HomeMy WebLinkAboutServices Agreemeent Reliant Behavioral Healthj5 f .
RELIANT BEHAVIORAL HEALTH
EMPLOYEE ASSISTANCE PROGRAM
SERVICES AGREEMENT
THIS AGREEMENT (the "Agreement") is made and entered into this First day of July,
2011, by and between RELIANT BEHAVIORAL HEALTH, LLC, 1221 SW Yamhill, Suite
200, Portland, Oregon 97205 (hereinafter " RBH"), and the City of Central Point, 140 S 3rd
Street, Central Point, Oregon 97502 (hereinafter "Employer").
RECITALS
WHEREAS, RBH is engaged in the business of providing employee assistance program
services; hereinafter "EAP" and
WHEREAS, Employer desires to engage RBH to provide the services described in this
Agreement and RBH is willing to provide such services on the terms and conditions set forth
herein;
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth
herein, the parties hereto agree as follows:
AGREEMENT
1. EAP Services. RBH shall provide professional employee assistance services to
employees, anyone living in their household and anyone dependent upon their
income (collectively, "Participants"). EAP services may include assessment,
referral, and short-term intervention to resolve specific problems. The specific
EAP services provided are set forth in the Services Summary (Exhibit A) and Fee
Schedule (Exhibit B) attached hereto.
2. Emnloyer Responsibility. Employer agrees to assist RBH in the performance of
services as follows:
2.1 To designate an employee who will act as liaison with RBH.
2.2 To provide RBH with a current total number of employees eligible for
EAP services, and update on a quarterly basis or upon significant changes
in the workforce.
2.3 To give prompt notice to RBH whenever Employer observes or otherwise
becomes aware of any deficiency in the proposed delivery of such
services.
2.4 To distribute EAP promotional material and request and schedule
orientation sessions/supervisory training as appropriate.
RBH f=AP Service Agreement (rev. 11_2010) 1
2.5 To provide RBH with current health plan benefit information annually, or
notify RBH as changes affecting behavioral health, chemical dependency
benefit levels, or provider network occur.
2.6 To provide appropriate access to employees and supervisors for necessary
communication and education on EAP related issues, including employee
orientation and supervisory training, distribution of educational materials,
and workplace wellness presentations.
3. Billin~/Payment for Services. Each quarter, Employer will provide RBH with an
accurate total of the employees eligible for EAP services. RBH shall be
responsible for submitting an invoice to Employer on or about the first day of
each billing cycle. Employer will remit payment to RBH within 30 days of
receipt of billing. RBH reserves the right to charge interest on late payments on
the amount due from the due date until the date paid. The interest rate shall be
eighteen percent (18%) per year. RBH reserves the right to suspend service on
accounts more than thirty (30) days past due, with or without notice.
3.1 Fees may be adjusted with sixty (60) days written notice to the Employer.
3.2 If at any time during the term of this Agreement the Annualized
Utilization increases above seven (7) percent or drops below two (2)
percent, RBH shall notify Employer of such change, and Employer and
RBH shall enter into discussion and reach agreement as to new rates for
provided EAP services. Such rate adjustments will apply to the billing
cycle following agreement on the new rate structure.
"Annualized Utilization" shall be defined as the number of incidents of
counseling or other direct services (e.g. crisis services) averaged over a
current 12 month period.
4. Confidentiality.
4.1 Health Information and Protected Health Information.
RBH agrees to protect the confidentiality of Participants and their
individually identifiable health information ("Protected Health
Information" as defined in 45 CFR § 164.501) in accordance with the
requirements of state and federal laws, including the Health Insurance
Portability and Accountability Act of 1996 (HIPAA). All records of
Participants are and will remain the property of RBH.
Both RBH and~Employer shall treat individually
identifiable health information as confidential and will take reasonable
precautions to safeguard the privacy, security, and confidentiality of all
Protected Health Information and other such individually identifiable
health information.
RBH EAP Service Agreement (rev. 11 zolo) 2
4.2 RBH Proprietary Information. During the Term of this Agreement, as
defined below, Employer and RBH will receive and have access to
Proprietary Information (as defined below). Employer and RBH shall
hold one another's Proprietary Information in confidence, will take all
reasonable precautions to safeguard all Proprietary Information at all times
so that it is not exposed to, or taken by, unauthorized persons. During or
after termination or expiration of this Agreement, for any reason,
Employer and RBH will not, directly or indirectly, use, disclose, or make
available any Proprietary Information to anyone outside RBH or
Employer. Proprietary Information received by Employer or RBH shall
remain the property of the originating party and, upon expiration or
termination of this Agreement for any reason, or upon RBH's or
Employer's request prior to termination, each party shall return to the
originating party all Proprietary Information in its possession.
For purposes of this Agreement, "Proprietary Information" shall mean
information disclosed to or accessed by Employer or RBH, not generally
known in the relevant trade or industry, about Employer's/RBH's business
activities, services, and processes, including but not limited to information
concerning training manuals, promotional or educational materials,
computer programs, policies, procedures, processes, finances, accounting
and reporting methods, treatments, trade secrets, contractual arrangements,
and marketing strategies.
