall be determined after the benefits of any other plan covering such person as an employee,other than a laid off or retired employee,or Dependent of such person,and b) If either plan does not have a provision regarding laid off or retired employees,which results in each plan determining its benefits after the other,then the provisions of a)of this subsection shall not apply iv. If none of the above rules determines the order of benefits,the benefits of the plan which covered an employee,Member or Subscriber for the longer period of time shall be determined before those of the plan which covered that person for the shorter time period e. When this provision operates to reduce the total amount of benefits otherwise to be provided to a person covered under the Agreement during any claim determination period,the reasonable cash value of each benefit that would be provided in the absence of this provision shall be reduced proportionately and such reduced amount shall be charged against any applicable benefit limit of the Agreement 7. Effect of Medicare. Members Residing Outside the GHC Medicare Advantage Service Area. If a Member is or becomes eligible for Medicare coverage and Medicare is determined to be the primary bill payer,the Member must ! C23687-0036900 34 enroll in,and maintain both Medicare Part A and B coverage in order to be eligible for continuing coverage under the Agreement Medicare primary/secondary payer guidelines and regulations will determine primarylsecondary payer status When GHC renders care to a Member who is eligible for Medicare benefits,and Medicare is deemed to be the primary bill payer under Medicare primary/secondary payer guidelines and regulations,GHC will seek Medicare reimbursement for all Medicare covered services B. Subrogation and Reimbursement Rights "Injured Person"under this section means a Member covered by the Agreement who sustains an injury and any spouse,dependent or other person or entity that may recover on behalf of such Member,including the estate of the Member and,if the Member is a minor,the guardian or parent of the Member When referred to in this section "GHC's Medical peflges"me nca�thesxpenseancurrad aad the reasonable-value of Ei+e�erthee provided by GHC for the care or treatment of the injury sustained by the Injured Person If the Injured Person's injuries were caused by a third party giving rise to a claim of legal liability against the third party and/or payment by the third party to the Injured Person and/or a settlement between the thud party and the Injured Person,GHC shall have the right to recover GHC's Medical Expenses from any source available to the Injured Person as a result of the events causing the injury,including but not limited to funds available through applicable third party liability coverage and unmsured/undennsured motorist coverage This 1 right is commonly referred to as"subrogation"GHC shall be subrogated to and may enforce all rights of the Injured Person to the extent of GHC's Medical Expenses If the Injured Person is entitled to or does receive money from any source as a result of the events causing the 1 injury,including but not limited to any parry's liability insurance or umnsured/underinsured motorist funds, then GHC's Medical Expenses provided or to be provided to the Injured Person are secondary,not primary,and will be paid only if the Injured Person fully cooperates with the terms and conditions of the Agreement As a condition of receiving benefits under the Agreement,the Injured Person agrees that acceptance of GHC services 1 is constructive notice of this provision in its entirety and agrees to reimburse GHC for the benefits the Injured Person received as a result of the events causing the injury GHC's subrogation and reimbursement rights shall be limited to the excess of the amount required to fully compensate the Injured Person for the loss sustained, including general damages Full compensation shall be measured on an objective case-by-case basis unless the Injured Person settles with the at-fault party for less than available policy limits,in which GHC is entitled to full compensation of GHC's Medical Expenses However,in the case of Medicare Advantage Members,GHC's right of subrogation shall be the full amount of GHC's Medical Expenses and is limited only as required by Medicare. The Injured Person and his/her agents shall cooperate fully with GHC in its efforts to collect GHC's Medical Expenses This cooperation includes,but is not limited to,supplying GHC with information about any third parties,defendants and/or insurers related to the Injured Person's claim and informing GHC of any settlement or other payments relating to the Injured Person's injury The injured Person and his/her agents shall permit GHC,at GHC's option,to associate with the Injured Person or to intervene in any legal,quasi-legal,agency or any other action or claim filed If the Injured Person takes no action to recover money from any source,then the Injured Person agrees to allow GHC to initiate its own direct action for reimbursement or subrogation, including,but not limited to,billing the Injured Person directly for GHC's Medical Expenses ' The Injured Person and his/her agents shall do nothing to prejudice GHC's subrogation and reimbursement rights The Injured Person shall promptly notify GHC of any tentative settlement with a third party and shall not settle a claim without protecting GHC's interest If the Injured Person fads to cooperate fully with GHC in recovery of GHC's Medical Expenses,the Injured Person shall be responsible for directly reimbursing GHC for GHC's Medical Expenses and GHC retains the right to bill the Injured Person directly for GHC's Medical Expenses C23687-0036900 35 To the extent that the Injured Person recovers funds from any source,the Injured Person agrees to hold such monies in trust or in their possession until GHC's subrogation and reimbursement rights are fully determined GHC shall not pay any attorny's fees or collection costs to attorneys representing the Injured Person unless there is a written fee agreement signed by GHC prior to any collection efforts When reasonable collection costs have been incurred with GHC's prior written agreement to recover GHC's Medical Expenses,there shall be an equitable apportionment of such collection costs between GHC and the Injured Person subject to a maximum responsibility of GHC equal to one-third of the amount recovered on behalf of GHC.Under no circumstance will GHC pay legal fees for services which were not reasonably and necessarily incurred to secure recovery, which do not benefit GHC and/or where no written fee agreement lids been entered into with GHC. If it becomes necessary for GHC to enforce the provision of this section by initiating any action against the Injured Person or his/her agent,then the Injured Person agrees to pay GHC's attorney's fees and costs associated with the action Implementation of this section shall be deemed a part of-claims admimstatim under the A greemet"rid-GHC shall therefore have sole discretion to interpret its terms C. Miscellaneous Provisions 1. Identification Cards.GHC will famish cards,for identification purposes only,to all Members enrolled under the Agreement 2. Administration of Agreement.GHC may adopt reasonable policies and procedures to help in the ' administration of the Agreement GHC reserves the right to construe the provisions of the Agreement and to make all determinations regarding benefit entitlement and coverage 3. Modification of Agreement.No oral statement of any person shall modify or otherwise affect the benefits, limitations and exclusions of the Agreement,convey or void any coverage,increase or reduce any benefits under the Agreement or be used in the prosecution or defense of a claim under the Agreement 4. Confidentiality. GHC and the Group shall keep Member information strictly confidential and shall not , disclose any information to any third party other than (i)representatives of the receiving party(as permitted by applicable state and federal law)who have a need to know such information in order to perform the services required of such party pursuant to the Agreement,or for the proper management and administration of the receiving party,provided that such representatives are informed of the confidentiality provisions of the Agreement and agree to abide by them,(u)pursuant to court order or(m)to a designated public official or agency pursuant to the requirements of federal,state or local law,statute,rule or regulation 5. Nondiscrimination.GHC does not discriminate on the basis of physical or mental disabilities in its employment practices and services. ' Section VIII. Definitions Agreement: The Medical Coverage Agreement between GHC and the Group. Allowance: The maximum amount payable by GHC for certain Covered Services under the Agreement,as set forth in the Allowances Schedule. , Coinsurance: The percentage amounts the Member and GHC are required to pay for Covered Services received under the Agreement Percentages for Covered Services are set forth in the Allowances Schedule Contracted Pharmacy Network: A pharmacy that has contracted with GHC to provide covered legend i (prescription)drugs and medicines for outpatient use under the Agreement C23687-0036900 36 Copayment: The specific dollar amount a Member is required to pay at the time of service for certain Covered Services under the Agreement,as set forth in the Allowances Schedule Cost Share: The portion of the cost of Covered Services the Member is liable for under the Agreement Cost Shares for specific Covered Services are set forth in the Allowances Schedule Cost Share includes Copdyments, Comsurances and/or Deductibles Covered Services: The services for which a Member is entitled to coverage under the Agreement Deductible: A specific amount a Member is required to pay for certain Covered Services before benefits are payable under the Agreement The applicable Deductible amounts are set forth in the Allowances Schedule Dependent: Any member of a Subscriber's family who meets all applicable eligibility requirements,is enrolled hereunder and for whom the premiums prescribed in the Premiums Schedule have been paid Emergency: The sudden,unexpected onset of a Medical Condition that in the-reasonabledudgment-o€-a-prudent person is of such a nature that failure to render immediate care by a licensed medical provider would place the Member's life in danger,or cause serious impairment to the Member's health Family Unit: A Subscriber and all his/her Dependents Fee Schedule: A fee-for-service schedule adopted by GHC,setting forth the fees for medical and hospital services GHC-Designated Self-Referral Specialist: A GHC specialist specifically identified by GHC to whom Members may self-refer GHC Facility: A facility(hospital,medical center or health care center)owned,operated or otherwise designated 1 by GHC GHC Medicare Plan: A plan of coverage for persons enrolled in Medicare Part A(hospital insurance)and Part B (medical insurance) ' GHC Personal Physician: A provider who is employed by or contracted with GHC to provide primary care services to Members and is selected by each Member to provide or arrange for the provision of all non-emergent Covered Services,except for services set forth in the Agreement which a Member can access without a Referral Personal Physicians must be capable of and licensed to provide the majority of primary health care services required by each Member GHC Provider: The medical staff,clinic associate staff and allied health professionals employed by GHC,and any other health care professional or provider with whom GHC has contracted to provide health care services to Members enrolled under the Agreement,including,but not limited to physicians,podiatrists,nurses,physician assistants,social workers,optometrists,psychologists,physical therapists and other professionals engaged in the delivery of healthcare services who are licensed or certified to practice in accordance with Title 18 Revised Code of Washington Group: An employer,union,welfare trust or bona-fide association which has entered into a Group Medical Coverage Agreement with GHC Hospital Care: Those Medically Necessary services generally provided by acute general hospitals for admitted patients. Hospital Care does not include convalescent or custodial care,which can, in the opinion of the GHC Provider,be provided by a nursing home or convalescent care center Lifetime Maximum: The maximum value of benefits provided for Covered Services under the Agreement after which benefits under the Agreement arc no longer available as set forth in the Allowances Schedule The value of Covered Services is based on the Fee Schedule,as defined above C23687-0036900 37 Medical Condition:A disease,illness or injury Medically Necessary: Appropriate and clinically necessary services,as determined by the GHC's Medical Director,or his/her designee,according to generally accepted principles of good medical practice,which are rendered to a Member for the diagnosis,care or treatment of a Medical Condition Services must be medically and clinically necessary for benefits to be covered under the Agreement The cost of services and supplies which are not Medically Necessary shall be the responsibility of the Member in order to be Medically Necessary,services and supplies must meet the following requirements (a)are not solely for the convenience of the Member,his/her family or the provider of the services or supplies,(b)are the most appropriate level of service or supply which can be safely provided to the Member,(c)are for the diagnosis or treatment of an actual or existing Medical Condition unless being provided under GHC's schedule for preventive services,(d)are not for recreational,life-enhancing,relaxation or palliative therapy,except for treatment of terminal conditions,(e)are appropriate and consistent with the diagnosis and which,in accordance with accepted medical standards in the State of Washington,could not have been omitted without adversely affecting the Member's condition or the quality of health services rendered,(0 as to inpatient care,could not have been provided in a provider's office, the outpatient department of a hospital or a non- residential facility without affecting the Member's condition or-quaLty_ofhealthsenuces.renderedr(g}are�ot primarily for research and data accumulation,and(h)are not experimental or investigational The length and type of the treatment program and the frequency and modality of visits covered shall be determined by the GHC Medical Director,or his/her designee Medicare: The federal health insurance program for the aged and disabled i Member: Any Subscriber or Dependent enrolled under the Agreement ' Out-of-Pocket Expenses:Those Cost Shares paid by the Subscriber or Member for Covered Services,which are applied to the Out-of-Pocket Limit Out-of-Pocket Limit(Stop Loss): The maximum amount of Out-of-Pocket Expenses incurred and paid,during the , calendar year for Covered Services received by the Subscriber and his/her Dependents within the same calendar year The Out-of-Pocket Limit amount and Cost Shares that apply are set forth in the Allowances Schedule Charges in excess of UCR,services in excess of any benefit level and services not covered by the Agreement are not applied to the Out-of-Pocket Limit Pre-Existing Condition: A condition for which there has been diagnosis,treatment(including prescribed drugs)or medical advice within the three(3)month period prior to the effective date of coverage The Pre-Existing Condition wait period will begin on the first day of coverage,or the first day of the enrollment waiting period if earlier Referral: A written temporary agreement requested in advance by a GHC Provider and approved by GHC that entitles a Member to receive Covered Services from a specified healthcare provider Entitlement to such services shall not exceed the limits of the Referral and is subject to all terms and conditions of the Referral and the Agreement Members who have a complex or serious medical or psychiatric condition may receive a standing Referral for specialist services Self-Referred: Covered Services received by a Member from a designated women's health care specialist or GHC- Designated Self-Referral Specialist that are not referred by a GHC Personal Physician Service Area:Western Washington counties of Island,King,Kitsap, Lewis,Mason,Pierce,San Juan,Skagit, ' Snohomish,Thurston and Whatcom, Eastern Washington counties of Benton,Columbia,Franklin,Kittitas, Spokane,Walla Walla,Whitman and Yakima,Idaho counties of Kootenai and Latah,and any other areas designated , by GHC Stop Loss: See Out-of-Pocket Limit. Subscriber: A person employed by or belonging to the Group who meets all applicable eligibility requirements,is enrolled under the Agreement and for whom the premiums specified in the Premiums Schedule have been paid C23687-0036900 38 Urgent Condition. The sudden,unexpected onset of a Medical Condition that is of sufficient seventy to require medical treatment within twenty-four(24)hours of its onset Usual,Customary and Reasonable(UCR): A tern used to define the level of benefits which are payable by GHC when expenses are incurred from a non-GHC Provider Expenses are considered Usual,Customary and Reasonable if the charges are consistent with those normally charged to others by the provider or organization for the same services or supplies, and the charges are within the general range of charges made by other providers in the same geographical area for the same service or supplies C23687-0036900 39 EMPLOYER GROUP PROGRAMS GROUP MEDICARE COVERAGE E C23697-0036900 i This brief outline describes the benefits available to you when you combine your employer Group healthcare benefits with Medicare. ALL MEDICARE GUIDELINES AND CRITERIA MUST BE MET. BENEFITS OUT-OF-POCKET LIMIT (STOP LOSS) iTotal Out-of-Pocket Expenses for the following services are limited to SI,000 maximum per Member per calendar year. • Inpatient Services • Outpatient Services • 1 mergency Urgently Needed Care • Ambulance Services INPATIENT HOSPITAL (Medical/Surgical) • Covered subject to the applicable Copayment up to 365 days per year. SKILLED NURSING FACILITY • Group benefit or up to 100 days per benefit period after a 3 day Medicare certified hospital stay 1 Note: When a 3 day Medicare covered hospital stay does not occur and the plan determines that the Member otherwise meets all Medicare criteria,the plan may authorize Medicare covered skilled nursing care for up to 100 days INPATIENT MENTAL HEALTH • Group benefit or up to 190 days per lifetime benefit covered subject to the applicable LCopayment in a Medicare-certified psychiatric hospital INPATIENT ALCOHOLISM& DRUG ABUSE TREATMENT • Covered subject to the applicable Copayment when such services are provided in a hospital- based treatment center fHOME HEALTH CARE (SUCH AS PART-TIME SKILLED NURSING CARE, PHYSICAL THERAPY, SPEECH THERAPY, OCCUPATIONAL THERAPY) • Covered in full, in accordance with Medicare guidelines. MEDICAL CARE • Physician care in a hospital and home covered in full. 1 C23687-0036900 2 • Office and outpatient hospital care covered, subject to the applicable Copaymenk • Outpatient Surgery in outpatient hospital facility or ambulatory surgical center covered subject to the applicable Copayment • Alcoholism and substance abuse treatment services covered in full. AMBULANCE • Covered subject to the applicable Copayment. CARDIAC REHABILITATION • Covered in full. CHIROPRACTIC& PODIATRIC CARE (Medical Need) • Covered, subject to the applicable Copayment. EMERGENCY AND OUT-OF-AREA URGENTLY NEEDED SERVICES i • You pay$50 for each hospital emergency room visit, you do not pay this amount if you are admitted directly to the hospital from the emergency room. • Worldwide coverage is provided. , HEARING EXAMINATIONS & HEARING AIDS • Hearing exams to determine hearing loss are covered, subject to the applicable Copayment. Purchase of hearing aids covered once every 24 months limited to$250 hearing aid purchase Allowance. HEALTH/WELLNESS EDUCATION • Health club services (SilverSneakersO) and/or lifetime fitness programs at participating network health clubs are covered in full. • Services related to tobacco cessation and education materials are covered in full, limited to. 1. One individual or group program per calendar year 2. When participating in the GHC Tobacco Cessation program,your employer Group covers one course of nicotine replacement or other approved pharmacy products once per calendar year. Your employer Group outpatient prescription drug Copayment applies. ORGAN TRANSPLANT C23687-0036900 3 • Medicare covered organ transplants covered in full. OUTPATIENT MENTAL HEALTH CARE • Covered, subject to the applicable Copayment. OUTPATIENT PRESCRIPTION DRUGS t • Medicare covered outpatient prescription drugs are covered in full. Your employer Group may cover outpatient prescription drugs Please see the employer Group section of this Certificate of Coverage for more information. POINT OF SERVICE (POS) • Non-emergent and/or non-Urgently Needed Care received while temporarily traveling outside GHC's Medicare Service Area is payable at Medicare benefit levels up to $2,000 per Member per calendar year The Plan pays 80%of Medicare allowable reimbursement schedules for Medicare covered services ONLY. The enrollee is responsible for all Medicare deductibles PHYSICAL,OCCUPATIONAL, SPEECH AND LANGUAGE THERAPY • Covered subject to the applicable Copayment. PROSTHETIC DEVICES, PACEMAKERS,BRACES, ARTIFICIAL LIMBS & EYES 1 • Covered in full. RENTAL OR PURCHASE OF DURABLE MEDICAL EQUIPMENT • Covered in full URGENTLY NEEDED SERVICES • Urgently needed services are covered,subject to the applicable Copayment. • Worldwide coverage is provided. VISION CARE (Eye Care Medical Need) • Examinations for illness and injury covered subject to the applicable Copayment. • One pair of standard eyeglasses or contact lenses are covered after each cataract surgery with 1 insertion of an mtraocular lens (IOL). • Routine eye exams for glasses covered subject to the applicable Copayment once every 24 months C23687-0036900 4 1 • One pair of standard vision lenses, or contact lenses will be covered subject to the GHC- approved Allowance once every twenty-four(24) months. • Frames are covered by Group benefit or up to $100 once every 24 months. Please see your employer Group Certificate of Coverage for more information Please contact our Group Health Customer Service Center for more information and the location of participating reciprocal facilities at 206-901-4636, toll-free 1-888-901-4636, or TTY/TDD 711 or 1-800-833-6388 for the"hearing impaired," Monday-Friday, 7:30 a.m. to 5.00 p.m i l 1 1 1 1 1 1 1 ! 1 C23687-0036900 5 Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: PACIFIC HIGHWAY SOUTH — FUND AUTHORIZATION AGREEMENT NORTH PHASE — KENT DES MOINES ROAD TO SOUTH 252ND STREET — ACCEPT AND AMEND BUDGET 2. SUMMARY STATEMENT: Authorize the Mayor to sign a Fund Authorization Agreement with Washington State Department of Transportation for the Pacific Highway South — North Phase construction project expenses in the amount of $5,043,538 upon concurrence of the language by the Public Works Director and the City Attorney and to establish a budget accordingly. 