4.3 Remedies. Employer and RBH acknowledge that the use or disclosure of
any Proprietary Information, Protected Health Information, or Participant
information in a manner inconsistent with this Agreement will cause the
originating party irreparable damage, and that each party shall have the
right to equitable and injunctive relief to prevent the unauthorized use or
disclosure, and to such damages as are occasioned by such unauthorized
use or disclosure.
4.4 Survival. The provisions of this Section 4 shall survive the expiration or
termination of this Agreement for any reason.
5. Relationshiu.
5.1 No Authority. The relationship between RBH and Employer is purely
contractual and neither RBH nor Employer, nor the employees, servants,
agents, or representatives of either, shall be considered the employee,
servant, agent, or representative of the other. As independent contracting
parties, neither RBH nor Employer shall have any express or implied right
of authority to assume or create any obligation on behalf of or in the name
of the other party, except as specifically provided herein.
5.2 Fiduciary. RBH is not a fiduciary of any Employer-contracted or self-
... insured health plan and does not have any discretionary authority to make
determinations regarding benefits under the terms of such health plan.
RBH EAP Service Agreement (rev. 11 2010) 3
6. Term and Termination.
6.1 Effective Date. This Agreement shall commence on the first day of July,
2011 and shall remain in full force and effect for one (1) year, unless a
different expiration date is specified in Exhibit C, subject to earlier
termination as provided herein. This Agreement shall automatically renew
for two (2) successive one-year terms, unless canceled by either party
upon at least 60 days' written notice. The automatic renewal terms may
include a rate adjustment for each successive term. The number of
employees covered, rates, and payment provisions agreed to by the parties
are outlined in Exhibit B.
6.2 Termination. This Agreement may be terminated at the time, and upon
occurrence, of any of the events described below:
6.2.1 Without cause, at any time with sixty (60) days prior written notice
to the other party.
7. Diswute Resolution. The parties agree to meet and confer in good faith to resolve
any problems or disputes that may arise under this Agreement. Any controversy
or claim arising from or relating to this Agreement that cannot be amicably
resolved shall be settled by arbitration in accordance with the rules of the
American Arbitration Association under its Commercial Arbitration Rules, and
judgment upon the award rendered may be entered in any court having
jurisdiction thereof.
8. Indemnity. RBH shall hold harmless Employer against all actions, claims,
demands and liabilities, and against all loss, damage, costs and expenses,
including reasonable attorneys' fees, arising directly or indirectly, out of an actual
or alleged injury to a person or to property as a result of the negligent or
intentional act or omission of RBH, or any of RBH's employees, subcontractors
or agents providing the services pursuant to this Agreement, except to the extent
any such loss, damage, costs and expenses were caused by the negligent or
intentional act or omission of Employer, its officers, employees or agents.
Employer shall.. hold harmless RBH against all actions, claims, demands and
liabilities, and against all loss, damage, costs and expenses, including reasonable
attorneys' fees, arising directly or indirectly out of an actual or alleged injury to a
person or to property as a result of the negligent or intentional act or omission of
Employer, or any of Employer's employees, subcontractors or agents providing
the services pursuant to this Agreement, except to the extent any such loss,
damage, costs and expenses were caused by the negligent or intentional act or
omission of RBH, its officers, employees or agents.
9. I,ialbility Insurance. RBH shall obtain and maintain Commercial General
Liability insurance coverage with limits not less than one million dollars
($1,000,000) per occurrence and two million dollars ($2,000,000) in the
aggregate. RBH shall obtain and maintain Professional Liability Insurance
RBH EAP Service Agreement (rev. 11_2010) 4
(Errors .and Omissions) coverage with limits not less than one million dollars
($1,000,000) per occurrence and in aggregate.
The requirement to maintain Commercial General Liability and Professional
Liability insurance shall survive the termination of this Agreement. RBH and its
contracted providers sha11 maintain professional liability insurance for the period
of the applicable statute of limitations from the last date Employers' clients are
provided with,services pursuant to this Agreement.
A certificate of insurance (or a copy of the insurance policy) verifying such
coverage shall be made available to Employer upon request while this Agreement
is in effect. Employer shall be notified at least thirty (30) days prior to
cancellation, reduction or material change in coverage.
10. EnBre Agreement. This Agreement, including all attachments hereto, contains
the entire agreement and understanding between the parties and supersedes all
prior agreements, understandings and representations.relating to the subject matter.
of this Agreement. This Agreement may be amended at anytime during the term
hereof by the mutual written consent of all of the parties hereto.
19. Headings. The section headings used herein have been inserted for convenience
or reference only and shall not in any way modify or restrict any terms or
provisions hereof
12. Governing Law. This Agreement grid the rights and obligations created
hereunder shall be governed by and construed in accordance with Oregon law.