3. EXHIBITS: Public Works memorandum and WSDOT Fund Authorization Agreement 4. RECOMMENDED BY: Public Works Committee 1 (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds ' DISCUSSION: ACTION: Council Agenda Item No. 6K 1 PUBLIC WORKS DEPARTMENT Larry R Blanchard, Public Works Director Phone0 Fax 251456-6500 KEN T Address 220 Fourth Avenue w A e H i x a r o H Kent,WA 98032-5895 DATE: June 6,2005 TO: Public Works Committee FROM: Mark Howlett THROUGH Larry Blanchard,Public Works Director 4M SUBJECT: Fund Authorization Agreement For Pacific Highway South-North Phase—Kent-Des Moines Road to S. 252nd Street Motion: Recommend authorizing acceptance of the Fund Authorization Agreement for the Pacific Highway South HOV Lanes Project — North Phase and authorize the ' establishment of the budget for same along with directing staff to. spend the money accordingly SUMMARY: This giant agreement,in the amount of S5,043,538,is for the construction phase of the City's Pacific Highway South HOV Lanes Project—North Phase In order for the City to be reimbursed for construction expenses,the City must accept the grant and establish a budget for these funds The Public Works Department recommends that the City Council accept the grant funds and authorize the establishment of the budget for the grant fiends and direct staff to spend the money accordingly BUDGET IMPACT No Unbudgeted Fiscal/Personnel Impact BACKGROUND: The Highways and Local Programs Division of the Washington State Department of Transportation adnunisters federal funds and has authorized the construction phase of the City of Kent's Pacific Highway South HOV Lanes Project—North Phase This grant authorization is for $5,043,538 Mayor White and Kent City Council Pacific Highway South-North Phase STP Grant June 6.2005 1 1 AdIkkk At) M ! 3 '��05 Washington State Transportation Building OF Department of Transportatiog�lr,iLor-FO Nf+ f)E Pb Mike Park Mops Avenue sE Douglas 0. M L acDonald `""' Sacrstar#of Transpoltabor� Olimpta,WA 98504-7300 360-705-7000 TTY t-800.833-008 ~,i-%W wa guv April 2005 Mr Lary Blanchard Acting Public Works Director City of Kent 220 Fourth Avenue S Kent,WA 98032-5895 City of Kent Pacific Highway South—Kent/Des Moines Road to 252od Street STPF-CM-0099(045) FUND AUTHORIZATION Dear ancliard We have received FHWA fiord authorization,effective April 6,2005,for this project as follows PHASE TOTAL FEDERAL SHARE Construction $5,830,679 $5,043,538 Enclosed for your information and file is a fully executed copy of Supplement Number 2 to Local Agency Agreement LA-3467 between the state and your agency Also your requested scope change is approved,extend project limits to include section from 240t'to 252nd You may proceed with the administration of this project in accordance with your WSDOT approved Certification Acceptance agreement Sincerely, t Step4 hanie Tax Manager,Program Management ffighways&Local Programs Division ST ds ac Enclosure cc Ed Conyers,Northwest Region Local Programs Engineer,MS NB82-121 i t p� Washington State •0 Department of Transportation AMLocal Agency Agreement Supplement Agency Supplement Number City of Kent 2 Federal Aid Project Number Agreement Number CFDA No 20.205 STPUL-009 045 LA-3467 fCatabgotFedera DolnestsAssistaxe) The Local Agency desires to supplement the agreement entered into and executed on December 4, 1996 All provisions in the basic agreement remain in effect except as expressly modified by this supplement The changes to the agreement are described as follows Project Description Name Pacific Ffnghway South HOV Lanes(KEN-15) Length 125 Miles Termini Kent-Des Moines Road to South 252nd Street Description of Work ❑No Change Construction Phase of Protect STPUL-0099(060)is combined into ibis project revising the!units to 150'south of Kent-Des Moines Road to S 252nd Street Reason for Supplement Request construction funds and tranfer constriction funds fiom STPUL-0099(060)into this project Estimate of Funding Type of Work t'> (2) (3) ta) (51 Previous Supplemant Estimtod Total Esbmaled Agency Eslimalad i A(yearneriVSUD01 Protect Funds Funds Federal Funds PE a Agency ! i 865 % b Other Consultant 707,0920Q 707,09200 95,45700 611,63500 c Other Federal Aid Padiapation d State 1,000 00 1,00000 135 00 86500 Ratio for PE a Total PE Cost Estimate(a+b+cM) 708,D92 0 708,09200 95,9200 612,500 00 Right of Way f Agency 179,816 DO 179,816 00 24,275 00 155,541 00 865 % g other Consultant 64,00000 64,OD0 00 8,640 00 55,360 OD Federal Aid h Other Participation Ratro for RW i State 5,00000 5,000 00 67500 4,32500 Total R!W Cost Estimate +h+i 248,8160 248,816001 33,590 00 215,226 00 Construction It Contract 5,495,67900 5,495,679001 741,91700 4,753,763 00 I Other in Other n Other 865 % o Agency 315,00D 00 315,000 00 42,525 00 272,475 00 Federal Ad Participation state 20,000DO 20,00000 2,70000 17,30000 Ratio for CN Total CN Cost Esbmale k4,m 5,830,679 00 5,11M,679 001 797,142 00 5,043,538 00 ' r Total Prd ect Cost Estimate 956y08 001 5,W0,679 00 6,M587 00 916,324 001 5,87I,264 00 The Local Agency further stipulates that pursuant to said Title 23,regulations and p0hceee,and procedures, and as a condition to payment of the Federal funds obligated,it accepts and will comply with the applicable provisions Agency Official Washington State Department of Transportation BY Title arertnr affinhhrWorkc Assistant Secretary for HVhways and Local Programs Date Executed r 0 5 2005 � DOT Form 140-041 EF Revised 4rhM Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: PACIFIC HIGHWAY SOUTH —FUND AUTHORIZATION AGREEMENT SOUTH PHASE — SOUTH 252ND STREET TO SOUTH 272ND STREET — ACCEPT AND AMEND BUDGET 2. SUMMARY STATEMENT: Authorize the Mayor to sign a Fund Authorization Agreement with Washington State Department of Transportation for the Pacific Highway South— South Phase construction project expenses in the amount of$674,726 upon concurrence of the language by the Public Works Director and the City Attorney and to establish a budget accordingly. 3. EXHIBITS: Public Works memorandum and WSDOT Fund Authorization Agreement 4. RECOMMENDED BY: Public Works Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6L 1 iPUBLIC WORKS DEPARTMENT Larry R Blanchard, Public Works Director Phase 2535500 KENT Fax 253-856-6600-a58- W 4 H 1 µ¢T p µ Address 220 Fourth Avenue S Kent,WA 96032-5895 DATE: June 6,2005 TO: Public Works Committee FROM: Mark Howlett ' �//�� THROUGH Larry Blanchard,Public Works Director L£ci� SUBJECT: Fund Authorization Agreement For Pacific Highway South-South Phase—S.252ua Street to S.272id Street Motion: Recommend authorizing acceptance of the Fund Authorization Agreement for the Pacific Highway South fIOV Lanes Project - South Phase and authorize the establishment of the budget for same along with directing staff to spend the money accordingly iSUMMARY: This grant agreement,in the amount of$674,726,is for the construction phase of the City's Pacific Highway South HOV Lanes Project-South Phase In order for the City to be reimbursed for construction expenses,the City must accept the grant and establish a budget for these funds The Public Works Department recommends that the City Council accept the grant funds and authonze the establishment of the budget for the grant funds and direct staff to spend the money accordingly I BUDGET IMPACT No Unbudgeted Fiscal/Personnel Impact BACKGROUND: The Highways and Local Programs Division of the Washington State Department of Transportation administers federal funds and has authorized the construction phase of the City of Kent's Pacific Highway South HOV Lanes Project—South Phase This grant authorization is for $674,726 Mayor White and Kent City Council Pau&Highway South-South Phase STP Gnat flute 6,2005 cUrY OF 'BENT MA State Transpertatien Bwfding /A Department of TransporlAu"FERIK4 N!1''1 310 MOW Park Avenue S E Douglas A.MacDonald PC) W.t 47300 SecretaN of Transportation Olympia,WA 98504-7300 360-705-7000 m t-aoo-an-63ee wrw wsdot wa gm April 7,2005 1 Mr Larry Blanchard Acting Public Works Director City of Kent 1 220 Fourth Avenue S Kent,WA 98032-5895 City of Kent Pacific Highway South—252°d to 272nd STPF-CM-0099(067) �*-^�� FUND AUTHORIZATION 1 Dear cshard ' We have received FHWA fund authorization,effective April 6,2005,for this project as follows- PHASE TOTAL FEDERAL SHARE Construction $4,362,928 $674,726 Enclosed for your information and file is a fully executed copy of Supplement Number 2 to Local Agency Agreement LA4607 between the state and your agency You may proceed with the administration of this prof eel in accordance wath your WSDOT approved Certification Acceptance agreement. Sincerely, Step a Tax Manager,Program Management Highways&Local Programs Division ST ds ac Enclosure cc Ed Conyers,Northwest Region Local Programs Engineer,MS NB82-121 r - 1 Washington State 'AM ' •/ Department of Transportation Local Agency Agreement Supplement Agency Supplement Number City of Kent 2 Federal Aid Project Number Agreement Number CFOA No 20 205 STPF-0099(067) LA-4607 Cataby otFeOe�sl OaneabcAss sfan�l The Local Agency desires to supplement the agreement entered into and executed on November 1,2000 All provisions in the basic agreemend remain in effect except as expressly modified by this supplement The changes to the agreement are desenbed as follows Project Description Name Pacific Highway South HOV Lanes Length 125 mules Termini South 252ud Street to South 272nd Street Description of Work IM NoChange Reason for Supplement Request Constmcuon Funds i Estimate of Funding , Type of Work S�1 nl t31 (4) ts! Previous Supplement Est mated Total Estimated Agency Estimated aetn"Il e I Project Funds Funds Federal Funds PE a Agency 896,0000 896,00000 537,60000 35a,40000 40 96 b other c Other Federal Aid Participation d State 4,0000( 4,00000 2,40000 1,60000 Raba for far PE a Tofat PE Cost Estimate(a+D4c+d) 900,000.0 900,000 00 541%000 00 360,400 00 Right of Way f Agency 1,412,5000 1,412,5t30 00 $47.500 00 565,000 00 40 96 u Other Consultant 177,5000 177,50000 106,50000 71,00000 Federal Aid It Other Particiption Ratio rare RW i State 10,000 10,000 00 6,00000 4,00000 Total WW Cost Estimate(f+o+"l 1,600,000 00f [A MAN 001 960,000 00 646,000 00 Construction A Contract 725,658001 725,659 00 97,964 001 627,694 00 I Other (Non participation) 3,592,899 00 3,582,899 00 3,592,999 00 m Other n other 865 96 0 Nency 50,796 00 50,796 00 6.85700 43,939 00 � Federai Aid ParticipationState 3,57500 3,57500 482 00 3.093 00 / Ratio for CN Total CN Cast Estimate k.i 4�62,9I8 00 4,362,928 G01 3,688,202 DO 674,726.00 r Total Projecl Cost Esiumats 2,500,000 0$ 4,362,928 09 I 6,862,928.00; 5,198,202.00 1,674,726 00 ' The Loral Agency further stipulates that pursuant to said Title 23,regulations and policies and procedures,and as a condition to payment of the Federal funds obligated,It accepts and will comply with the applicable provisions ' Agency Official Washington St to U partment o Transportation r By / cam' % By Title a pngInenne_rin�VIPddwgor Assistant Seuelary for Rghways and local Programs Date Executed fir" 0 5 2005 DOT Form 140041 EF Renssd 4/Aneo r Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: JOINT TRENCH AGREEMENT WITH QWEST —AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign a Joint Trench Agreement with Qwest for work on Military Road upon concurrence of the language by the Public Works Director and the City Attorney. 3. EXHIBITS: Public Works memorandum and Joint Trench Agreement 1 4. RECOMMENDED BY: Public Works Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6M PUBLIC WORKS DEPARTMENT Larry R Blanchard, Public Works Director 400 Phone 253-856-5500 KENT FaX 253-856-6500 WAS M I N G T O N Address 220 Fourth Avenue S Kent,WA 98032-5895 DATE: May 27, 2005 TO: Public Wo Committee FROM: Chad Bie k,, Senior Project Engineer THROUGH- Larry Blanchard,Public Works Director SUBJECT: Joint Trench Agreement with Qwest MOTION Recommend authorizing the Mayor to sign the Joint Trench Agreement with Qwest for work on Military Road upon concurrence of the language therein by the City Attorney and the Public Works Director i SUMMARY: The Public Works Director recommends approval of the agreement and authorization for the Mayor to sign same upon concurrence of the final language by the City Attorney 1 BUDGET IMPACT No Unbudgeted Fiscal/Personnel Impact BACKGROUND: As part of the S 228th Street Extension project Military Road will be widened to five lanes The overhead utilities need to be converted to underground in accordance with City ordinance Pursuant to the attached joint trench agreement, Qwest will pay the City to install Qwest conduit and vaults This allows the City to control the construction schedule for installation of Qwest's vault and conduit system, thus reducing construction time and minimizing construction-related traffic impacts Qwest will repay the City for work related to Qwest facilities based on bid prices submitted by the contractor with the lowest bid Bids for the project will be opened later in June Mayor White and Kent City Council I CITY OF KENT MAY ) 4 2905 Qwest.— ENGINEERING DEPT Spint of Service WASHINGTON CONTRACT ADMINISTRATION LETTER OF TRANSMITTAL Date May 23. 2005 To. Chad Bieren, City of Kent cc From Jeff Watson, Contract Manager, Washington —Contract Administration Re Military Rd Joint Trench agreement Chad, please note the enclosed two copies of the Military Rd joint trench agreement Please sing both copies Keep one for oyur fiels and return the other tome at 23315 66�' Ave , So , Kent, Wa , 98032, Attn Jeff Watson Please insert the execution date in the 1s` paragraph of the agreement upon signature. Jeff Confidential,distribute and disclose solely to those individuals with a need to know i 1 1 1 JOINT TRENCH AGREEMENT Between the City of Kent and Qwest for Military Road Improvements THIS AGREEMENT is entered into between the City of Kent, a Washington municipal corporation ("City"), and QWEST CORPORATION, a Colorado corporation ("Qwest") as of 2005 (the"Effective Date"). RECITALS WHEREAS, the City is undertaking a roadway improvement project along Military Rd and making nght-of-way improvements to Military Rd (the"Project");and WHEREAS, the City has notified Qwest that the Project will require relocation of Qwest facilities from aerial to underground;and WHEREAS,under RCW 35.99.060(3)(b),Qwest may seek reimbursement from the City for the additional incremental cost of aenal to underground relocation compared to aerial to aenal relocation if Qwest is a service provider with an ownership share in the aerial supporting structures, and WHEREAS, the City and Qwest do not agree on the appropriate interpretation of RCW 35 99.060(3)(b); and , WHEREAS, both the City and Qwest desire to move forward with the Project to avoid potential delays to the Project and the potential costs and expenses associated with Project delays, AGREEMENT To facilitate construction of a joint trench,the parties agree as follows: 1. SCOPE OF WORK The City of Kent will advertise for construction bids and enter into a contract for the construction of a trench which shall include the City, Comcast, Qwest, and PSE facilities This trench will be placed along the west side of Military Road between Gai's Bakery located at 23009 Military Road South and one span north of the Military Road South/South 239 b Street Intersection. This trench will include an open cut trench crossing of SR 516. There will be approximately seven (7)trench crossings of Military Road to serve customers on the east side of the street. All utilities will use these trenches. 2. CONTRACTOR REQUIREMENTS The independent contractor hired by the City to perform this work shall be referred to as "the contractor" in this Agreement The contractor, pursuant to a contract with the City, shall excavate the trench, install City, PSE, and Qwest conduits and vaults, accommodate and coordinate the installation of other utilities,install the bedding material,backfill and compact the trench, and perform any restoration required by the City, all to be performed in a good and JOINT TRENCH AGREEMENT—Page 1 of 9 (May 9.2005) (between City of Kent and Qwest Re Military Road) workmanlike manner consistent with industry standards. The City represents that any such contract shall further require of contractor that the work be conducted in confomuty with (1) the applicable procedures and requirements of the parties as described herein; (it)all applicable laws, ordinances and regulations of any governmental authority, and, (iii) all applicable terms and provisions of the National Electric Safety Code, as may be amended, supplemented or replaced from time to time, including but not limited to those pertaining to protection and separation of conductors buned in earth. 1 3. RESPONSIBILITY OF THE PARTIES A Drawings Qwest shall provide engineering drawings to the City and obtain a permit from the City for the underground relocation of Qwest's facilities These drawings shall show in detail the location and elevation of the conduits, trench, and vaults, and shall include a general traffic control plan for activities not associated with installation of facilities within the contractor controlled open trench area B Installation Qwest shall be responsible for supplying conduits and vaults within ten (10) days notice provided by the City or its contractor The City's contractor shall install conduits and vaults in the joint trench. Qwest shall also be responsible for supplying and i installing all conductors. All right, title and interest in the facilities and associated equipment I shall at all times remain with Qwest. Parties hereto acknowledge and agree that Qwest shall in no event be required to perform a cut-over or transfer or to remove their respective, affected aerial facilities prior to completion of the underground facilities in accordance with this Agreement, and so long as said installation is completed in conformity with this Agreement and Qwest has approved the new facilities C Traffic Control. The City's contractor shall perform all traffic control associated with installation of Qwest facilities within the contractor controlled open trench area. Qwest shall pay the proportionate share of traffic control required forjomt trench construction as noted in Exhibit A Qwest shall be responsible for providing traffic control during installation of its facilities not associated with the controlled open trench area D Qwest Coordination Qwest shall maintain reasonable coordination with the contractor regarding the installation of Qwest's facilities, as requested by the contractor from time to time. This coordination shall include but not be limited to the following: 1. Tmnng of when and where materials will be delivered on-site. 2. Inspection of job by a Qwest inspector. 3 Coordination with other utility companies included in the joint trench for the I placement of conduit within the trench and during conversion of overhead facilities to underground Qwest shall have the right at all times to observe and inspect the performance of the work performed in connection with this Agreement E Surveys The City will provide the survey for the location of the trench and vaults r JOINT TRENCH AGREEMENT—Page 2 of 9 (May 9,2005) (between City of Kent and Qwest Re Military Road) F Election Not to Proceed If Qwest elects not to proceed with joining in the trench provided by the contractor, Qwest shall remain liable for completing all work described in the approved permit within the time frame specified on the permit. G. Franchise. Qwest shall, if so required by the Washington State Department of Transportation("WSDOT"), subnut for and obtain, at its cost,a utility franchise permit from the WSDOT for its facilities that cross SR 516 The City has developed a traffic control plan for the crossing and the City agrees that Qwest may use this plan in its permit application. H Completion The City shall notify Qwest within ten (10) calendar days after completion of the work. Upon receipt of the notification, Qwest shall have ten (10) calendar days to inspect the work and accept or reject the work by delivery of written notice to the City. The City will, at its own expense,correct the problem within ten (10) calendar days after receipt of Qwest's notice. The foregoing procedure will be repeated until Qwest finally approves the work. If Qwest fails to reject the work within the ten (10) day period set forth above, the work shall be deemed accepted by Qwest. Qwest shall prepare as-builts for its own facilities and work 4. COMPENSATION A. Compensation. The parties agree that cost obligations with regard to the Project shall be consistent with the outcome of the parties' pending federal court litigation (Qwest v City of Kent,No CV4-2216P,filed in the United States District Court for the Western District of Washington (the "litigation")) over the meaning and effects of RCW 35.99.060(3) Until such , time as the litigation is complete, compensation rights and obligations shall be as follows, and shall ultimately be modified to the full extent necessary to be consistent with the final outcome of the litigation. By agreeing to the compensation system set forth herein, Qwest in no way admits to Kent's interpretation of RCW 35.99.060, nor does it waive any rights to cost recovery for this or any other project which Qwcst may undertake at the request of the City Qwest specifically reserves any and all rights under the law, including, but not limited to, those ansing in connection with the litigation. If the litigation determines that Qwest is not responsible for the payment of a proportionate share of joint trench costs, the City shall refund to Qwest, within sixty (60) days after such determination any payments due Qwest consistent with the final I outcome of this litigation. i B. Trench costs. Qwest agrees to pay the City for installation of Qwest conduit and vaults, a portion of the trench costs, including trench bedding and backfill, and associated traffic control commensurate with their proportionate share of trench usage as shown in Exhibit A attached hereto and incorporated by this reference. Preliminary costs will be agreed upon prior I to construction based on an estimate from the bid accepted by the City. Costs will be finalized I after completion of construction to account for actual construction costs. C. Survey Qwest agrees to pay the reasonable costs for the City surveyor's time to provide Qwest vault locations and elevations and any other survey that may be required to locate and place Qwest facilities. D Additional Expenses. Qwest agrees to pay their proportionate share of additional expenses incurred due to Qwest's approved change requests requiring additional trench depth or JOM TRENCH AGREEMENT—Page 3 of 9 (May 9,2005) (between City of Kent and Qwest Re Military Road) width and for unforeseen conditions, including but not limited to dewatenng for ground water Qwest will not pay for any share of additional expenses incurred due to approved change requests from PSE,Comcast and/or the City. If unforeseen conditions anse,the City and Qwest shall work together to negotiate in good faith Qwest's contribution to costs incurred on account of such unforeseen conditions If the parties are unable to agree on Qwest's contribution to costs incurred on account of unforeseen conditions, the conflict will be resolved by Qwest relocating its facilities at its sole expense. Qwest shall always have the right to perform the relocation of its own facilities. E Claims by Contractor. Qwest agrees to pay the cost of any claims for damages made by the contractor that are proven to be proximately caused by Qwest. These claims may include delays caused by installing Qwest facilities or delays caused by Qwest providing materials. F Vaults Qwest agrees to pay for the excavation, site preparation, and installation for their vaults(in the percentages set forth in Exhibit A)separately and in addition to any survey costs and trench costs discussed above. These additional costs shall be preliminarily determined from the bid price accepted by the City The cost to excavate for and install Qwest's vaults will be finalized after completion of construction to account for actual construction costs. G Invoice. Qwest agrees to pay the City within sixty(60) days of being invoiced by the City for amounts that the contractor has invoiced the City and which Qwest has agreed to pay under this Agreement H. Defective or Unauthorized Work Per the terms of the agreement between the City and contractor, Qwest reserves the right to withhold payment from the City for any defective or unauthorized work performed by the contractor. Defective or unauthorized work includes, without limitation work and materials that do not conform to the requirements of this Agreement, and extra work and materials furnished without Qwest's written approval If for any reason it is necessary to satisfactorily complete any portion of the work,Qwest may complete the work using its own means and the City shall be liable to Qwest for any additional costs incurred by Qwest. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the parties beyond the price included in the bid accepted by the City Qwest further reserves the right to offset the cost to complete the work, including any additional costs, from any and all amounts due or to become due the City. I Final Payment/Waiver of Claims The making of final payment by the parties shall constitute a waiver of claims by the City, except those previously and properly made and identified by the City as unsettled at the time request for final payment is made 5. CHANGES. Qwest shall submit any changes requested to be performed by the City's contractor to the City The City shall submit this to the contractor; obtain a price from the contractor to perform the work, and notify Qwest of this price. Qwest shall have 24 hours from receiving the price from the City within which to respond. If Qwest chooses not to accept the contractor's price then this work shall only be performed by Qwest according to a mutually agreed upon schedule with the contractor so as not to cause delay to the contractor. Neither party may change any JOINT TRENCH AGREEMENT—Page 4 of 9 (May 9,2005) (between City of Kent and Qwest Re Military Road) i provision of this Agreement, including without limitation costs, without the prior written consent of the other. 6. INDEMNIFICATION;LIENS AND ENCUMBRANCES. Each party shall defend, indemnify and hold the other party harmless from any and all claims, injuries, damages, losses or suits including all legal costs and attorney fees (except each party shall be responsible for its own costs and fees for subsection in below, as provided in Section 12 (D)of this Agreement), ansing out of or in connection with (i) the performance of the party's work required under this Agreement, (it) any personal injuries or property damage received or sustained by any person or property ansing in whole or in part in connection with the party's performance of the Agreement, (iii) any breach by the party of the Agreement, and (iv) any act or omission, neglect, negligence, gross negligence or willful misconduct of the party in connection with this Agreement. Notwithstanding the foregoing, this indemnification shall only apply to injuries and damages caused by the negligence or willful misconduct of the party For purposes of this Section 6, the term"party" shall include each party to this agreement, plus their officers,officials,employees, agents,contractors and subcontractors. Should a court of competent junsdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages ansing out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the parties,their officials, employees and agents, a party's liability hereunder shall be only to the extent of the party's negligence. The provisions of this section shall survive the expiration or termination of this Agreement. No party, directly or indirectly (including, in the case of the City, any action by the contractor or any subcontractor), shall create or impose any lien on the property of another, or on the rights or title relating thereto, or any interest therein, or in this Agreement. Each party shall promptly, at its own expense, take such action as may be necessary to duly discharge any lien created by it on the property of another 7. INSURANCE. The contract between the City and the contractor shall require that the contractor procure and maintain for the duration of the project insurance of the types and in the amounts described below against claims for injuries to persons or damage to property which may anse from or in connection with the performance of the work by the contractor, its agents, representative, employees,subconsultants or subcontractors 1. Automobile Liability insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage. 2 Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and general aggregate for personal injury, bodily injury and property damage i Coverage shall include but not be limited to: blanket contractual, products/completed operations/broad form property damage; explosion, collapse and underground p gr (XC U); and employer's liability. JOINT TRENCH AGREEMENT—Page 5 of 9 (May 9,2005) (between City of Kent and Qwest Re Military Road) 3. Excess Liabili msurance with limits not less than $1,000,000 per occurrence and aggregate Any payment of deductible or self insured retention shall be the sole responsibility of the contractor. The parties, their officials, employees, agents and volunteers shall be named as additional insureds on the insurance policy, with respect to work performed by or on behalf of the parties and a copy of the endorsement naming the parties as additional insured shall be �I attached to the Certificate of Insurance, copies of which shall be provided to the parties prior to commencement of construction by the contractor The contractor's insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought,except with respects to the limits of the insurer's liability S. WARRANTY In addition to any other express or implied obligations under the Agreement, the City warrants for a period of one (1) year (or longer,if so provided by law, and to the extent provided by law) after final payment by Qwest for the work, that all labor, workmanship, components, materials and other parts of the work performed by the City's contractor will be free from defects in material and workmanship under normal use and service in accordance with Qwest's subirutted engineering design This time period relates only to the specific obligation of the City to correct the work, and has no relationship to the time within which Qwest may seek to enforce the City's obligations under the Agreement or within which the City must comply with the Agreement. If any defects in the City's work occur during the warranty period,upon notice from Qwest, the City will immediately, at its own expense, correct and remedy those defects in the City's work If the City fails to promptly correct these defects in the City's work, Qwest may correct the work itself or hire another contractor to do so and the City shall pay for all reasonable Iand verifiable costs of correction promptly upon demand by Qwest. 9. LIMITATION OF LIABILITY Except for each party's indemnification obligations or breach of the section titled Confidential Information, neither party is liable to the other for consequential, incidental, indirect, punitive or special damages, including commercial loss and lost profits, however caused, and regardless of legal theory or foreseeabihty, directly or indirectly arising under this Agreement,even if such party has been apprised of the possibility of the damages. 10. RECORDS AND AUDITS The City will maintain complete and accurate records with respect to this Agreement, invoicing and payment The records will, to the extent applicable, be kept in accordance with generally accepted accounting principles and will be kept for a period of three (3) years after termination of the Agreement Qwest or its designee may audit,copy and inspect the records and accounts at all reasonable times during this period. 11. CONFIDENTIAL INFORMATION "Confidential Information" means trade secrets, systems, data, and customer information provided, disclosed or made accessible by Qwest to the City or the contractor under this JOWr TRENCH AGREEMENT—Page b of 9 (May 9,2005) (between Ctry of Kent and Qwest Re Mduary Road) Agreement or in connection with the work. The parties acknowledge that the City is a public entity subject to the Washington State Public Disclosure Act(RCW 42 17 et seq) Subject to applicable law, the City will: (a) not use Confidential Information for any purpose other than the fulfillment of its obligations under the Agreement, (b) not disclose Confidential Information to any third party (including any affiliate of itself or of Qwest) without the prior written consent of Qwest; (c) not make any copies of Confidential Information without Qwest's prior consent; and (d) protect and treat all Confidential Information with the same degree of care as it uses to protect its own confidential information of like importance. In the event the City or the contractor is required to disclose Confidential Information pursuant to law, the City will notify Qwest of the required disclosure with sufficient time for Qwest to seek relief, will cooperate with Qwest in taking appropriate protective measures, and will make such disclosure in a fashion that maximizes protection of the Confidential Information. Subject to applicable law, at the conclusion of the Agreement, or any time at the specific request of Qwest, any and all Confidential Information will be returned to Qwest 12. MISCELLANEOUS. A. Compliance with Laws The parties shall comply with all federal, state and local laws,rules and regulations throughout every aspect in the performance of this Agreement. B Nonwaiver of Breach. The failure of a party to insist upon strict performance of any of the terms and rights contained herein,or to exercise any option herein conferred in one or more instances, shall not be constructed to be a waiver or relinquishment of those terms and rights and they shall remain in full force and effect. C. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Washington If any dispute arises between the pares or between any party and the contractor under any of the provisions of this Agreement, the parties shall attempt in good faith to resolve the dispute arising out of or relating to this Agreement promptly by negotiation between executives or senior officials who have authority to settle the controversy and who are at a higher level than the persons with direct responsibility for administration of this Agreement All reasonable requests for information made by one party to the other will be honored. All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence If the parties are unable to resolve the dispute within sixty (60) days after commencement of such negotiations, the parties shall subject the dispute to mediation with a mediator agreed to by both parties. If the parties are unable to agree to a mediator or the dispute is not resolved through mediation, resolution of the dispute shall be available only through the jurisdiction, venue and rules of the King County Superior Court,King County,Washington. D. Attorney's Fees To the extent not inconsistent with RCW 39 04 240, in any claim or lawsuit for damages ansing from the pares' performance of this Agreement,each party shall be responsible for payment of its own legal costs and attorney's fees incurred in defending or bringing such clam or lawsuit, however, nothing in this subsection shall limit a party's right to indemnification under Section 6 of this Agreement. ' E Written Notice All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of this Agreement,unless otherwise notified JOINT TRENCH AGREEMENT—Page 7 of 9 (May 9,2005) (between City of Kent and Qwest Re Military Road) Any written notice shall become effective upon delivery, but in any event three(3)calendar days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated on this Agreement. F. Modification No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of each of affected party G. Severability If any one or more sections, sub-sections, or sentences of this Agreement are held to be unconstitutional or invalid, that decision shall not affect the validity of the remaining portion of this Agreement and the remainder shall remain in full force and effect. H Relationship It is understood and agreed that no agency, employment, joint venture,co-employer or partnership is created by this Agreement. No party hereto shall (i)have the power or authority to act for another in any manner to create obligations or debts which would be binding upon another,and, (n)be responsible for any obligation or expense whatsoever of another. 1. Force Majeure. Parties shall not be deemed to be in breach of this Agreement if unable to perform their respective obligations hereunder as a result of the occurrence of an event of "force majeure;' which shall include, but not be limited to, acts of God, acts of the government of the United States or of any state or political subdivision thereof,strikes,civil nots or disturbances, fire, floods, explosions,earthquakes, wind,storms,hurricanes, lightning or other similar catastrophes or other causes beyond the parties' reasonable control The scope of events of force majeure shall not extend to payment of money owed hereunder. K. Entire Agreement. The written provisions and terms of this Agreement, together with any attached Exhibits, supersede all prior verbal statements by any representative of the City, and those statements shall not be construed as forming a part of or altering in any manner this agreement. This Agreement and any attached Exhibits contain the entire Agreement between the parties. Should any language in any Exhibit to this Agreement conflict with any language contained in this Agreement,the terms of this Agreement shall prevail. L Term. The term of this Agreement will commence on the Effective Date and continue until all obligations are met unless the Agreement is otherwise terminated in accordance with the Agreement. In no event will the Term extend beyond 12/3112006. Either party may terminate this Agreement,in whole or in part, for its convemence upon thirty(30)calendar days' prior wntten notice. The City will be entitled to payment for all Work satisfactorily completed as of the date of termination Qwest will be entitled to receive all Work completed or in progress as of the date of termination. Neither party will have any other liability ansing out of termination All representations, warranties and indemnifications contained in the Agreement will survive the termination of this Agreement. In addition and not in limitation of the foregoing, the sections entitled Warranty, Confidential Information, Indemnification, Liens and Encumbrances, Limitation of Liability, Records and Audits and Dispute Resolution will survive the termination or expiration of this Agreement. Expiration or termination of this Agreement will not relieve either party from its obligations ansing under the Agreement prior to expiration or termination. JOINT TRENCH AGREEMENT—Page 8 of 9 (May 9,2005) (between City of Kent and Qwest Re Military Road) 1 i IN WITNESS WHEREOF, the parties below have executed this Agreement. i WEST OF WASHIINGTONIV,INC. CITY OF KENT WAb( (Awdr I Print Name: Mark D. Schmidt Print Name. Title:Director Process Management Title DATE 06-" `W05 DATE NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: i QWEST CITY OF KENT Qwest City of Kent 23315 66th Avenue South 220 Fourth Avenue South Kent,WA 98032 Kent,WA 98032 Attn Jeff Watson Attn Chad Bjeren (253)372-5358(Desk) (253)856-5534(Desk) (877)506-3732 (Pager) (253)856-6500(Fax) (253)372-5174(Fax) APPROVED AS TO FORM: Kent Law Department i i JOINT TRENCH AGREEMENT—Page 9 of 9 (May 9,2005) (between Cory of Kent and Qwes[Re Military Road) Exlubit A Nbhtary Road Trench Agreement EXHIBIT A-JOINT TRENCH AGREEMENT—MIIITARY ROAD (between Ctty of Kent and Qwest) NIORery Road Trench Agr er* *QONDII 7AGE OF 70T FJ,iR-FTr� STATION LINEAR FT PSE CONCAST ��- ���, 3 Y � -QWESf CITY OF KENT� TOTAL 4+20 TO S+09 89 4 5714% 356 2 26 57% 179 0 0 m% 0 1 14 29% 89 7 ' S+09 TO 7+29 22D 6 66 67% 1320 2 2222% 440 0 000% 0 1 11 l l% 220 9 7+29 TO 7+S1 22 5 62 50% L30 2 25 00% 44 0 0 00% 0 1 12 50% 22 8 7+51 TO 7+88 37 4 40 DD% 148 2 20 00% 74 3 30 DO% Ill 1 10 00% 37 30 7+88 TO 8+90 102 4 44 44% 408 2 2222% 204 2 2222% 2D4 1 11 11% 202 9 e+90 TO 10+98 208 4 28 57% 832 2 14 29% 416 2 14 29% 426 6 42 86% 1248 14 30+98 TO 12+10 112 4 40 DD% 448 2 2D 00% 224 2 20 00% 224 2 20 00% 224 10 12+10 TO 13+98 188 4 5D 00% 752 2 25 DO% 376 0 0 DO% 0 2 25 00% 376 8 13+99 TO 14+80 82 4 57 14% 328 2 28 57% 164 0 0 DO% 0 1 14 29% 82 7 14+80 TO 14+99 19 6 66 67% 114 2 2222% 38 0 0 DO% 0 1 11 11% 19 9 14+99 TO 15+26 27 4 4444% 108 2 2222% S4 2 2222% 54 1 1111% 27 9 15+26 TO 18+00 274 4 57 14% 1D96 2 28 57% 548 0 0 00% 0 1 14 29% 274 7 18+00 TO 20+66 266 5 62 50% 1330 2 25 00% 532 0 000% 0 1 12 50% 266 8 20+66 TO 20+96 30 7 70 00% 210 2 20 00% 60 0 D OD% 0 1 10 00% 30 10 20+96 TO 21+80 84 7 63 64% 598 3 27 27% 2S2 0 0 00% 0 1 9 09% 94 11 21+80 TO 22+08 28 6 60 00% 168 3 30 00% 84 0 0 OD% 0 1 10 DO% 28 10 22+08 TO 22+SO 42 5 55 56% 210 3 33 33% 126 0 0 0D% 0 1 11 11% 42 9 22+30 TO 23+82 132 5 50 DO% 660 3 30 00% 396 0 0 00% 0 2 20 00% 264 10 23+92 TO 26+02 220 4 36 36% 800 2 18 18% 440 3 27 27% 660 2 18 18% 440 11 26+02 TO 26+45 43 6 4615% 2S8 2 15 38% 86 3 23 08% 129 2 15 38% 86 13 26+45 TO 26+56 Il 7 50 00% 77 2 14 29% 22 3 2143% 33 2 14 29% 22 14 26+56 TO 26+67 11 6 46 15% 66 2 15 38% 22 3 23 ca% 33 2 15 39% 22 13 26+67 TO 27+54 89 6 50 00% 534 2 16 67% 178 3 25 00% 267 1 8 33% 89 12 27+56 TO 27+89 33 4 40 00% 132 2 20 DO% 66 3 30 OD% 99 1 10 00% 33 10 £= 11133 R £= 5024 ft E- 2.230 ft 4126 ft lr _HtY.pN, M tnk,,�e STATION LINEAR FT. PSE CONCAST QWEST CITY OF KENT TOTAL SR 516 130 4 30 77% 520 2 15 38% 260 3 23 08% 390 4 30 77% 520 13 5+09 2 100 DO% 0 0 0 DO% 0 0 0 DO% 0 D 000% 0 2 7+31 157 1 25 DO% 157 1 25 00% 157 1 25 00% 157 1 25 00% 100 4 14+99 210 1 33 33% 210 0 0 m% 0 2 66 67% 420 0 0 00% 0 3 18+10 4 100 DD% 0 0 000% 0 0 000% 0 0 0 m% 0 4 22+08 1 1DO OD% D 0 000% 0 0 D00% 0 0 000% 0 1 23+02 151 7 4375% 1057 1 625% 151 3 1875% 453 5 3125% 500 16 26+45 1 100 OD% 0 0 000% 0 0 000% 0 0 000% 0 1 1424 ft = 308 ft 1030 ft E= 600 ft Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: JOINT TRENCH AGREEMENT WITH COMCAST —AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign a Joint Trench Agreement with Comcast for work on Military Road upon concurrence of the language by the Public Works Director and the City Attorney. 3. EXHIBITS: Public Works memorandum and Joint Trench Agreement 4. RECOMMENDED BY: Public Works Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6N PUBLIC WORKS DEPARTMENT Larry R Blanchard, Public Works Director Phone 253-856-5500. KEN T Fax 253-856�500 W A S H I N O T O N Address 220 Fourth Avenue S Kent,WA 98032-5895 DATE: May 27,2005 TO: Public Wor s ommittee FROM: Chad Bie , enior Project Engineer THROUGH Larry Blanchard,Public Works Director hy21J SUBJECT: Joint Trench Agreement with Comcast MOTION Recommend authorizing the Mayor to sign the Joint Trench Agreement with Comcast for work on Military Road upon concurrence of the language therein by the City Attorney and the Public Works Director SUMMARY: The Public Works Director recommends approval of the agreement and authorization for the Mayor to sign same upon concurrence of the final language by the City Attorney BUDGET IMPACT No Unbudgeted Fiscal/Personnel Impact BACKGROUND: As part of the S 228th Street Extension project Military Road will be widened to five lanes The overhead utilities need to be converted to underground in accordance with City ordinance Pursuant to the attached joint trench agreement, Comcast will pay the City to install Comcast conduit and vaults This allows the City to control the construction schedule for installation of Comcast's vault and conduit system, thus reducing construction time and minimizing construction-related traffic impacts Comcast will repay the City for work related to Comcast facilities based on bid prices submitted by the contractor with the lowest bid Bids for the project will be opened later in June ' Mayor White and Kent City Councd ] JOINT TRENCH AGREEMENT Between the City of Kent and Comcast for Military Road Improvements THIS AGREEMENT, is entered into between the City of Kent, a Washington municipal corporation ("Ctty"), and Comcast of Washington IV, Inc a Washington corporation ("Comcasf) RECITALS WHEREAS,the City is making right-of-way improvements to Military Road WHEREAS, it is the City's belief that, pursuant to local ordinance and the franchise agreement between the City and Comcast dated May 4, 1993, and the Franchise Clarification Agreement dated May 5, 2004, that these right-of-way improvements require Comcast to underground its facilities that are currently located above ground WHEREAS, relocation requires trenching within the right-of-way and the patties recognize the efficiencies of entering into an agreement whereby one trench will be dug for all of the parties to relocate their facilities ' AGREEMENT To facilitate construction of a}outt trench,the patties agree as follows 1. SCOPE OF WORK The City of Kent will advertise for construction bids and enter into a contract for the construction of a trench which shall include the City, Comcast, Qwest, and PSE facilities This trench will be placed along the west side of Military Road between Gai's Bakery located at 23009 Military Road South and one span north of the Military Road South/South 239'h Street intersection This trench will include an open cut trench crossing of SR 516 There will be approximately seven(7) trench crossings of Military Road to serve customers on the east side of the street All utilities will use these trenches 2. CONTRACTOR REQUIREMENTS The independent contractor hired by the City to perform this work shall be referred to as "the contractor" in this Agreement The contractor, pursuant to a contract with the City, shall excavate the trench, install City, PSE, and Qwest facilities, accommodate and coordinate the installation of Comcast facilities, install the bedding material, backfill and compact the trench, and perform any restoration required by the City, all to be performed in a good and workmanlike JOINT TRENCH AGREEMENT—Page 1 of 8 (May 3,2005) ' (between Cary of Kent and ComcartRe MthtaryRoad) manner consistent with industry standards The City represents that any such contract shall further require of contractor that the work be conducted in conformity with (i) the applicable i procedures and requirements of the parties as described herein, (u) all applicable laws, ordinances and regulations of any governmental authority, and, (iti) all applicable terms and provisions of the National Electric Safety Code, as may be amended, supplemented or replaced from time to time, including but not limited to those pertaining to protection and separation of conductors buried in earth ' 3. RESPONSIBILITY OF THE PARTIES I A Drawings Comcast shall provide engineering drawings to the City and obtain a permit from the City for the underground relocation of Coincast's facilities These drawings shall show in detail the location and elevation of the conduits, trench, and vaults, and shall include a general traffic control plan for activities not associated with installation of facilities within the contractor controlled open trench area B Installation Comcast shall be responsible for supplying and/or installing within the open trench their own facilities, including all conductors, vaults and conduits as outlined in subsection 3 D in a timely manner All right, title and interest in the facilities and associated equipment shall at all times remain with Comcast Parties hereto acknowledge and agree that Comcast shall in no event be required to remove their respective, affected aerial facilities prior to completion of the underground facilities in accordance with this Agreement, and so long as said ' installation is completed in conformity with this Agreement C Traffic Control. The City's contractor shall perform all traffic control associated with installation of facilities within the contractor controlled open trench area Comcast shall be responsible for providing traffic control during installation of facilities not associated with the controlled open trench area I iD Comcast Coordination. Comcast shall maintain continued coordination with the contractor regarding the installation of Comcast's facilities This coordination shall include but not be limited to the following 1 Timing of when and where materials will be delivered on-site 2 Time and duration of work including project schedule by Comcast's contractor to install facilities in the trench Once the contractor has given one week notice to ' Comcast of when the trenching work will begin, Comcast shall abide by the following schedule a Comcast shall have necessary manpower and equipment on site and shall have a three (3) hour window per day with which to complete installation of conduits when the trench is provided and plumb them into the vaults The City's contractor will install Comcast's conduit in the street crossings I JOINT TRENCH AGREEMENT—Page 2 of S (May 3,2005) (between City of Kent and Comcast Re Military Road) ' 1 ' b The City's contractor shall provide Comcast daily notification as to the exact timing of when Comcast's three(3)hour installation window will start c The City's contractor will excavate for and place Comcast vaults in the ' trench d Comcast shall coordinate closely with the City's contractor to provide all necessary materials in a timely manner ' 3 Location of where Comcast's contractor will begin the work 4 Coordination with other utility companies included in the joint trench for the placement of conduit This may include the staclang of conduits with another utility, and locating conduits below or around other vaults ' E Surveys The City will provide the survey for the location of the trench and vaults ' F Electron Not to Proceed If Comcast elects not to proceed with joining in the trench provided by the contractor, Comcast shall remain liable for completing all work within the approved permit at the time frame specified on the permit �. G Franchise. Comcast shall, if so required by the Washington State Department of Transportation C WSDOT"), submit for and obtain, at its cost, a utility franchise permit from the 'I WSDOT for its facilities that cross SR 516 The City has developed a traffic control plan for the crossing and the City agrees that Comcast may use this plan in its permit application 4. COMPENSATION A Trench costs Comcast agrees to pay the City a portion of the trench costs, including trench bedding and backfill, commensurate with their proportionate share of trench usage as shown in Exhibit A attached hereto and incorporated by this reference Preliminary ' costs will be agreed upon prior to construction based on an estimate from the bid accepted by the City Costs will be finalized after completion of construction to account for actual construction costs ' B Street Crossings Comcast agrees to pay for the installation costs for the City's contractor to install Comcast's conduits in the street crossings These costs are in addition to the ' trench costs outlined in subsection 4 A herein C Survey Comcast agrees to pay the reasonable costs for the City surveyor's time ' to provide vault locations and elevations and any other survey that may be required to locate and place Comcast facilities JOINT TRENCH AGREEMENT—Page 3 of 8 (May 3,2005) (between CIO of Kent and Comcast Re Military Road) D Traffic Control Comcast agrees to pay the City a proportionate share of traffic ' control set-up costs related to the contractor controlled open trench areas where Comcast facilities are present The proportionate share shall be based on trench usage as shown in Exhibit A Comcast shall be responsible for all traffic control costs during installations of Comcast ' facilities not associated with the controlled open trench area E Additional Expenses Comcast agrees to pay their proportionate share of , additional expenses incurred due to Comcast's approved change requests requiring additional trench depth or width and for unforeseen conditions, including but not limited to dewatering for ground water Comcast will not pay for any share of additional expenses incurred due to approved change requests from PSE, Qwest and/or the City F Claims by Contractor. Comcast agrees to pay the entire cost of any claims made by the contractor that are proximately caused by Comcast These claims may include delays caused by installing Comcast facilities, delays caused by Comcast providing materials, or any other conflicts between the contractor and Comcast's contractor ' G Vaults Comcast agrees to pay for the excavation, site preparation, and installation for their vaults separately and in addition to any survey costs and trench costs discussed above These additional costs shall be preliminarily determined from the bid price accepted by the City The cost to excavate for and install Comcast's vaults will be finalized after completion of construction to account for actual construction costs ' H Invoice Comcast agrees to pay the City within sixty(60) days of being invoiced by the City for amounts that the contractor has invoiced the City and wluch Comcast has agreed to pay under this Agreement I Defective or Unauthorized Work Per the terms of the agreement between the ' City and contractor, Comcast reserves the right to withhold payment from the City for any defective or unauthorized work performed by the contractor Defective or unauthorized work includes, without limitation work and materials that do not conform to the requirements of this Agreement, and extra work and materials furnished without Comcast's approval If for any , reason it is necessary to satisfactorily complete any portion of the work, Comcast may complete the work using its own means and the contractor shall be liable to Comcast for any additional costs incurred by Comcast "Additional costs" shall mean all reasonable costs, including legal , costs and attorney fees, incurred by the parties beyond the price included in the bid accepted by the City Comcast further reserves the right to offset the cost to complete the work, including any additional costs, from any and all amounts due or to become due the contractor , J Final Payment/Walver of Claims The making of final payment by the parties shall constitute a waiver of claims by the contractor, except those previously and properly made ' and identified by the contractor as unsettled at the time request for final payment is made JOINT TRENCH AGREEMENT-Page 4 of 8 (May 3,2005) ' (between City of Kent and Comcast Re MibtaryRoad) 5. CHANGES. Comcast shall submit any changes requested to be performed by the City's contractor to the City The City shalt submit this to the contractor, obtain a price from the contractor to j perform the work, and notify Comcast of this price Comcast shall have 24 hours from receiving the price from the City within which to respond If Comcast chooses not to accept the contractor's price then this work shall only be performed by Comcast according to a mutually agreed upon schedule with the contractor so as not to cause delay to the contractor ' 6. INDEMNIFICATION; LIENS AND ENCUMBRANCES. Each party shall defend, indemnify and hold the other party, their officers, officials, ' employees and agents harmless from any and all claims, injuries, damages, losses or suits including all legal costs and attorney fees, arising out of or in connection with the performance of the party's work required under this Agreement, except for injuries and damages caused by the negligence or willful misconduct of the other party The indemnification from Comcast to the City shall include all claims, injuries, damages, ' losses or suits from third parties arising out of the fact that the specific portion of the trench at j issue was being made available to Comcast for more than the three(3) hour time frame provided for in Section 3 D 2 by the contractor, except for injuries and damages caused by the negligence ' or willful misconduct of the City Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4 24 115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the parties, their iofficials, employees and agents, a parry's liability hereunder shall be only to the extent of the party's negligence The provisions of this section shall survive the expiration or termination of this Agreement ' No party,directly or indirectly, shall create or impose any hen on the property of another, or on the rights or title relating thereto, or any interest therein, or in this Agreement Each party shall promptly, at its own expense, take such action as may be necessary to duly discharge any ' lien created by it on the property of another 7. INSURANCE. tThe contract between the City and the contractor shall require that the contractor procure and maintain for the duration of the project insurance of the types and in the amounts described below against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work by the contractor, its agents, representative, employees, subconsultants or subcontractors JOINT TRENCH AGP EEMENT—Page 5 of 8 (May 3,2005) (between City ojKent and Comcast Re MiktaryRoad) I Automobile Liability insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage, and 2 Commercial General Liability insurance written on an occurrence basis with ' limits no less than $1,000,000 combined single limit per occurrence and general aggregate for personal injury, bodily injury and property damage , Coverage shall include but not be limited to blanket contractual, products/completed operations/broad form property damage, explosion, collapse and underground(XCU),and employer's liability , 3 Excess Liability insurance with limits not less than$1,000,000 per occurrence and aggregate ' Any payment of deductible or self insured retention shall be the sole responsibility of the contractor The parties, their officials, employees, agents and volunteers shall be named as , additional insureds on the insurance policy, as respects work performed by or on behalf of the parties and a copy of the endorsement naming the parties as additional insured shall be attached to the Certificate of Insurance, copies of which shall be provided to the parties pnor to ' commencement of construction by the contractor The contractor's insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought,except with respects to the limits of the insurer's liability ' i S. FRANCHISE AGREEMENT. ' The City and Comcast agree that as to future projects, by entering into this Agreement, neither party has waived any rights it may have under the existing franchise agreement between , the City and Comcast, and the City and Comcast expressly herem reserve such rights Notwithstanding anything in this Agreement to the contrary, Comcast's participation in the joint trench activity contemplated in this Agreement, and its very participation in this Agreement, shall in no event be construed as acceptance, affirmation or ratification of the City's construction , of Comcast's obligation to underground and enter into a writing pursuant to the franchise agreement, and parties understand and agree that the terms and conditions of this Agreement shall not be considered as a basis for future undergrounding projects that may be franchise- ' required 9. MISCELLANEOUS. A Compliance with Laws The parties shall comply with all federal, state and local laws, rules and regulations throughout every aspect in the performance of this Agreement JOINT TRENCH AGREEMENT-Page 6 of 8 (May 3, 2005) , (between City of Kent and Comcast Re Military Road) B Nonwwver of Breach The failure of a party to insist upon strict performance of any of the terms and rights contained herein, or to exercise any option herein conferred in one or more instances, shall not be constructed to be a waiver or relinquishment of those terms and rights and they shall remain in full force and effect C Governing Law This Agreement shall be governed and construed in accordance ' with the laws of the State of Washington If any dispute arises between the parties or between any party and the contractor under any of the provisions of this Agreement, resolution of that dispute shall be available only through the jurisdiction, venue and rules of the King County Superior Court, King County,Washington D Attorney's Fees To the extent not inconsistent with RCW 34 04 240, in any claim or lawsuit for damages ansmg from the parties' performance of this Agreement, each party shall be responsible for payment of its own legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, however, nothing in this subsection shall limit a parry's right to indemnification under Section 8 of this Agreement E Written Notice Alt communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of this Agreement, unless otherwise notified Any written notice shall become effective upon delivery, but in any event three(3)calendar days after the date of marling by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated on this Agreement F Modification No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of each of the affected parties G Severabihty If any one or more sections, sub-sections, or sentences of this Agreement are held to be unconstitutional or invalid,that decision shall not affect the validity of the remaining portion of this Agreement and the remainder shall remain in full force and effect H Relationship It is understood and agreed that no agency, employment, joint venture, co-employer or partnership is created by this Agreement No party hereto shall (i) have the power or authority to act for another in any manner to create obligations or debts which would be binding upon another, and, (ii)be responsible for any obligation or expense whatsoever of another I Force Maleure Parties shall not be deemed to be in breach of this Agreement if unable to perform their respective obligations hereunder as a result of the occurrence of an event of "force mateure," which shall include, but not be limited to, acts of God, acts of the government of the Umted States or of any state or political subdivision thereof, strikes, civil hots or disturbances, fire, floods, explosions, earthquakes, wind, storms, hurricanes, lightning or other similar catastrophes or other causes beyond the parties' reasonable control The scope of events of force majeure shall not extend to payment of money owed hereunder JOINT TRENCH AGREEMENT-Page 7 of 8 (May 3,2005) (between City of Kent and ComcastRe Military Road) K Enure Agreement The written provisions and terms of this Agreement, together , with any attached Exhibits, supersede all prior verbal statements by any representative of the City, and those statements shall not be construed as forming a part of or altering in any manner ' this agreement This Agreement and any attached Exhibits contain the entire Agreement between the parties Should any language in any Exhibit to this Agreement conflict with any language contained in this Agreement,the terms of this Agreement shall prevail , IN WITNESS WHEREOF, the parties below have executed this Agreement COMCAST OF WASHINGTON IV,INC. CITY OF KENT , klll�/Z& Print 14ame ken Rhoades Print Name , Title Area Vice President Title DATE DATE , NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: ' COMCAST CITY OF KENT CQmcast City of Kent , 4020 Auburn Way N 220 Fourth Avenue South Auburn_WA 98002 Kent_WA 98032 Attn Jim Nies Attn Chad Breren 253 288-7531(Desk) (253) 856-5534(Desk) 206) 571-8893 (Cell) (253) 856-6500(Fax) (253)288-7500(Fax) ' With a copy to APPROVED AS TO FORM: , Comcast Cable Communications, LLC 1500 Market Street , Philadelphia, PA 19102 Kent Law Department Attention General Counsel P tChMFILES1OpmiFaecll1177-200NmR{'rtn�Mlm[yRoeLdcc ' JOINT TRENCH AGREEMENT-Page 8 of 8 (May 3,2005) (between City of Kent and Conz=t Re MihtaryRoad) ' I r Ex}ubrt A 1ltihtary Road Trench Agreement ,I i r EXHIBIT A-TOINT TRENCH AGREEMENT—MILITARY ROAD ' (between City of Kent and Comcast) Milk"Read Trench Agreement , pCONDUITY7jV„E,�,CFi.jj4GE OFTOTA47^J.T,�„EAW i STATION LINEAR FT PSE COMCAST QWEST CITY OF KENT TOTAL 4+20 TO S+09 89 4 57 14% 356 2 28 57% 179 0 0 0D% 0 1 14 29% 89 7 ' S+09 TO 7+29 22D 6 66 67% 1320 2 22 22% 44D 0 0 OD% 0 1 Il ll% 220 9 7+29 TO 7+51 22 5 62 50% 110 2 25 DO% 44 0 0 00% 0 1 12 50% 22 e 7+51 TO 7+88 37 4 40 DO% 148 2 20 DO% 74 3 30 00% 111 1 10 00% 37 10 7+88 TO 8+90 102 4 44 44% 408 2 22 22% 204 2 22 22% 204 1 11 ll% 102 9 8+90 TO 10+98 20B 4 28 57% 832 2 14 29% 416 2 14 29% 416 6 42 86% 1248 14 10+98 TO 12+10 112 4 40 00% 448 2 20 DO% 224 2 20 00% 224 2 20 OD% 224 10 12+10 TO 13+98 188 4 50 DO% 752 2 25 00% 376 0 0 00% 0 2 25 OD% 376 6 13+98 TO 14+80 82 4 57 14% 328 2 28 57% 164 0 0 00% 0 1 14 29% 82 7 14+80 TO 14+99 19 6 66 67% 114 2 22 22% 38 0 0 00% 0 1 11 11% 19 9 14+99 TO 15+26 27 4 44 44% 308 2 22 22% 54 2 22 22% 54 L 11 11% 27 9 ' 15+26 TO 18+00 274 4 5714% ID96 2 2852% 548 0 00096 D 1 142996 274 7 16+00 TO 20+66 266 5 62 50% 1330 2 25 00% 532 0 0 00% D 1 12 50% 266 8 20+66 TO 20+96 30 7 70 00% 210 2 20 00% 60 0 0 00% 0 L 10 00% 30 10 20+94 TO 21+80 84 7 63 64% 588 3 27 279b 252 0 0 OD% 0 1 9 09% 84 11 21+80 TO 22+08 28 6 600096 168 3 3000% 84 0 0OD% 0 1 1000% 28 LO , 22+09 TO 22+50 42 5 55 56% 210 3 33 33% 126 0 0 OD% 0 l I1 ll% 42 9 22+50 TO 23+82 132 5 50 DO% 66D 3 30 00% 396 0 0 00% 0 2 20 00% 264 10 23+82 TO 26+02 220 4 36 36% 880 2 1918% 440 3 27 27% 660 2 18 18% 440 11 26+02 TO 26+45 43 6 46 15% 258 2 15 38% 86 3 23 08% 129 2 15 36% 86 13 26+45 TO 26+56 11 7 50 OD% 77 2 14 29% 22 3 2143% 33 2 14 29% 22 14 , 26+56 TO 26+67 11 6 46 15% 66 2 15 38% 22 3 23 08% 33 2 15 38% 22 13 26+67 TO 27+56 89 6 50 00% 534 2 16 67% 178 3 25 00% 267 1 6 33% 89 12 27+56 TO 27+89 33 4 40 00% 132 2 20 00% 66 3 30 00% 99 1 10 00% 33 10 11133 ft Z= 5�0�2y4��/ft�p,� ��w 2�2y300 R = 4126 ft 3{.4'Y'�eML'N9 'PIr�Ca`iT�"'#CnlKC1M!] &ffl_">-iaLR11111MPWT�UNEA:.Y.V1 AM.' __ STATION LINEAKFT. PSE COMCAST QWESf CITY OF KENT TOTAL SR S16 130 4 30 77% 520 2 15 38% 260 3 23 08% 390 4 30 77% 520 13 5+09 2 100 OD% 0 0 0 D0% 0 0 0 00% 0 0 0 OD% 0 2 7+51 157 1 25 DO% 157 1 25 DO% 157 1 25 00% 157 1 25 00% 100 4 ' 14+99 210 1 33 33% 210 0 0 00% 0 2 66 67% 420 0 0 00% 0 3 16+10 4 100 009k 0 0 0 00% 0 0 00096 0 0 0 OD% 0 4 22+08 L 100 00% 0 O 0 00% 0 0 0 00% 0 0 0 00% 0 1 23+82 151 7 43 75% 1057 1 6 2S% 151 3 18 75% 453 5 31 25% 500 16 26+45 1 LOD 00% 0 0 0 DD% 0 0 0 00% 0 0 0 00% 0 1 , = 1424 ft = 308 ft 1030 ft = 600 ft Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: SOUTH 228TH STREET EXTENSION CONSULTANT SERVICES CONTRACT—AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign consultant services agreements for the following disciplines. structural engineering for Riverview Boulevard Bridge and Military Road retaining walls; utility seismic designer; wetland mitigation inspection and wetland mitigation monitoring; inspection services for structural, geotechnical, materials testing and roadway construction; traffic signal design; and real property appraiser and property negotiation services. 3. EXHIBITS: Public Works memorandum 4. RECOMMENDED BY: Public Works Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: ' Councilmember moves, Councilmember seconds 1 DISCUSSION: ACTION: Council Agenda Item No. 60 1 PUBLIC WORKS DEPARTMENT ' Larry R Blanchard, Public Works Director . Phone 253-856-5500 K E N T Fax 253-856-6500 W A S H I N 6 T O N Address 220 Fourth Avenue S Kent,WA 98032-5895 ' DATE: May 31,2005 TO: Public Works Committee FROM: Tim LaPorte,Design Engineering S pervisor ' THROUGH Larry Blanchard, Public Works Director SUBJECT: S. 228th Street Extension Consultant Services Contracts MOTION Recommend authorizing the Mayor to sign consultant services agreements for the following disciplines structural engineering for Riverview Boulevard Bridge and Military Road retaining walls, utility seismic designer, wetland mitigation inspection and wetland mitigation monitoring, inspection services for structural, geotechnical, materials testing, and roadway construction, traffic signal design, and,real property appraiser and property negotiator SUMMARY: Public Works will need to utilize consultants to complete specialized design elements of the S 228th Street Extension project Consultants will be selected in the next few months to assist with the completion of structural plans and specifications,right of way purchase, and construction inspection Authorizing the Mayor to sign the contracts for these services will allow work to begin as soon as possible and will help to keep the project on schedule BUDGET IMPACT No Unbudgeted Fiscal/Personnel Impact—The costs for these contracts were already accounted for in the S 2281h Street Extension project budget BACKGROUND: As part of the S 228th Street Extension project,Riverview Boulevard will be extended southward to meet S 228th Street. Riverview Boulevard will pass over S 228th Street on a new bridge The Public Works Department has begun the process to select a structural engineering consultant to design the bridge The bridge is scheduled to go out for bids in October. Construction inspection services will be needed in areas such as structural,geotechnical,and materials testing As part of the S 228th Street Extension,the Military Road/SR 516 signal system will be replaced and new signals will be installed at Military RoadlS 228th Street and at Lakeside Boulevard/S 228th Street The Public Works Department will be selecting a consultant in June to design the three signal systems Mayor White and Kent City Council I Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: PACIFIC HIGHWAY SOUTH CONSULTANT SERVICES CONTRACT—AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign consultant services agreements for wetland mitigation inspection and wetland mitigation monitoring upon concurrence from the City Attorney and Public Works Director. i 1 3. EXHIBITS: Public Works memorandum 4. RECOMMENDED BY: Public Works Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? _ Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ L6. CITY COUNCIL ACTION: ' Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6P PUBLIC WORKS DEPARTMENT Larry R Blanchard, Public Works Director Phone 253-856-5500 IK E N T Fax 253-856-6500 W A S H I N CS T O N Address 220 Fourth Avenue 5 Kent,WA 98032-5895 1 DATE: June 1,2005 TO: Public Works Committee FROM: Tim LaPorte,Design Engineering Supervisor THROUGH Larry Blanchard,Public Works Director SUBJECT: Pacific Highway South Consultant Services Contract MOTION Recommend authorizing the Mayor to sign a consultant services agreement for wetland mitigation inspection and wetland mitigation monitoring upon concurrence from the City Attorney and Public Works Director SUMMARY: Public Works needs to hire inspection and wetland monitoring experts to complete the wetland mitigation for the Pacific Highway South project Selection of the consultants would take place this summer,and the work would be completed this summer and autumn IBUDGET IMPACT No Unbudgeted Fiscal/Personnel Impact—The costs for these contracts were already accounted for in the project budget IBACKGROUND: The Corps of Engineers has issued a permit for wetland fill related to the Pacific Highway South HOV project The permit requires the City to complete a wetland mitigation project on the Birk Property, which is located off of 25th Ave. South near S 260th Street Design plans for the project have already been completed This request would allow Public Works to hire an inspector to oversee construction of the project, and a consultant to monitor the wetland—a requirement of the permit Mayor White and Kent City Council l ' Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: W & H PACIFIC CONTRACT FOR PACIFIC HIGHWAY SOUTH INSPECTION SERVICES — AUTHORIZE 2. SUMMARY STATEMENT: Authorize the Mayor to sign the Local Agency Standard Consultant Agreement with W & H Pacific for inspection services on the Pacific Highway South HOV Lanes Project upon concurrence from the City Attorney and Public Works Director. 3. EXHIBITS: Public Works memorandum and Local Agency Standard Consultant agreement 4. RECOMMENDED BY: Public Works Committee (Committee, Staff, Examiner, Commission, etc ) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount S Unbudgeted Revenue: Fund Amount S 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds t DISCUSSION: ACTION. Council Agenda Item No. 6Q PUBLIC WORKS DEPARTMENT Larry Blanchard Public Works Director Phone 253-856-5500 Fax 253-856-6500 KENT WASHINGTON Address 220 Fourth Avenue S Kent,WA 98032-5895 DATE: June 6,2005 TO: Public Works Committee FROM: Stan Wade, Construction Engineering Manager THROUGH Larry Blanchard, Public Works Director SUBJECT: W & H Pacific Contract MOTION Recommend authorizing the Mayor to sign the contract with W & H Pacific for 1 $188,000 00 to provide the City of Kent inspection services on the Pacific Highway South HOV Lanes project upon concurrence of the language therein by the City Attorney and Public Works Director 1 . SUMMARY: This contract will provide the City of Kent construction inspection assistance for ' the Pacific Highway South HOV Lanes project Specific work will consist of project submittal review and approval, federal and state document compliance preparation and auditing, training Kent personnel in federal and state document compliance, field inspection,project record keeping and filing, contractor communications and RFI(request for information) review, and miscellaneous duties as assigned. BUDGET IMPACT•There will be no unbudgeted fiscal impacts as a result of this contract BACKGROUND: The Pacific Highway South HOV Lane construction project is a Federal Highway Administration funded project Inspection services and project documentation are strictly regulated by both the State of Washington and the Federal Government and require a 1 much higher level of administrative oversight and control than the current City of Kent Construction Management Team is able to provide The consulting firm of W & H Pacific is one of only a few firms whose management and numerous of its employees are former WSDOT (Washington State Department of Transportation) employees who possess unique qualities to provide the oversight, assistance and training necessary to successfully complete this project within the legal guidelines Mayor White and Kent City Council ] Consultant/Addresslrelephone Local Agency W&H Pacific Standard Consultant 3350 Monte Villa Parkway Agreement Bothell,Washington 98021 Agreement Number LA-4296 (425)951-4860 Federal Aid Number Project Title And Work Description STPUL-099(060) Pacific Highway S HOV Lanes Agreement Type(Choose one) Provide inspector to perform field observations of ❑Lump Sum the Contractor's activities Lump Sum Amount $ ❑Cost Plus Fixed Fee Overhead Progress Payment Rate % DEA Participation Overhead Cost Method ❑Yes N No % ❑Actual Cost WBE Participation ❑Actual Cost Not To Exceed % ❑Yes N No % Federal ID Number or Social Security Number ❑Fixed Rate % 91-1412195 �. Fixed Fee $ Do you require a 1099 for IRS9 Completion Date Specific Rates Of Pay N Yes ❑No December 31,2006 ® N Negotiated Hourly Rate Total Amount Authorized$ 188,785 00 ❑Provisional Hourly Rate Management Reserve Fund$ ❑Cost Per Unit of Work Maximum Amount Payable$ 188,785 00 THIS AGREEMENT,made and entered into this 24th day of May 2005 between the Local Agency of City of Kent Washington, hereinafter called the "AGENCY", and the above organization hereinafter called the"CONSULTANT" WITNESSETH THAT WHEREAS, the AGENCY desires to accomplish the above referenced project,and WHEREAS, the AGENCY does not have sufficient staff to meet the required commitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide the necessary services for the PROJECT, and WHEREAS, the CONSULTANT represents that he/she is In compliance with the Washington State Statutes relating to professional registration, if applicable, and has signified a willingness to furnish Consulting services to the AGENCY, i NOW THEREFORE, in consideration of the terns,conditions,covenants and performance contained herein, or attached and incorporated and made a part hereof, the parties hereto agree as follows DOT Form 140-089 EF Page 1 of 8 Revised 12199 I All reports,PS&E materials,and other data,furnished GENERAL DESCRIPTION OF WORK to the CONSULTANT by the AGENCY shall be returned All designs,drawings,specifications, The work under this AGREEMENT shall consist of documents,and other work products prepared by the the above described work and services as herein CONSULTANT prior to completion or termination of defined and necessary to accomplish the completed this AGREEMENT are instruments of service for this work for this PROJECT The CONSULTANT shall PROJECT and are property of the AGENCY Reuse furnish all services,labor and related equipment by the AGENCY or by others acting through or on necessary to conduct and complete the work as behalf of the AGENCY of any such instruments of designated elsewhere in this AGREEMENT service,not occurring as a part of this PROJECT, shall be without liability or legal exposure to the (( CONSULTANT SCOPE OF WORK IV The Scope of Work and project level of effort for this TIME FOR BEGINNING AND COMPLETION project is detailed in Exhibit"B"attached hereto,and I by this reference made a part of this AGREEMENT The CONSULTANT shall not begin any work under t the terms of this AGREEMENT until authorized in III writing by the AGENCY All work under this GENERAL REQUIREMENTS AGREEMENT shall be completed by the date shown in the heading of this AGREEMENT under All aspects of coordination of the work of this completion date AGREEMENT,with outside agencies,groups or individuals shall receive advance approval by the The established completion time shall not be extended AGENCY Necessary contacts and meetings with because of any delays attributable to the CONSULT- agencies,groups or individuals shall be coordinated ANT,but may be extended by the AGENCY,m the through the AGENCY event of a delay attributable to the AGENCY,or because of unavoidable delays caused by an act of The CONSULTANT shall attend coordination, GOD or governmental actions or other conditions progress and presentation meetings with the beyond the control of the CONSULTANT A prior AGENCY or such Federal,Community,State,City supplemental agreement issued by the AGENCY is or County officials,groups or individuals as may be required to extend the established completion time requested by the AGENCY The AGENCY will provide the CONSULTANT sufficient notice prior V to meetings requiring CONSULTANT participation PAYMENT The minimum number of hours or days notice— required shall be agreed to between the AGENCY The CONSULTANT shall be paid by the AGENCY and the CONSULTANT and shown in Exhibit"B" for completed work and services rendered under this AGREEMENT as provided In Exhibit"C attached attached hereto and made part of this AGREEMENT The CONSULTANT shall prepare a monthly hereto,and by this reference made part of this progress report, in a form approved by the AGENCY, AGREEMENT Such payment shall be full compen- sationthat will outline in written and graphical form the for work performed or services rendered and venous phases and the order of performance of the for all labor,materials,supplies,equipment,and incidentals necessary to complete the work work in sufficient detail so that the progress of the work can easily be evaluated Goals for Disadvan- specified in Section II,"Scope of Work" The taged Business Enterprises(DBE)and Women CONSULTANT shaft conform with all applicable Owned Business Enterprises(WBE)if required shall portions of 48 CFR 31 be shown in the heading of this AGREEMENT Page 2 of 8 • V1 employees of the CONSULTANT only and not of the SUBCONTRACTING AGENCY,and any and all claims that may or might The AGENCY permits subcontracts for those items arise under any Workmen's compensation Act on of work as shown in Exhibit G to this Agreement behalf of said employees or other persons while so engaged,and any and all claims made by a thud party Compensation for this subconsultant work shall be as a consequence of any act or omission on the part of based on the cost factors shown on Exhibit G,at- the CONSULTANT's employees or other persons tached hereto and by this reference made a part of this while so engaged on any of the work or services AGREEMENT provided to be rendered herein,shall be the sole The work of the subconsultant shall not exceed its obligation and responsibility of the CONSULTANT maximum amount payable unless a prior written The CONSULTANT shall not engage,on a full or approval has been issued by the AGENCY part time basis,or other basis,during the period of the All reimbursable direct labor,overhead,direct non- contract,any professional or technical personnel who salary costs and fixed fee costs for the subconsultant are,or have been,at any time dunng the period of the shall be substantiated in the same manner as outlined contract,in the employ of the United States Depart- in Section V All subcontracts exceeding$10,000 in ment of Transportation,the STATE,or the cost shall contain all applicable provisions of this AGENCY,except regularly rebred employees, AGREEMENT without written consent of the public employer of The CONSULTANT shall not subcontract for the such person performance of any work under this AGREEMENT Vill without prior written permission of the AGENCY No NONDISCRIMINATION permission for subcontracting shall create,between the AGENCY and subcontractor,any contract or any The CONSULTANT agrees not to discriminate L other relationship against any client, employee or applicant for employ- ment or for services because of race,creed,color, VII national ongin,mantal status,sex,age or handicap EMPLOYMENT except for a bona fide occupational qualification with The CONSULTANT warrants that he/she has not regard to,but not limited to the following employ- ment upgrading,demotion or transfer,recrrxtment or employed or retained any company or person,other any recruitment advertising,a layoff or terminations, than a bona fide employee working solely for the rates of pay or other forms of compensation,selection CONSULTANT,to solicit or secure this contract,and for training,rendition of services The CONSULT- that it has not paid or agreed to pay any company or ANT understands and agrees that if it violates this person,other than a bona fide employee working provision,this AGREEMENT may be terminated by solely for the CONSULTANT, any fee,commission, the AGENCY and further that the CONSULTANT percentage, brokerage fee, gift,or any other consider- shall be barred from performing any services for the abon,contingent upon or resulting from the award or AGENCY now or in the future unless a showing is making of this contract For breach or violation of this made satisfactory to the AGENCY that discnnina- warrant,the AGENCY shall have the right to annul tory practices have terminated and that recurrence of this AGREEMENT without liability,or in its discre- such action is unlikely tion,to deduct from the AGREEMENT pnce or consideration or otherwise recover the full amount of During the performance of this AGREEMENT,the such fee,commission,percentage,brokerage fee,gift, CONSULTANT,for itself,its assignees and or contingent fee successors in interest agrees as follows Any and all employees of the CONSULTANT or A COMPLIANCE WITH REGULATIONS The other persons while engaged in the performance of CONSULTANT shalt comply with the Regula- I any work or services required of the CONSULTANT bons relative to nondiscrimination in the same under this AGREEMENT,shalt be considered manner as in Federal-assisted programs of the Page 3 of 8 Department of Transportation.Title 49,Code of sive possession of another who fails or refuses to Federal Regulations, Part 21, as they may be furnish this information the CONSULTANT shall , amended from time to time, (hereinafter referred so certify to the AGENCY,or the United States to as the Regulations),which are herein incorpo- Department of Transportation as appropriate,and rated by reference and made a part of this shall set forth what efforts it has made to obtain AGREEMENT The consultant shall comply the information with the American Disabilities Act of 1992,as E SANCTIONS FOR NONCOMPLIANCE In the amended event of the CONSULTANT's noncompliance 8 NONDISCRIMINATION-The CONSULTANT, with the nondiscrimination provisions of this with regard to the work performed by it during the AGREEMENT,the AGENCY shall impose AGREEMENT,shag not discrirrunate on the such sanctions as it or the Federal Highway grounds of race,creed,color,sex,age,marital Administration may determine to be appropriate, status,national origin or handicap except for a including,but not limited to, bona fide occupational qualification in the selec- t Withholding of payments to the CONSULT- tion and retention of subconsultants, including ANT under the AGREEMENT until the procurements of materials and leases of equip- CONSULTANT complies,and/or ment The CONSULTANT shall not participate either directly or indirectly in the discrimination 2 Cancellation,termination or suspension of the prohibited by Section 21 5 of the Regulations, AGREEMENT,in whole or in part including employment practices when the contract covers a program set forth in Appendix II of the F INCORPORATION OF PROVISIONS The Regulations CONSULTANT shall include the provisions of paragraphs(A)through(G)in every subcontract, C SOLICITATIONS FOR SUBCONSULTANTS, including procurements of materials and leases of INCLUDING PROCUREMENTS OF MATERI- equipment,unless exempt by the Regulations or ALS AND EQUIPMENT In all solicitations directives issued pursuant thereto The CON- either by competitive bidding or negotiation made SULTANT shall take such action with respect to by the CONSULTANT for work to be performed any subconsultant or procurement as the under a subcontract,including procurements of AGENCY or the Federal Highway Administra- materials or leases of equipment,each potential tion may direct as a means of enforcing such subconsultant or supplier shall be notified by the provisions including sanctions for noncompti- CONSULTANT of the CONSULTANT's ance,provided,however,that,in the event a obligations under this AGREEMENT and the CONSULTANT becomes involved in,or is Regulations relative to nondiscrimination on the threatened with,litigation with a subconsultant or grounds of race,creed,color,sex,age,marital supplier as a result of such direction,the CON- status,national origin and handicap ULTANT may request the AGENCY to enter D INFORMATION AND REPORTS The into such litigation to protect the interests of the CONSULTANT shall provide all information AGENCY,and in addition,the CONSULTANT and reports required by the Regulations,or may request the United States to enter into such directives issued pursuant thereto,and shall litigation to protect the interests of the United States permit access to its books, records, accounts, other sources of information,and its facilities as G UNFAIR EMPLOYMENT PRACTICES The may be determined by the AGENCY to be CONSULTANT shall comply with RCW pertinent to ascertain compliance with such 49 60 180 Regulations or directives Where any information required of the CONSULTANT is in the exclu- Page 4 of 8 ' IX In the event of the death of any member,partner or TERMINATION OF AGREEMENT officer of the CONSULTANT or any of its superva The right is reserved by the AGENCY to terminate sory personnel assigned to the project,or,dissolution this AGREEMENT at any time upon ten days written of the partnership,termination of the corporation,or notice to the CONSULTANT disaffiliation of the principally involved employee, the surviving members of the CONSULTANT hereby In the event this AGREEMENT is terminated by the agree to complete the work under the terms of this AGENCY other than for default on the part of the AGREEMENT,if requested to do so by the CONSULTANT,a final payment shall be made to the AGENCY The subsection shall not be a bar to CONSULTANT as shown in Exhibit F for the type of renegotiation of the AGREEMENT between the AGREEMENT used surviving members of the CONSULTANT and the AGENCY,if the AGENCY so chooses No payment shall be made for any work completed after ten days following receipt by the CONSULT- In the event of the death of any of the parties listed in ANT of the Notice to terminate If the accumulated the previous paragraph,should the surviving members payment made to the CONSULTANT prior to Notice of the CONSULTANT,with the AGENCY's concur- of Termination exceeds the total amount that would rence,desire to terminate this AGREEMENT, be due computed as set forth herein above,then no payment shall be made as set forth in the second final payment shall be due and the CONSULTANT paragraph of this section shall immediately reimburse the AGENCY for any excess paid Payment for any part of the work by the AGENCY shall not constitute a waiver by the AGENCY of any If the services of the CONSULTANT are terminated remedies of any type it may have against the CON- by the AGENCY for default on the part of the CON- SULTANT for any breach of this AGREEMENT by SULTANT,the above formula for payment shall not the CONSULTANT,or forfarlure of the CONSULT- apply In such an event,the amount to be paid shall be ANT to perform work required of it by the determined by the AGENCY with consideration AGENCY Forbearance of any rights under the given to the actual costs incurred by the CONSULT- AGREEMENT will not constitute waiver of entitle- ANT in performing the work to the date of ment to exercise those rights with respect to any 1 termination,the amount of work originally required future act or omission by the CONSULTANT which was satisfactorily completed to date of termina- X bon,whether that work is in a form or a type which is CHANGES OF WORK usable to the AGENCY at the time of termination, the cost to the AGENCY of employing another firm The CONSULTANT shall make such changes and to complete the work required and the time which revisions in the complete work of this AGREEMENT maybe required to do so,and other factors which as necessary to correct errors appearing therein,when affect the value to the AGENCY of the work per- required to do so by the AGENCY,without additional formed at the time of termination Under no compensation thereof Should the AGENCY find rt circumstances shall payment made under this subsec- desirable for its own purposes to have previously bon exceed the amount which would have been made satisfactorily completed work or parts thereof using the formula set forth in the previous paragraph changed or revised,the CONSULTANT shalt make If it is determined for any reason that the CONSULT- such revisions as directed by the AGENCY This ANT was not in default or that the CONSULTANT's work shall be considered as Extra Work and will be failure to perform is without it or it's employee's fault paid for as herein provided under Section XIV or negligence,the termination shall be deemed to be a termmabon for the convenience of the AGENCY in accordance with the provision of this AGREEMENT Page 5 of 8 XI that nothing herein shag require a CONSULTANT to DISPUTES indemnify the AGENCY and the STATE against and Any dispute concerning questions of fact in conrtec- hold harmless the AGENCY and the STATE from claims,demands or suits based solely upon the tion with the work not disposed of by AGREEMENT conduct of the AGENCY and the STATE,then between the CONSULTANT and the AGENCY shall agents,officers and employees and provided further be referred for determination to the Director of Public that of the Gams or scats are caused by or result from Works or AGENCY Engineer,whose decision in the the concurrent negligence of(a)the matter shall be final and binding on the parties of this CONSULTANT's agents or employees and(b)the AGREEMENT,provided however,that if an action is AGENCY and the STATE,their agents,officers and brought challenging the Director of Public Works or employees,this indemnity provision with respect to AGENCY Engineer's decision,that decision shall be subject to de novo judicial review (1)claims or suits based upon such negligence, (2)the costs to the AGENCY and the STATE of defending XII such claims and suits,etc shall be valid and enforce- VENUE, APPLICABLE LAW AND able only to the extent of the CONSULTANT's , PERSONAL JURISDICTION negligence or the negligence of the CONSULTANT's agents or employees In the event that either party deems it necessary to institute legal action or proceedings to enforce any The CONSULTANT's relation to the AGENCY shall right or obligation under[his AGREEMENT,the be at all times as an independent contractor parties hereto agree that any such action shall be The CONSULTANT specifically assumes potential initiated in the Superior court of the State of Washing- liability for actions brought by the CONSULTANT'S ton,situated In the county the AGENCY is located in own employees against the AGENCY and,solely for , The parties hereto agree that all questions shall be the purpose of this indemnification and defense,the resolved by application of Washington law and that CONSULTANT specifically waives any immunity the parties to such action shall have the right of appeal under the state industrial insurance law.Title 51 from such decisions of the Superior court in accor- RCW The CONSULTANT recognizes that this dance with the laws of the State of Washington The waiver was specifically entered into pursuant to the CONSULTANT hereby consents to the personal provisions of RCW 4 24 115 and was the subject of jurisdiction of the Superior court of the State of ` mutual negotiation Washington,situated in the county in which the AGENCY is located in Unless otherwise specified in the AGREEMENT,the AGENCY shall be responsible for administration of XIII construction contracts, If any,on the project Subject LEGAL RELATIONS AND INSURANCE to the processing of an acceptable,supplemental The CONSULTANT shall comply with all Federal, agreement,the CONSULTANT shall provide on-call State,and local laws and ordinances applicable to the assistance to the AGENCY during contract adminis- work to be done under this AGREEMENT This tration By providing such assistance,the AGREEMENT shall be interpreted and construed in CONSULTANT shall assume no responsibility for accord with the laws of Washington proper construction techniques,job site safety,or any construction contractor's failure to perform its work The CONSULTANT shall indemnify and hold the in accordance with the contract documents AGENCY and the STATE,and their officers and employees harmless from and shall process and The CONSULTANT shall obtain and keep in force defend at its own expense all claims,demands,or during the terms of the AGREEMENT,or as other- suits at law or equity arising in whole or In part from wise required,the following insurance with the CONSULTANT's negligence or breach of any of companies or through sources approved by the State Its obligations under this AGREEMENT,provided Insurance Commissioner pursuant to RCW 48 Page 6 of 8 XIV Insurance Coverage EXTRA WORK A Worker's compensation and employer's liability A The AGENCY may at any time,by written order, insurance as required by the STATE make changes within the general scope of the AGREEMENT in the services to be performed B General commercial liability insurance in an amount not less than a single limit of one million B If any such change causes an increase ordecrease and 001100 Dollars($1,000,000 00)for bodily in the estimated cost of,or the time required for, ' injury,including death and property damage performance of any part of the work under this per occurrence AGREEMENT,whether or not changed by the order,or otherwise affects any other terms and Excepting the Worker's Compensation insurance and conditions of the AGREEMENT,the AGENCY any professional liability insurance secured by the shall make an equitable adjustment in the CONSULTANT,the AGENCY will be named on all (1)maximum amount payable,(2)delivery or certificates of insurance as an additional insured The completion schedule,or both,and(3)other CONSULTANT shall fumish the AGENCY with affected terns and shall modify the AGREE- verification of insurance and endorsements required MENT accordingly by this AGREEMENT The AGENCY reserves the right to require complete,certified copies of all C The CONSULTANT must submit its'request required insurance policies at any time for equitable adjustment'(hereafter referred to as claim)under this clause within 30 days from All insurance shall be obtained from an insurance the date of receipt of the written order However, company authorized to do business in the State of if the AGENCY decides that the facts justify it, ' Washington The CONSULTANT shall submit a the AGENCY may receive and act upon a claim venfication of insurance as outlined above within submitted before final payment of the 14 days of the execution of this AGREEMENT to AGREEMENT the AGENCY D Failure to agree to any adjustment shall be a No cancellation of the foregoing policies shall be dispute under the Disputes clause However effective without thirty(30)days prior notice to nothing in this clause shall excuse the CON- the AGENCY SULTANT from proceeding with the The CONSULTANT's professional liability to the AGREEMENT as changed AGENCY shall be limited to the amount payable E Notwithstanding the terms and condition of underthis AGREEMENT or one million dollars, paragraphs(a)and (b)above,the maximum whichever is the greater unless modified by amount payable for this AGREEMENT,shall Exhibit H In no case shall the CONSULTANT's not be increased or considered to be increased professional liability to third parties be limited in except by specific wntten supplement to this any way AGREEMENT The AGENCY will pay no progress payments XV under Section V until the CONSULTANT has fully ENDORSEMENT OF PLANS complied with this section This remedy is not exclu- sive,and the AGENCY and the STATE may take The CONSULTANT shall place his endorsement on such other action as is available to them under other all plans, estimates or any other engineering data Provisions of this AGREEMENT,or otherwise in taw furnished by him Page 7 of 8 XVI XVII I FEDERAL AND STATE REVIEW COMPLETE AGREEMENT The Federal Highway Administration and the This document and referenced attachments contains Washington State Department of Transportation all covenants,stipulations and provisions agreed upon shall have the right to participate in the review or by the parties No agent,or representative of either examination of the work in progress party has a ithonty to make,and the parties shall not be bound by or be liable for,any statement,represen- XVII tation,promise or agreement not set forth herein No CERTIFICATION OF THE CONSULTANT AND THE AGENCY changes,amendments,or modifications of the terns hereof shall be valid unless reduced to writing and Attached hereto as Exhibit`A-1%are the signed by the parties as an amendment to this Certifications of the Consultant and the Agency, AGREEMENT Exhibit"A-2"Certificabon regarding debarment. XIX suspension and other responsibility matters-primary EXECUTION AND ACCEPTANCE covered transactions,Exhibd"A-3"Certification regarding the restrictions of the use of Federal funds This AGREEMENT may be simultaneously executed for lobbying,and Exhibit`A-4"Certificate of Current in several counterparts,each of which shall be j Cost or Pricing Data Exhibits"A-3"and"A-4"are deemed to be an original having identical legal effect only required in Agreements over$100,000 The CONSULTANT does hereby ratify and adopt all statements,representations,warranties,covenants, and agreements contained in the proposal,and the I supporting materials submitted by the CONSULT- ANT.and does hereby accept the AGREEMENT and ' agrees to all of the terms and conditions thereof In witness whereof,the parties hereto have executed this AGREEMENT as of the day and year first above written By By Consultant W&H Pacific Agency City of Kent Page 8 of 8 ConsultantlAddress/Telephone Supplemental Signature W&HPacific Page for 3350 Monte Villa Parkway Standard Consultant Bothell,Washington 98021 Agreement Agreement Number Protect Title And Work Description LA-4296 Pacific Highway S HOV Lanes Federal Aid Number STPUL-099(060) Provide inspector to perform field observations Local Agency of the Contractor's activities City of Kent THIS AGREEMENT, made and entered into this 24th day of May 2005 , between the Local Agency of City of Kent Washington,hereinafter caged the "AGENCY', and the above organization hereinafter called the"CONSULTANT" In witness whereof,the parties hereto have executed this AGREEMENT as of the day and year first above written CONSULTANT LOCALAGENCY By ,3 71 �i —' �' 4�.. By Consultant W&H Pacific Agency City of Kent By By Consultant _ Agency I By Agency By Agency DOT Form 140-ONA EF Remsed 4198 Exhibit A-1 Certification Of Consultant Project No STPUL 4296 Local Agency I hereby certify that I am Vim Pr-es K}frlt and duly authorized representative of the firm of W&H Pacific whose address is 3350 Monte Villa Parkway,Bothell,WA 98021 and that neither I nor the above firm I here represent has (a) Employed or retained for a commission,percentage,brokerage,contingent fee or other consideration,any firm or person(other than a bona fide employee working solely for me or the above CONSULTANT)to solicit or secure this contract (b) Agreed,as an express or implied condition for obtaining this contract,to employ or to retain the services of any firm or person in connection with carrying out the contract (c) Paid,or agreed to pay, to any firm,organization or person(other than a bona fide employee working solely for me or the above CONSULTANT)any fee,contribution donation or consideration of any kind for,or to connection with procuring or carrying out the contract, except as here expressly stated(if any) I further certify that the firm I hereby represent is authorized to do business in the State of Washington and that the firm is in full compliance with the requirements of the board of Professional Registration I acknowledge that this certificate is to be available to the State Department of Transportation and the Federal Highway Administration,U S Department of Transportation,in connection with this contract involving participation of Federal aid funds and is subject to applicable State and Federal laws,both criminal and civil oS '� L. tL a`a igna ure Certification of Agency Official I hereby certify that I am the AGENCY Official of the Local Agency of City of Kent Washington , and that the above consulting firm or their representative has not been required,directly or mdirectly as an express or implied condition in connection with obtaining or carrying out this contract to (a) Employ or retain,or agree to employ or retain,any firm or person,or (b) Pay or agree to pay to any firm,person or organization,any fee,contribution, donation or consideration of any kind,except as here expressly stated(if any) I acknowledged that this certificate is to be available to the Federal Highway Administration,U S Department of Transportation, in connection with this contract involving participation of Federal aid highway funds and it subject to applicable State and Federal laws,both criminal and civil Date Signature Exhibit A-2 Certification Regarding Debarment, Suspension, and Other Responsibility Matters-Primary Covered Transactions 1 The prospective primary participant certifies to the best of its knowledge and belief,that it and its principals (a) Are not presently debarred,suspended,proposed for debarment,declared meligible, or voluntarily excluded from covered transactions by any federal department or agency, (b) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission or fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public(federal,state,or local)transaction or contract under a public transaction,violation of federal or state antitrust statues or commission of embezzlement,theft, forgery, Ibribery, falsification or destruction of records,mating false statements,or receiving stolen property, (c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity(federal, state,or local)with commission of any of the offenses enumerated in paragraph 1 b of this certification, and (d) Have not within a three-year period preceding this application/proposal lead one or more public transactions(federal,state,or local)terminated for cause or default 2 Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal Consultant(Firm) W&H Pacific 05.Z-1-0 (Date) ure)President ut zed official of consuaant Exhibit A-3 Certification Regarding The Restrictions of The use of Federal Funds for Lobbying The prospective participant certifies,by signing and submitting this bid or proposal,to the best of his or her knowledge and belief,that 1 No federal appropriated funds have been paid or will be paid,by or on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of any federal agency, a member of Congress,an officer or employee of Congress,or an employee of a member of Congress in connection with the awarding of any federal contract, the making of any federal grant,the making of any federal loan,the entering into of any cooperative agreement,and the extension,continuation,renewal,amendment,or modification of any federal contract,grant,loan,or cooperative agreement 2 If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any federal agency,a member of Congress, an officer or employee of Congress,or an employee of a member of Congress in connection with this federal contract, grant, loan,or cooperative agreement,the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352,Title 31,U S Code Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts which exceed$100,000 and that all such subrecipients shall certify and disclose accordingly Consultant(Firm) W&H Pacific (Date) ( e)President or uthonzed Official of Consultant 1 Exhibit A-4 Certificate of Current Cost or Pricing Data This is to verify that,to the best of my knowledge and belief,the cost or pricing data(as defined in section 15 401 of the Federal Acquisition Regulation(FAR)and requtred under FAR subsection 15.403-4) submitted,either actually or by specific identification in writing,to the contracting officer or to the contracting officer's representative in support of Pacific Highway South HQV Lanes * are accurate,complete, and current as of 1)5- ** This certification includes the cost or pricing data supporting any advance agreements and forward pricing rate agreements between the offeror and the Government that are part of the proposal Firm W&H Pacific Name Title Date of Execution*** * Identify the proposal,quotation,request for price adjustment,or other submission involved, giving the appropriate identifying number(e g,RFP No) ** Insert the day,month,and year when price negotiations were concluded and price agreement was reached *** Insert the day,month, and year of signing,which should be as close as practicable to the date when the price negotiations were concluded and the contract price was agreed to Exhibit B-1 Scope of Work Project No. STPIJL 4296 Sre_attache.d _ , 1 L 1 I I Documents To Be Furnished By The Consultant See-attached_ __, , EXHIBIT B-1 SCOPE OF SERVICES W&H Pacific will provide the following professional services to assist the City of Kent in implementing the Pac Hwy S HOV Lanes North/South projects 100. Field Inspection W&H Pacific will provide one inspector to perform field observation of the Contractor's activities. Field observations will be conducted in accordance with the requirements of Washington State Department of Transportation's Local 1 Agency Guidelines and Construction Manuals Specifically the Inspector will provide the following services I 101. Inspect Contractor's work to ensure that the protect is built according to the Plans and Specifications. 102. Attend weekly project site meetings as directed by the City with the Contractor, City staff, utilities, and others associated with the project construction 103. Prepare daily inspection reports 104. Prepare and submit field quantity record for payment as directed by City 105. Review material submittals 106. Assist the City with project documentation 200. Project Administration W&H Pacific will provide continuous project administration services including scheduling and coordinating staff and invoices Schedule The inspector will perform these services during the period of June 1, 2005, to June 1, 2006 The contract calls for 303 working days with Monday thru Saturday being work days Any work performed by W& H Pacific over 40 hours a week will be overtime 1 C0oc nfa and Settvgs SWadekacal SelGngs{7empaary lnlemetF ealOGKiE3 Scvpa ofsemcaldoe Additional Services Upon written approval by the City,W&H Pacific will provide additional services ' Additional services may include reviewing material submittals, providing additional inspection services beyond, attending additional meetings, providing design services, providing additional overtime The Inspector will be equipped with necessary tools to perform construction observations Cell phone and vehicle will be provide if requested by the City as an additional cost 1 1 C IDoc 016 and Sedm9s1SWadeVi 1 SW&n9S17eRWnNY Infeme1FdWOLK/E51Scape O(a",ces doc Exhibit D-2 Consultant Fee Determination -Summary Sheet (Specific Rates of Pay) Fee Schedule Hourly Overhead Profit Rate Discipline or Job Tide Rate @ % @ % Per Hour See attached i r i i Wade, Stan EXHIBIT D-2 From. Richard, Sam[SRichard@whpacific ccm] Sent: Friday, May 20,2005 2 31 PM To. Wade, Stan Subject- CMCost 0317 05 As City of Kent Inspection services labor costs Project: Pac Hwy S HOV Lanes North &South Projects Direct Salary Cost (DSC): Classification Man Hours Rate Cost Manager 10x $12000= $1,20000 Administration Sox $60 00= $600 00 Project Inspector(reg) 2104x $70 00= $147,280 00 Protect Inspector(OT) 320x $90 00 $28,800 00 Reimbursibles Vehicle 303 x $35 00= $ 10,605 00 Days Cell Phone 10x $30 00 $ 30000 Months Total $188,785.00 Prepared by Sam Richard Date May 18, 2005 t 5/23/2005 Exhibit F Payment Upon Termination of Agreement By the Agency Other Than for Fault of the Consultant (Refer to Agreement, Section IX) Lump Sum Contracts A final payment shall be made to the CONSULTANT which when added to any payments previously made shall total the same percentage of the Lump Sum Amount as the work completed at the time of termination is to the total work required for the PROJECT In addition,the CONSULTANT shall be paid for any authorized extra work completed Cost Plus Fixed Fee Contracts A final payment shall be made to the CONSULTANT which when added to any payments previously made,shall total the actual costs plus the same percentage of the fixed fee as the work completed at the time of termination is to the total work required for the Project In addition,the CONSULTANT shall be paid for any authorized extra work completed Specific Rates of Pay Contracts A final payment shall be made to the CONSULTANT for actual hours charged at the time of termination of this AGREEMENT plus any direct nonsalary costs incurred at the time of termination of this AGREEMENT Cost Per Unit of Work Contracts A final payment shall be made to the CONSULTANT for actual units of work completed at the time of termination of this AGREEMENT Kent City Council Meeting Date June 21, 2005 Category Consent Calendar 1. SUBJECT: STREET VACATION FOR A PORTION OF 36TH AVENUE SOUTH— RESOLUTION SETTING PUBLIC HEARING DATE 2. SUMMARY STATEMENT: Adoption of Resolution No. setting a public hearing date of August 2, 2005, for the street vacation located along a portion of 36`h Avenue South, between Rerth Road and South 2601" Street. 3. EXHIBITS: Public Works Director's memorandum, vicinity map and resolution 4. RECOMMENDED BY: Public Works Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? N/A Revenue? N/A Currently in the Budget? Yes No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councilmember moves, Councilmember seconds DISCUSSION: ACTION: Council Agenda Item No. 6R PUBLIC WORKS DEPARTMENT Larry R Blanchard, Public Works Director Phone 253-856-5500 Fax 253-856-6500 K E N T W A 5 H I N O T O N Address 220 Fourth Avenue S Kent,WA 98032-5895 DATE: June 6, 2005 TO: Mayor White and Kent City Council FROM: Larry R Blanchard, Public Works Director SUBJECT: 36th Avenue South, Between Reith Road and South 260th Street— Street Vacation MOTION: Recommend Council adoption of a resolution setting a public hearing date of August 2, 2005 for the Street Vacation located along a portion of 36th Avenue South, between Reith Road and South 260th Street. SUMMARY: We have received a valid petition to vacate a portion of 36th Avenue South, between Reith Road and South 2601h Street In accordance with state law, a public hearing must be held The Public Works Department recommends adoption of a resolution setting the public hearing date BUDGET IMPACT: No Unbudgeted Fiscal/Personnel Impact BACKGROUND: By law upon receipt of a valid street vacation petition the City, via adopting a resolution is required to hold a public hearing thereon within 60 days of passage of said resolution I Mayor White and Kent City Council I 36th Avenue South —Street Vacation RESOLUTION NO. A RESOLUTION of the City Council of the City of Kent, Washington, re arding the vacation of a portion the right-of-way on 36' Avenue South, between Reith Road and South 2601h Street, located in the City of Kent, ' Washington, and setting the public hearing on the proposed street vacation for August 2, 2005 RECITALS A. A petition, attached as Exhibit A, has been filed, to vacate a portion of the right-of-way on 36'h Avenue South, between Reith Road and South 260'h Street, located in the City of Kent, Washington. B. The petition is signed by the owners of at least two-thirds of the real property abutting that portion of 36"'Avenue South to be vacated. . C. The petition is in all respects proper. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF KENT, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: RESOLUTION 1 36`h Avenue S—R.O.W. Vacation SECTION I. —Public Hearing A public hearing on the street vacation petition requesting the vacation of a portion of the right-of-way on 36`h Avenue South, between Reith Road and South 260`h Street, shall be held at a regular meeting of the Kent City Council at 7.00 p m, Tuesday, August 2, 2005, in the Council Chambers of City Hall located at 220 4th Avenue South,Kent, Washington, 98032. SECTION Z. —Notice The City Clerk shall give proper notice of the hearing and cause the notice to be posted as provided by state law, Chapter 35.79 RCW. SECTION 3. — Information The Planning Manager shall obtain any other ' necessary information from appropriate departments and shall transmit the information to the Council so that the Council may consider the matter at its regularly scheduled meeting on August 2, 2005. SECTION 4. — Severability If any section, subsection, paragraph, sentence, clause or phrase of this resolution is declared unconstitutional or invalid for any reason, such decision shall not affect the validity of the remaining portions of this resolution SECTION 5. — Ratification Any act consistent with the authority and prior to the effective date of this resolution is hereby ratified and affirmed. SECTION 6. —Effective Date This resolution shall take effect and be in force immediately upon its passage. PASSED at a regular open public meeting by the City Council of the City of Kent,Washington,this day of 12005. 2 3e Avenue S—R.O.W. Vacation CONCURRED in by the Mayor of the City of Kent this day of 12005 JIM WHITE,MAYOR ATTEST: ' BRENDA JACOBER, CITY CLERK APPROVED AS TO FORM: TOM BRUBAKER,CITY ATTORNEY I hereby certify that this is a true and correct copy of Resolution No. _passed by the City Council of the City of Kent, Washington, the day of , 2005. BRENDA JACOBER,CITY CLERK PVCrvdUdESOLUT10N1STVAC-36thAvcS-ROW PubhcHonngdoc �t 3 36`*Avenue S—R.O.W. Vacation EXHIBIT A 1 STREET VACATION APPLICATION AND PETITION 1 1 1 1 1 1 KENT I(IVAU:RE5V �509�Z6 Mayor Jim White APPLICANT: MAIL To: NAME: LEGEh1D DFy�-r,fr' CITY OF KENT ADDRESS: 510 RAiK1E42 ANE_ 5. Property Management 220 S.41h Avenue SEA-rtt€ WA cla l 44-- Kent,WA 98032 ATTN. Jerry McCaughan Pl10NR• L2.of') 271o'7I7-4- STREET AND/OR ALLRY VACATION APPLICATION AND PETITION Dear Mayor and Kent City Council: We,the undersigned abutting property owners,hereby[espoctfully icqucst that certain D Alley KSlreet hereby be vacated described as follows(include square feet) 60fwee'r+ RetTR RoAp � S. 2tao'� sT ' Lt�v. tuts(itns£¢oFaw*of ,vw' /+unSwFoftvg+ e Nw* in see.l7Tw ZA)d. paq:Fwht �/aco�� eals`{In� oW. sd t� G �� Pu�ItC- stir cox, 6� �,,5-rry t,dt d�4t C,.+Y wtth c� cAt�Fer4vcE o�ll�9nme.t�r. To be. chyle. CAs V mev c+A:S �elwhtv�o.� R� (File 7o4144fa� BRIEF STATEMRAT WHY VACATION IS BEING SOUGHT A "CURRrNT" ownership and cncumbrince icpor[ must be obtained from a Titic Company and submitted with this application That covers all the abutting properties contiguous to alley or street sough to be vacated When Corpoiations, partnerships, etc are being signed for, and [lien pioef of individual's authouty to sign roi same shall also be submitted. Attach a color-coded map of a scale of not less than 1" =200' or the area sought for vacation. ' (NOTE) Map must correspond with legal description AUBUTTING PROPERTY OWNERS TAX LOT it SIGNATURES AND ADDRESSES LOT, BLOCK&PLAT/SEC,TOWN.R G. Lrjoee-z — C l L .# 277-7-04- -Qoo(g $150 00 Pee Paid Ticasuccr's P.ece+pt No Appraisal Pee Paid ! TledSuiCr'S Receipt No Land Value Paid Treaswci's RLMI)tNo Deed Accepted Date ' Trade Accepted Data ' I'WYLIM1IYGjN11yMl1111?^kMN.nrY uln.,I'AII VfllbwµJ1�111MTJi4 t - EXISTING 7 36th AVE S. �f���; TRINITY VACATED j // .' -Y REFORMED �% ' 28051 SF CHURCH /c}y' �' ;, #272204 9132103 LEGEND 1% DEVELOPMENT, LLC TL #272204 9006 f / - -------- -/ ; ------------ ----------1-------- -- -------- S._ 260th ST.------------- s I a SCALE 1' 100 v i i Kent City Council Meeting ' Date June 21, 2005 Category Consent Calendar 1. SUBJECT: 4TH AVENUE NORTH/RAMSAY WAY PROJECT— ACCEPT AS COMPLETE 2. SUMMARY STATEMENT: Accept the 4"' Avenue North'Ramsay Way project as complete and release of retainage to Transtech Electric upon standard releases from the state and release of any liens. The original contract amount was S387,572.90. The final contract amount was $3593274.31. 3. EXHIBITS: None 4. RECOMMENDED BY: Public Works Committee (Committee, Staff, Examiner, Commission, etc ) 5. FISCAL IMPACT Expenditure? X Revenue? X Currently in the Budget? Yes No If no: Unbudgeted Expense: Fund Amount $ Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: iCouncilmember moves, Councilmember seconds ' DISCUSSION: ACTION: Council Agenda Item No. 6S Kent City Council Meeting Date June 21, 2005 tCategory Other Business 1. SUBJECT: FLEXPASS PROGRAM AGREEMENT 2005-2006 —AUTHORIZE ' 2. SUMMARY STATEMENT: The FlexPass agreement renewal was placed on the Council agenda under "Other Business" by the Operations Committee for further discussion. The FlexPass Agreement is a King County/Sound Transit/Pierce Transit Program, allowing all eligible employees to choose from a variety of non-single occupancy vehicle commute options provided by King County, Sound Transit, and ' Pierce Transit. ' 3. EXHIBITS: FlexPass Agreement 2005-2006 4. RECOMMENDED BY: Operations Committee (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount $ 1 Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: 1 Councilmember c_,La.2,.J moves, Councilmember d seconds to authorize the Mayor to sign the renewal of the 2005-2006 FlexPass Agreement with King County/Sound Transit/Pierce Transit Program. DISCUSSION: ACTION: C- Council Agenda Item No. 7A ' AGREEMENT FOR SALE OF FLEXPASSES BETWEEN KING COUNTY, SOUND TRANSIT, PIERCE TRANSIT AND THE CITY OF KENT This Agreement(hereinafter,"Agreement")is made and entered into by and between King County(hereinafter individually,"KING COUNTY"),Sound Transit(hereinafter"SOUND TRANSIT"),Pierce Transit(hereinafter PIERCE TRANSIT'),or collectively referred to hereinafter as"TRANSPORTATION PARTIES",and the City of Kent(hereinafter,"CITY") RECITALS A. CITY and TRANSPORTATION PARTIES share the desire to provide a comprehensive transportation pass program that will reduce single occupant vehicle(SOV)commute trips and improve the mobility of CITY employees B KING COUNTY,SOUND TRANSIT and PIERCE TRANSIT are authorized to provide public transportation and generally promote alternatives to SOV commuting in King County,Pierce County and Snohomish County C CITY has a desire to provide incentives and benefits to its employees,which promote non-SOV commuting to its worksite D CITY and TRANSPORTATION PARTIES desire to create a single pass media that can be used to access a variety of services and benefits,which enable CITY employees to commute,by non-SOV modes. AGREEMENT NOW,THEREFORE,in consideration of the terms,conditions and covenants herein contained,the sufficiency of which is hereby acknowledged,the parties hereto agree to the following 1. PURPOSE 1.1 Purpose This Agreement establishes a cooperative arrangement between TRANSPORTATION PARTIES and CITY for sale and distribution of FlexPasses to CITY's Eligible Employees at the rate set forth herein 2. DEFINITIONS 2.1 Eligible Employees Eligible Employees shall mean only those employees of the CITY who meet the following criteria- All CTR-affected employees 22 FlexPass Card A FlexPass Card is a pass of predetermined duration,usually twelve(12)months,that allows each Eligible Employee,as defined in Paragraph 2 1,to choose from a variety of non-SOV commute options provided by CITY ' or TRANSPORTATION PARTIES Each FlexPass Card shall bear the inscriptions"FlexPass",each TRANSPORTATION PARTIES' logo or an agreed to regional logo,and beginning and expiration dates in a design and color scheme mutually agreed upon by TRANSPORTATION PARTIES FlexPass Cards shall also bear a fare amount on the face of the card,the amount of which shall be agreed upon by TRANSPORTATION PARTIES prior ' to the start of this Agreement FlexPass Cards shall be produced by TRANSPORTATION PARTIES or their designated contractor CITY shall pay the amount specified in Attachment A for production of FlexPass Cards FlexPass Card's are non-refundable by TRANSPORTATION PARTIES,except as set forth in Paragraph 8 2 Eligible Employees may be asked to present a valid CITY identification card when using a FlexPass 1 2 3 Trip Revenue In the event of a generally applicable fare increase adopted by KING COUNTY,SOUND TRANSIT or PIERCE ' TRANSIT,the amounts shown in Attachment A may be increased at such time as a generally applicable fare increase is implemented by KING COUNTY,SOUND TRANSIT or PIERCE TRANSIT,and CITY shall be required to pay the amount of such increase to the appropriate TRANSPORTATION PARTY 3. EMPLOYEE CONTRIBUTIONS AND COMMUTE BENEFITS AND INCENTIVES 3 1 Eligible Employee Contributions CITY may require Eligible Employees to contribute toward the cost of a FlexPass Card,in the amount specified in Attachment A CITY shall not require Eligible Employees to contribute more than fifty percent(50%)of the cost of an individual FlexPass Card,as set forth in Attachment A FlexPass Agreenienr Page I of 11 City of Kent July 1,2005—June 30,2006 4. CITY RESPONSIBILITIES , 41 Eligible Recipients Of A FlexPass Card CITY shall ensure that only Eligible Employees,as defined in Paragraph 2 1,receive FlexPass cards 42 Ordering FlexPass Cards CITY shall provide to TRANSPORTATION PARTIES'representative,as listed in Section 16,the number of FlexPass Cards that CITY shall provide to Eligible Employees The number of FlexPass Cards shall be listed in Attachment A CITY shall allow TRANSPORTATION PARTIES at least four(4)weeks in advance of the cards' effective date to fulfill the request for FlexPass Cards CITY understands that failure to provide the number of FlexPass Cards desired at least four(4)weeks in advance,may incur additional and extraordinary costs Such costs may be related to,but are not limited to,overtime staffing,additional manufacturing charges and express delivery , charges These additional and extraordinary charges shall be borne solely by CITY 43 Ordering Additional FlexPass Cards CITY shall retain the right to purchase additional FlexPass Cards for distribution to Eligible Employees,over and , above the number specified in Attachment A,during the term of this Agreement CITY shall allow TRANSPORTATION PARTIES at least four(4)weeks to fulfill the request for additional FlexPass Cards Requests shall be made to the TRANSPORTATION PARTIES'representative,as listed in Section 16 The cost for a single additional FlexPass Card shall be the Monthly Rate For Additional FlexPass Cards specified in Attachment , A,times the number of whole and partial months remaining in the Agreement. 44 Receipt And Security Of FlexPass Cards CITY agrees that all FlexPass Cards received from TRANSPORTATION PARTIES shall become the sole financial responsibility of CITY upon receipt and signature by an employee,official or agent of CITY CITY agrees that it is solely responsible for providing proper storage and secunty measures for any and all FlexPass Cards received by CITY while in the custody of CITY CITY shall be held liable for the equivalent value of a combination King ' County/Sound Transit/Pierce Transit fare for each month remaining in this Agreement for each FlexPass Card that CITY cannot account for,either by distribution to an Eligible Employee,storage in a secure area,for each FlexPass Card not collected from an Eligible Employee who terminates their employment with CITY or otherwise becomes ineligible to receive and use a FlexPass Card under the terms of this Agreement,or for each FlexPass Card CITY cannot return to TRANSPORTATION PARTIES upon termination of this Agreement,as specified in Section 8 45 Reporting ' CITY shall immediately report to each of the TRANSPORTATION PARTIES any FlexPass Cards that are lost, stolen,damaged or otherwise not functioning properly in TRANSPORTATION PARTIES' transit coaches' electronic registering fareboxes CITY shall return any and all FlexPass Cards to TRANSPORTATION PARTIES that CITY believes to be defective CITY shall report to TRANSPORTATION PARTIES all FlexPass usage, , changes to CITY's transportation program or other details as necessary 46 Roster Of FlexPass Card Recipients CITY shall maintain a roster of Eligible Employees who have been provided a FlexPass Card by CITY. Upon demand,CITY shall provide each TRANSPORTATION PARTY a copy of the roster 47 FlexPass Employee Use Agreement Form , Each Eligible Employee who receives a FlexPass Card from CITY shall be required to read,sign and return to their employee transportation coordinator or department supervisor,an agreement form stipulating the uses and conditions of a FlexPass Card The Employee Use Agreement Form,asset forth in Attachment B,is deemed mutually acceptable to both CITY and TRANSPORTATION PARTIES Use Agreement Forms shall be kept on , file by CITY for the term of this Agreement 48 Collection of FlexPass Cards CITY shall return to TRANSPORTATION PARTIES all FlexPass Cards issued to CITY within five(5)days of the effective date of termination of this Agreement CITY shall be held liable for the equivalent retail value of a combination King County/Sound TransiUPierce Transit fare for each month remaining in this Agreement for each FlexPass Card not returned to TRANSPORTATION PARTIES upon termination of this Agreement FlexPass Agreement Page 2 of I I City of Kent July 1,2005—June 30,2006 49 Collection of Transit Ridership Data CITY shall survey,or otherwise collect from CITY's Eligible Employees,any and all necessary daily transit ndershrp and commute data that TRANSPORTATION PARTIES deem necessary to accurately and fairly estimate Trip Revenue and the number of bus trips taken by Eligible Employees TRANSPORTATION PARTIES shall provide to CITY a mutually agreed upon survey instrument or other suitable means in which to collect the most current and accurate ridership and commute data possible 410 FlexPass Program Evaluation CITY shall participate in any TRANSPORTATION PARTIES'evaluation of the FlexPass program,should such an evaluation be deemed necessary by any of the TRANSPORTATION PARTIES. Evaluation may be through such means as employee surveys,employee focus groups,and management interviews TRANSPORTATION PARTIES shall provide CITY at least thirty(30)days advance notice prior to beginning such an evaluation 411 Home Free Guarantee CITY shall fulfill all conditions and responsibilities of the Home Free Guarantee program in accordance with the terms attached hereto and made part hereof as Attachment C 4.12 Vanpool Services The amount of the vanpool fare subsidy for each Eligible Employee shall be stated in Attachment A If actual vanpool fares incurred by an Eligible Employee exceed the amount of the subsidy specified in Attachment A,the Eligible Employee shall pay the difference directly to the vanpool bookkeeper 4 13 Vanshare Services Eligible Employees can elect to participate in KING COUNTY's Vanshare program The amount of the Vanshare subsidy for each Eligible Employee will be stated in Attachment A, If actual vanpool fares incurred by an Eligible Employee exceed the amount of the subsidy specified in Attachment A,the Eligible Employee shall pay the difference directly to the vanpool bookkeeper 5. TRANSPORTATION PARTIES RESPONSIBILITIES 1 5 1 Transit Access TRANSPORTATION PARTIES shall allow each CITY Eligible Employee displaying a valid FlexPass Card to ride on all parts of its regular route transportation system without additional charge,for trips up to the value printed on the card TRANSPORTATION PARTIES shall honor each FlexPass Card issued under this agreement up to the expiration date on the Card or until this agreement is otherwise terminated TRANSPORTATION PARTIES reserve the right to request additional payment at the time the transit trip is taken,if the cost of a trip on any TRANSPORTATION PARTY's regular transit service exceeds the fare value printed on the FlexPass Card FlexPass Cards are not valid on any Husky,Manners,Fourth of July,Tacoma Dome Station event parking,or other special event service at the sole discretion of TRANSPORTATION PARTIES 52 FlexPass Card Administration TRANSPORTATION PARTIES' Designated Representative shall manage production,ordering,replacement and delivery of FlexPass Cards to CITY,and other administrative tasks related to the FlexPass Card under this Agreement,other than those responsibilities stated as CITY responsibilities in Section 4, 53 Replacement FlexPass Cards TRANSPORTATION PARTIES shall replace,at no additional cost to CITY,any FlexPass Cards deemed to be defective or otherwise unusable or inoperative CITY may be issued temporary passes until TRANSPORTATION PARTIES can manufacture and deliver replacement FlexPass Cards TRANSPORTATION PARTIES shall replace a lost or stolen FlexPass Card only once at a charge of$50 per replacement card 54 Confiscation of FlexPass Cards In addition to any other rights under law,TRANSPORTATION PARTIES reserve the right to cancel and confiscate a FlexPass Card which is used out of date,altered,duplicated,counterfeited,transferred or distributed to unauthorized persons or otherwise invalid under the terms of this Agreement FlexPass Agreement Page 3 of I 1 City of Kent July 1,2005—June 30,2006 L 55 Collection Of Transit Ridership Data t TRANSPORTATION PARTIES shall provide to CITY,at no additional cost to CITY,a mutually agreed upon survey instrument or other suitable means in which to collect and measure the most current and accurate transit ridership and commute data of CITY's Eligible Employees In addition,TRANSPORTATION PARTIES shall pay ' for all costs incurred in processing this survey instrument,but not costs incurred by CITY in distributing to and collecting from Eligible Employees,this survey instrument TRANSPORTATION PARTIES shall make available to CITY,all data collected from CITY's Eligible Employees 56 Home Free Guarantee KING COUNTY shall fulfill all conditions and responsibilities of the Home Free Guarantee program in accordance with the terms attached hereto and made part hereof as Attachment C 57 Vanpool Services KING COUNTY shall allow each Eligible Employee holding a FlexPass Card to register as a vanpool participant subject to the availability of vanpool vehicles and minimum ridership requirements The FlexPass Card will be , honored as full or partial payment of vanpool fares,up to the amount specified in Attachment A 5.8 Vanshare Services TRANSPORTATION PARTIES may allow each Eligible Employee holding a FlexPass Card to register as a ' Vanshare participant,subject to the availability of Vanshare vehicles and minimum ridership requirements If applicable,the FlexPass Card may be honored as partial payment of Vanshare fares,as specified in Attachment A. 6. PAYMENTS AND BILLING , 6.1 Payment For This Agreement CITY agrees to pay TRANSPORTATION PARTIES the total amount stated in Attachment A for participation in TRANSPORTATION PARTIES' FlexPass program. KING COUNTY and PIERCE TRANSIT shall present an invoice for amounts due to CITY's representative listed in Section 16 Payment shall be made in full by CITY according to the terms listed on the invoice,unless a payment schedule is mutually agreed upon by both parties and incorporated into this Agreement, in Attachment A KING COUNTY shall invoice CITY for the amount(s)due for SOUND TRANSIT for additional FlexPass Cards purchased by CITY 62 Late Payment Penalty If any scheduled payments are not made by their due date,then the entire amount due under this Agreement may , become immediately due and payable Any late payment shall be subject to a penalty accruing at the maximum rate allowable by state law for each month that the payment remains due If any check made payable to any of the TRANSPORTATION PARTIES by CITY is returned to a TRANSPORTATION PARTY for insufficient funds (NSF)in CITY's checking account,then CITY shall be assessed a$25(twenty-five)penalty by the TRANSPORTATION PARTY receiving the NSF check 7. TERM OF AGREEMENT 71 Term This Agreement shall take effect upon the exact day and expire on the exact day specified in this paragraph,unless terminated in accordance with the terms set forth in Section 8 This Agreement shall take effect at 12 00 a in on July 1,2005 and shall expire at 11 59 p in on June 30,2006 8 TERMINATION 8 1 Termination For Cause Any party may terminate this Agreement in the event the other fails to perform its obligations as described in this ' Agreement by providing written notice not less than fourteen(14)days prior to the effective date of termination 82 Termination For Convenience Any party may also terminate this Agreement for convenience and without cause by providing the other party with written notice not less than sixty(60)days in advance. If CITY has made payments in advance,CITY shall be entitled to reimbursement from each TRANSPORTATION PARTY for each valid FlexPass Card returned to TRANSPORTATION PARTIES Such reimbursement shall be at the monthly rate set forth in Attachment A for , the full months remaining in the term of the Agreement FlexPass Agreement Page 4 of 11 , City of Kent July 1,2005—June 30,2006 If CITY has accrued additional financial obligations to any TRANSPORTATION PARTY as a result of the provisions of this Agreement,either prior to termination or as a result of termination,CITY agrees to pay any outstanding amount due to the TRANSPORTATION PARTY The TRANSPORTATION PARTY shall invoice CITY for the amount due according to the procedures outlined in Section 6 1 9. RECORDS 9.1 Rights Of Review Both CITY and TRANSPORTATION PARTIES shall retain the right to review records and documents related to this Agreement. If a records review is commenced more than sixty(60)days after the termination of the contract, the TRANSPORTATION PARTY requesting the review shall give ten(10)days notice to CITY of the date on which the records review will begin 10. SUCCESSORS AND ASSIGNS 101 Written Approval This Agreement and all terms,provisions,conditions and covenants hereof shall be binding upon the parties hereto i and their respective successors and assigns All parties,however,agree that they will not assignor delegate the duties to be performed under this Agreement without prior,written approval from the other parties 11. LEGAL RELATIONS 11 1 No Partnership And No Third Party Beneficiaries CITY and TRANSPORTATION PARTIES agree that this Agreement does not create a partnership or joint venture relationship between the parties,and does not benefit or create any rights in a third party 11 2 Force Majeure TRANSPORTATION PARTIES shall be excused from performance of any responsibilities and obligations under this Agreement,and shall not be liable for damages due to failure to perform,resulting directly or indirectly from causes and circumstances beyond their control,including but not limited to late delivery or nonperformance by vendors of materials or supplies, incidences of fire,flood, snow,earthquake or other acts of nature,accidents,nots, insurrection,terrorism,acts of war,order of any court or civil authority, and strikes or other labor actions 11 3 Costs of Legal Action CITY shall be liable for any and all reasonable attorney fees,court costs and other expenses incurred by TRANSPORTATION PARTIES in the event TRANSPORTATION PARTIES pursue legal action to obtain the return of any F1exPass Cards or amount owing under this Agreement 12. APPLICABLE LAW,FORUM 121 Terms This Agreement shall be governed by and construed according to the laws of the State of Washington Nothing in this Agreement shall be construed as altering or diminishing the rights or responsibilities of the parties as granted or imposed by state law In the event that any litigation maybe filed between the parties regarding this Agreement, 1 CITY and TRANSPORTATION PARTIES agree that personal jurisdiction and venue shall rest in the Superior Court of the county where the TRANSPORTATION PARTY pursuing the action resides 13. DISPUTES 13 1 Dispute Resolution Procedure All claims or disputes ansuig out of or relating to this Agreement shall be referred to a panel consisting of CITY's Benefits Manager,KING COUNTY's General Manager,Transit Division,SOUND TRANSIT's Executive Director,PIERCE TRANSIT's Chief Executive Officer or their designees If this panel is unable to reach a mutually acceptable resolution,it shall appoint another person to serve as mediator in the effort to resolve the claim or dispute Such mediation shall be required before an action may be filed to adjudicate the claim or dispute in a court of law 14. ENTIRE AGREEMENT AND AMENDMENT 141 Entire Agreement This Agreement constitutes the entire agreement between the parties and supersedes all prior negotiations, representations and agreements between the parties relating to the subject matter hereof. 1 F1exPws Agreement Page 5 of 11 City of Kent July 1,2005—June 30,2006 142 Amendments And Modifications This Agreement may be amended or modified only by written instrument signed by the parties hereto. 15 SAVINGS , 151 Definition Should any provision of this Agreement be deemed invalid or inconsistent with any federal,state or local law or regulation,the remaining provisions shall continue in full force and effect All parties agree to immediately attempt to renegotiate such provision that is invalidated or superseded by such laws or regulations 16 CONTACT PERSONS 161 Definition ' CITY and TRANSPORTATION PARTIES shall designate a contact person for purposes of sending inquiries and notices regarding the execution and fulfillment of this Agreement,as well as ordering of all fare media and vouchers CITY KING COUNTY, FLEXPASS CARD , ORDERS & RETURNS Contact Name Ellen Bradle -Mak Jeff Won Title Human Resources Analyst Transit Planner Address City of Kent King Co nty Metro Transit 220 4ih Avenue S 400 Yesler Way,MS-YES-TR-0600 Kent,WA 98032 Seattle, WA 98104 Telephone 253-856-5297 206-263-3452 Fax 253-856-6270 206-684-2058 E-Mad Ebmak ci kent.wa us Jeff-mkt-dev wong@metrokc gov , SOUND TRANSIT PIERCE TRANSIT Contact Name Christie Parker Daphne Tackett Title Policy Analyst Community Services Manager Address Sound Transit Pierce Transit , 401 S Jackson Street PO Box 99070 Seattle,WA 98104-2826 Lakewood,WA 98499-0070 Telephone 206-398-5405 253-581-8037 Fax 206-398-5215 253-984-8227 E-Mail arkerc soundtransit org I dtackett iercetransit or FlexPass Agreement Page 6 of I 1 ! City of Kent July I,2005-June 30,2006 17. EXECUTION OF AGREEMENT 17.1 Definition This Agreement shall be executed in four(4)counterparts,each one of which shall be regarded for all purposes as one original In Witness Whereof,the parties have executed this Agreement as of the date first written above CITY OF KENT KING COUNTY BY Jim White Eric Gleason Title- Mayor Title- Manager,Transit-Service Development Date: Date- PIERCE TRANSIT SOUND TRANSIT BY BY King County per Agent Agreement Daphne Tackctt Title Community Services Manager Date FlexPass Agreement Page 7 of 11 City of Kent July 1,2005—June 30,2006 FlexPass Agreement Attachment A - Agreement Costs t Company City of Kent Start Date July 1, 2005 Area FlexPass zone South Kinp-County Agreement Year 5 Quantity Rate ($/card) Cost King County • Transit access 393 $38.88 $ 15,279 84 • Home Free Guarantee (Up to 8 ndes/employee/agreement) • Up to $65 per month per vanpooler • Up to $20 per month for Vanshare • FlexPass Card administration • Commuter Bonus Plus voucher pool. 1 pool $5,895.00 Included , 393 FlexPass cards x $15 00 Additional Van pool Subsidy Funds 1 $3,500 00 $ 3,50000 Total— IGnR County 1 If '" = $ 18,779.84 Sound Transit 393 $16.08 $ 6,319.44 • Transit access ' k'°i-k °As, Pierce Transit 393 2.04 $ 801.72 • Local transit bus access , -=,_3tp._w'=,1,,: _e4 7u€a i Total — FlexPass Agreement 1 $25,901.00 Number of FlexPass Cards issued under this Agreement = 393 Payment Schedule = % in 60 and 180 days. Eligible Employee Contribution ($per employee) = TBD Monthly Rate For ONE Additional FlexPass Card = $3.50 (Note: Calculation based on$42 00/12 months. The Monthly rate does not include Commuter Bonus Plus vouchers.) Allocation: King County =$1.99 Sound Transit =$1.34 Pierce Transit =$0.17 FlexPass Agreement Page 8 of 11 City of Kent July 1,2005—June 30,2006 i FlexPass Agreement—Attachment B Sample Employee Use Agreement Form CITY OF KENT FlexPass Use Agreement As a FlexPass holder, I agree to the following: 1. The FlexPass is a benefit provided to me as an employee and is to be used only during the period I am employed by my employer. 2. I will use my FlexPass for my own transportation only. I will not transfer my FlexPass to any other person. 3. 1 will keep my FlexPass secure and in good condition. I will immediately report a lost, stolen or damaged FlexPass to the Transportation Coordinator. I understand a lost FlexPass will be replaced only once per year at a charge of$50.00. A non-working FlexPass will be replaced free of charge t 4. I will return my FlexPass upon request or when I leave my employment with this company. If I do not return my FlexPass, I authorize the amount of$144.00, for each whole and partial month remaining on the FlexPass,to be withheld from my paycheck. 5. I understand that the FlexPass card is valid for up to $65 per month on King County Metro vanpools only. I am responsible for the balance of the vanpool fare each month,payable to the vanpool bookkeeper,which is in excess of the$65 amount. I acknowledge the receipt of my FlexPass, and understand and agree to the terms stated above on using the FlexPass 1 Employee's Signature Date Employee's Printed Name FlexPass Serial # �I Employee's Department or Section Transportation Coordinator Use Only-FlexPass returned: ' Employee's Signature Date LFlexPass Serial # FlexPass Agreement Page 9 of 11 City of Kent July 1,2005-June 30,2006 FlexPass Agreement Attachment C —Home Free Guarantee t Home Free Guarantee(hereinafter,"HFG")is a KING COUNTY program that guarantees payment for taxi fares incurred by Eligible Employees who meet the eligible criteria,as set forth below,and taken in accordance with the terms set forth below C.1 DEFINITIONS C 1 1 Approved Commute Modes Eligible Employees must have commuted from their principal residence or Park&Ride to the CITY's worksite by one of the following modes. Bus,carpool,vanpool,walk-on or bicycle-on ferry,bicycle,or walk CA 2 Eligible Reasons For Using HFG The following are the only eligible reasons for using HFG- a. Eligible Employee's or family member's unexpected illness or emergency. b. Unexpected schedule change such that the normal commute mode is not available for the return commute , to the starting place of their commute Unexpected means the employee learns of the schedule change that day c Missing the employee's normal return commute to the starting place of their commute for reasons,other than weather or acts of nature which are beyond the employee's control,and of which they had no prior knowledge For example,the employee's carpool driver left work or worked late unexpectedly C 1 3 Non-Eligible Reasons For Using HFG Reasons which are not eligible for HFG use include,but are not limited to,the following. a Pre-scheduled medical or other appointments. b. To transport individuals who have incurred injury or illness related to their occupation An HFG ride should NEVER be used where an ambulance is appropriate,nor should an HFG nde replace CITY's legal , responsibility under workers' compensation laws and regulations c. Other situations where,in the opinion of the CITY's Program Coordinator,alternate transportation could have been arranged ahead of time. C.1 4 Eligible Destinations For An HFG Ride a From the CITY's worksite to the Eligible Employee's principal place of residence b From the CITY's worksite to the Eligible Employee's personal vehicle,e g vehicle located at a Park& Ride lot c From the CITY's worksite to the Eligible Employee's usual commute ferry terminal on the east side of Puget Sound C 1.5 Intermediate Stops L Intermediate stops are permitted only if they are of an emergency nature and are requested in advance by the Eligible Employee and are authorized in advance of the HFG ride by the CITY's Program Coordinator(i e.pick up a necessary prescription at a pharmacy,pick up a sick child at school) C 2 CITY RESPONSIBILITIES C 2 1 HFG Program Payment CITY's payment for HFG services is accounted for in the base pnce of the FlexPass Agreement,as indicated in Attachment A C 2.2 Program Coordinator , CITY shall designate as many Program Coordinators as necessary to administer and perform the necessary HFG program tasks as set forth in this Attachment C 2 3 Number Of HFG Rides Per Eligible Employee CITY shall ensure that each Eligible Employee does not exceed eight(8)HFG rides per twelve(12)month period FlexPass Agreement Page 10 of 11 City of Kent July 1,2005—June 30,2006 FlexPass Agreement Attachment C —Home Free Guarantee (continued) C 3 HFG Program Tasks C 3 1 Process To access HFG rides,Eligible Employees shall contact the Program Coordinator The Program Coordinator shall call directly an answering service provider,contracted for by KING COUNTY The phone number shall be supplied to CITY by KING COUNTY CITY agrees to make information about how to access HFG rides available to all Eligible Employees Program Coordinator shall obtain the following information from the Eligible Employee, and provide the information to the answering service provider a Verify the Eligible Employee has commuted to the worksite by an eligible mode b Verify the Eligible Employee has an eligible reason and eligible destination for an HFG ride. c. Ensure the Eligible Employee has valid identification to show the taxi driver d. Once an Eligible Employee takes the emergency taxi ride,obtain from the Eligible Employee a receipt of the taxi trip e. CITY's Program Coordinator shall forward copies of such receipts to KING COUNTY at the end of each month for record keeping and accounting purposes f. The answering service provider will arrange taxi rides for the Eligible Employee CA KING COUNTY RESPONSIBILITIES C 4 1 Participating Taxi CITY(s) CITY agrees that neither KING COUNTY or answering service provider is responsible for providing transportation services under the HFG program CITY further agrees that KING COUNTY makes no guarantee or warranty as to the availability,quality or reliability of taxi service,and that the KING COUNTY's sole obligation under the program is to make payment of the taxi provider for trips actually taken in accordance with the terms of this Agreement CITY agrees it shall make no claims of any kind or bring any suits of any kind against the KING COUNTY for damages or injuries of any kind arising out of or in anyway related to the HFG program Without limiting the foregoing and by way of example only,the CITY agrees that KING COUNTY shall not be liable for any injuries or damages caused by negligence or intentional acts occurring before,during or after a taxi ride or for any injuries or damages caused by failure of a taxi to provide a ride due to negligence,intentional acts or causes beyond the taxi's control, including but not limited to incidence of fire,flood,snow,earthquake or other acts of nature,nots,insurrection,accident,order of any court or civil authority,and strikes or other labor actions ' C.4.2 Payment Of Authonzed HFG Taxi Fares KING COUNTY shall pay the metered fare amount of a CITY's Program Coordinator-authorized HFG ride,as defined in the DEFINITIONS section above, for a one-way distance of up to sixty(60)miles CITY or Eligible Employee taking the HFG ride shall pay any fare for a one-way distance in excess of sixty(60)miles KING COUNTY shall not pay any taxi driver gratuity Taxi driver gratuity will be at the sole discretion of CITY or the Eligible Employee taking the HFG ride CA.3 Reporting KING COUNTY shall keep a complete record of all authorized HFG ride requests on a semi-annual basis and provide a copy of this record to the designated CITY's Contact Person ' CAA Program Abuse KING COUNTY reserves the right to investigate and recover costs from the CITY of intentional abuse of the HFG program by Eligible Employees Program abuse is defined as,but not limited to,taking trips for inappropriate reasons,unauthorized destinations and intermediate stops,and pre-scheduled appointments not defined in the DEFINITIONS section above. FlexPass Agreement Page 11 of 11 City of Kent July 1,2005—June 30,2006 1 o u o O O N O O ri O N p M OCY) p 00 1fl M Ln ,-q Mlq- N ON N N N 01 O G N N Wy N 41 iR Ln O O K 0 N O' M '1 M N O1 A a M a1 Ln N „x " i N �► O x N O ' AC 1 C N IOA d' 74 � N .�-i M N .N-� 01 M N C11 = iul M �i M W4 N N V4 Ol N U. C O d O O O `� O N ` Ln N Ln = 00 - 00 M C M N f/� Z O O N V) O Ln T4 00 M C O M M O � a.+ N G � Z yF cm •0 w M U S °u 0 p• 0 C t'+ U) — ran � c 1 # aEi # � 10 m o�C m I0— u Z r Kent City Council Meeting Date June 21, 2005 Category Bids 1. SUBJECT: LID 353: SOUTH 228TH STREET CORRIDOR MILITARY ROAD WIDENING —PHASE I —AWARD 2. SUMMARY STATEMENT: The bid opening for this project was held on June 14, 2005, with 6 bids received. The low bid was submitted by Pilchuck Diversified Services in the amount of$713,691.38. The Engineer's estimate was $856,769. 3. EXHIBITS: Public Works memorandum 4. RECOMMENDED BY: Staff (Committee, Staff, Examiner, Commission, etc.) 5. FISCAL IMPACT Expenditure? X Revenue? Currently in the Budget? Yes X No If no: Unbudgeted Expense: Fund Amount S Unbudgeted Revenue: Fund Amount $ 6. CITY COUNCIL ACTION: Councitmember moves, Councilmember Ruiz& seconds to authorize the Mayor to enter into a contract with Pilchuck Diversified Services in the amount of$713,691.38 for the LID 353. S. 228th Street Corridor Military Road Widening—Phase I project. DISCUSSION: -� ACTION: �Y1G Council Agenda Item No. 8A f f PUBLIC WORKS DEPARTMENT Larry Blanchard Public Works Director Phone 253-856-5500 K E N T Fax 253-856-6500 W A s M I N O r o N Address 220 Fourth Avenue S Kent,WA 98032-5895 June 21, 2005 TO: Mayor White and Kent City Council FROM. Tim LaPorte, Design Engineering Manager THROUGH: Larry Blanchard, Public Works Director SUBJECT: LID 353 South 2281h Street Corridor Military Road Widening—Phase I Bid opening for this project was held on June 14, 2005 with six bids received The low bid was submitted by Pilchuck Diversified Services in the amount of$713,691.38. The Engineer's estimate was $856,769 The Public Works Director recommends awarding this contract to Pilchuck Diversified Services Bid Summary Pilchuck Diversified Services $713,691 39 Prospect Construction $747,293 92 Prvetta Brothers $755,609 58 Rodarte Construction $797,312 92 R W Scott Construction $846,036 24 Ceccanti Construction 5882,612.82 Engineer's Estimate $856,769.00 i f Mayor White and Kent City Council LID 353 S 228*St Corridor Military Road Widening Phase I -Award 1 REPORTS FROM STANDING COMMITTEES AND STAFF A. COUNCIL PRESIDENT B. OPERATIONS COMMITTEE C. PUBLIC SAFETY COMMITTEE Rq�� UI have �ec� D. PUBLIC WORKS w Q.c.✓te� 1 WU Q- I E. PLANNING AND ECONOMIC DEVELOPMENT COMMITTEE a&A)< 34 5 F. PARKS AND HUMAN SERVICES COMMITTEE G. ADMINISTRATIVE REPORTS (RaAlc.A -4 chk-r" nA o� 8v` ra0 Yv`vv�� REPORTS FROM SPECIAL COMMITTEES KENT W...I..TO. OPERATIONS COMMITTEE MINUTES MAY 179 2005 Committee Members Present: Chair Tim Clark, Julie Peterson, and Bruce White tThe meeting was called to order by Tim Clark, Chair at 4:03 p.m. 1. APPROVAL OF MINUTES DATED MAY 3,2005 Bruce White moved to approve the minutes of the May 3, 2005, Operation Committee meeting. Julie Peterson seconded the motion,which passed 3-0. 2. APPROVAL OF VOUCHERS DATED MAY 13,2005 Assistant Finance Manager Cliff Craig presented the vouchers for May 13,2005,for approval. Julie Peterson moved to approve the vouchers dated May 13, 2005. Bruce White seconded the motion,which passed 3-0. 3. PUBLIC WORKS DEPARTMENT—STREET SYSTEM VEGETATION MAINTENANCE PROPOSAL—AUTHORIZE FILLING THREE (3) POSITIONS Public Works Director Larry Blanchard requested authorization from the full City Council to create and fill one Street Maintenance Worker 3 (F"TE) and two Street Maintenance Assistants (PTE's) positions to be assigned to the Street Vegetation Maintenance Sub-section of the Public Works Operations Division which would staff the Street Vegetation Maintenance Sub- section at the same level it was prior to the 2003 lay-offs. Mr. Blanchard advised that these positions will be funded by charging 50%of the cost to the Street Maintenance Fund and 50% of the cost to Projects. In most cases 50%of the work is performed in and around property that is fully developed has curb, gutter, and sidewalks adjacent to them, and requires more manicured vegetation maintenance. The other 50% of [lie work is performed adjacent to property that is undeveloped and needs to be mowed because it is in the City's right-of-way, and the cost of said mowing can be identified to benefit these undeveloped properties or projects. Thereby a portion of each of the projects will provide for the cost of this service. The estimated cost of these positions for the remainder of the 2005 Budget including benefits for the full-time employee is $47,455. The general fund portion of cost is $23,723 allocated by general fund contingencies. Prior to the lay-offs that occurred in 2003 the Street Vegetation Maintenance staff included 2 Full-tile and 2 Part-time employees. Total work hours available to complete the 8,500,000 SF of maintenance was 6400 work hours. The number of tall grass 1 1 Operations Committee Minutes May 17,2005 Page• 2 and noxious weed complaints at that time averaged 30-40 per year. After the lay-offs street vegetation staff was reduced by 1 FTE and 2 PTE's leaving only 1,800 work hours to complete the same work listed above. The one Street Vegetation Maintenance Worker left could only respond to emergency mowing/ trimming, and site distance/vision area maintenance call-outs. Complaint/service calls for tall grass and noxious weeds now averages between 300-400 per year, and many of the calls are going directly to City Council members. Operations is currently only doing reactive maintenance responding to service calls and cannot, due to staffing, provide a preventative maintenance program for Street Vegetation Maintenance. Since 2003 the area maintained by the Street Vegetation Sub-section has increased by 24% from 8,500,000 SF to 10,540,000 SF, and as we head into summer will only multiply our backlog of vegetation call-outs. To maintain the Downtown area Public Works Operations, utilize one of the authorized Part-time Street Vegetation Assistants to keep the Downtown area maintained to an acceptable preventative maintenance level. Julie Peterson moved to recommend the full City Council authorize the creation and filling of one Street Maintenance Worker 3 and two Sheet Vegetation Assistants to be assigned to the Street Vegetation Maintenance Sub-section of Public Works Operations. Bruce White seconded the motion,which passed 3-0. The meeting was adjourned at 4:14 p.m. Renee Cameron Operations Committee Secretary 2 1 ' PUBLIC WORKS COMMITTEE MINUTES May 16, 2005 COMMITTEE MEMBERS PRESENT Committee Chair Bruce White and Committee Members Ron Harmon and Debbie Raplee. The meeting was called to order at 5.12 P.M. Approval of Minutes Dated May 2,2005 Committee Member Ron Harmon moved to approve the minutes of May 2, 2005. The motion was seconded by Debbie Raplee and passed 3-0 Pacific Highway South Puget Sound Easement Mark Howlett, Design Engineering Supervisor said as part of the Pacific Highway South HOV Lanes project Puget Sound Energy is asking for an overhang easement from the City as part of their electrical facility relocation work Debbie Raplee moved to recommend granting the Mayor authorization to execute the respective documents granting an easement to Puget Sound Energy for overhead electrical facilities as part of the Pacific Highway South HOV Lanes Project. The motion was seconded by Ron Harmon and passed 3-0. Condemnation Ordinance for Natural Resources and Storm Drainage Mike Mactutis, Environmental Engineering Manager said this property was historically farmed but currently is not farmed and has not been for several years A previous owner sold the development rights to King County under the Farmland Preservation Program, the current owner would like to change the property use. The current owner is proposing to provide this site to the City for the relocation and restoration of Johnson Creek away from the roadway, and for a regional detention and water quality facility. King County is requesting the City condemn the property so it can be removed from the Farmland Preservation Program and transferred to the City. The property owner will pay to KC through the City to restore the property rights, which KC can apply to the FPP to acquire land more suitable for farming preservation. Debbie Raplee asked for further clarification on the condemnation. Tom Brubaker, City Attorney said condemning the property will give King County a legal way to release the restrictions on the property Ron Harmon asked why the owner did not go through King County, Brubaker said the County cannot convey the restrictions through a private owner. Mike Mactutis clarified the City has been working on plans for Johnson Creek restoration project for the past 2-3 years,this was before the owner inquired about changing the development rights. Ron Harmon moved to recommend authorization to adopt a Condemnation Ordinance to obtain property for natural resources and storm drainage improvements. The motion was seconded by Debbie Raplee and passed 3-0. Montessori School Request to Lease City Property Larry Blanchard, Public Works Director said the City has received a request from the Montesson Plus School in regards to overflow parking for their facility. Staff evaluated the request and negotiated conditions for the lease with the owner. The City will maintain access to the property, the City will have a potential revenue of up to $9,000 and any repairs made due to MPS parking in the this area shall be billed and paid by the MPS 2 2 Debbie Raplee asked why the area to the east could not be used, Garry Gill, City Engineer said that area was being used as a playground for the school. Debbie Raplee moved to recommend the full City Council authorize the Legal Department to prepare a Lease Agreement for overflow parking requested by the Montessori Plus School. Terms of the Lease Agreement to be approved by the City Attorney and Public Works Director prior to signature by Mayor. The motion was seconded by Ron Harmon and passed 3-0. The meeting adjourned at 5:41 P M. 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