13. Contact or Notice. Communication between Employer and RBH ,shall' be made
to the following contacts at the `noted address and contact numbers:
Barbara Robson
IiR Director
City of Central Point
140 S 3`~ Street
Central Point, Oregon 97502
Phone: 541-423-1046
Barbara.Robson(a~centralpointoregon. goy
Shoshana Mayor
Account Executive
1221 SW Yamhill
Suite 200
Portland, Oregon 97214
FAX 877-730-5113
Phone 503-460-7841
E-mail: smavor(c}eliantbh.com
IN WITNESS WHEREOF, the parties hereto have signed this Agreement as of the day
and year first written above....
Reliaat Behavioral Health, LLC
• Digitally signed by Patty Schneider
Patty Schneider`~DN:cn=PattySchneideto,ou,
s ,email=pattys®reliantbh.com,r-US
By , .. narn• ~m t ne ~o i o.arna .prnn~
Patty K. Schneider
Title; VP of Marketing c~ Sales
Date'
`~~RBI EAP Service Agreement (rev. ~~ 200)
City of Central Point
By
Name: 1 ~ l l: Jam- er ,' ~
M^ s ~v
Title: C . -/ r-. ~ .n, ~--~-r'
Date C.~ ~ /'4~-. ~~ !/
5
EXHIBIT A
SERVICES PROVIDED
RBH will provide the following services to Employer:
A. Assessment, Brief Counseling and /or Referral: Counseling sessions including an
initial evaluation to identify problems, brief counseling or referral as appropriate.
RBH agrees to provide up to a maximum of 3 sessions (hours) per incident for
employees and their eligible dependents. RBH eAccess provides convenient access
to online consultations with licensed counselors.
B. Critical Incident Debriefings: Provided on-site within 24 to 72 hours of request.
Critical Incident Debriefing protocol does not apply to organizational transitions, re-
organizations, downsizing or layoffs.
C. Employee Orientations: Annually, at the request of the Employer.
D. Supervisor Trainings: Annually, at the request of the Employer. Training addresses
strategies for constructive intervention that coincides with the RBH supervisor
manual.
E. Unlimited Consultation with Supervisors: To identify constructive intervention
strategies to refer employees to the EAP to resolve specific job performance problem
.behavior.
F. Promotional Materials: RBH provides pamphlets, posters, wallet cards and
newsletters to employees and supervisors.
G. Training Modules: Up to two one-hour trainings per year are available upon
request. Refer to Exhibit C.
H. Utilization Data: RBH will provide confidential program utilization data on a
quarterly basis for those groups-100 employees and above. ~No identifying
information will be provided.
I. Substance Abuse Evaluations: RBH will provide Substance Abuse evaluations and
treatment plan~development consistent with the criteria established by the American
Society of Addiction Medicine.
J. DoT Substance Abuse Evaluations: Up to two DoT evaluations per contract year.
K. Legal and Financial and Mediation Services: Convenient access to legal assistance,
advice and information on everyday legal issues, including free half hour face-to-face
or telephonic consultations, followed by discounted -legal representation (25%
discount). Excludes employer related issues. Financial consultations are available to
assist with any type of financial issue. If the services of a CPA are retained a
discount of 25% off the normal fees will be offered. Personal and family mediation
RBH EAP Service Agreement (rev. 11 2010) 6
services provided with free half hour consultation, followed by a 25% discount on
normal fees.
L. Will Preparation: Provides introductory correspondence and a complimentary will
preparation kit. Simple will prepared by attorney. Additional Estate Planning
Services available at 25% off Attorney's fees.
M. Identity Theft/Fraud Services: Includes assistance with assessing the damage,
stopping further damage from and ID thief, and developing a recovery plan.
N. Home Ownership Program: Includes flee support and information about making
smarter choices when shopping for a new home; making financing and/or refinancing
decisions; relocating; or selling a home.
O. Worlt/Life Website: Access to RBH Work-Life Website provides employees and
management access to up-to-date information on a variety of topics and includes on-
line training modules. Access the Website at www.myrbh.com. Your Access Code
log-in is centralpoirit
P. Enhanced Childcare Services: Childcare professionals provide information and
support on parenting, school issues, teenager challenges, adoption, college planning,
summer camps, daycare, and much more.
Q. Enhanced Adult and Eldercare Services: Eldercare specialists assist with finding
quality information and services including transportation, meal, exercise programs,
activities, in-home care, daytime care, housing, and much more.
RBH EAP Service Agreement (rev. 11_2010) ~
EXHIBIT B
1.
2.
EMPLOYEE COVERAGE. RATES AND PAYMENTS
Number of Emnloyees Covered
Employer agrees to provide RBH with a detailed list of employees and their
geographic area of employment at the inception of the Agreement. RBH shall
provide services pursuant to this Agreement to all employees in the geographic
areas to which both parties agree indicated below or in the attachment if the below
spaces is not adequate.
Emnlovee Location
Central Point, Oregon
Emnlovee Count
73
Total 73
Employer agrees to provide RBH with a current total number of employees
eligible for EAP services, and update on a quarterly basis or upon significant
changes in the workforce. These counts and locations shall be provided to RBH
by mail or facsimile 15 days prior to the end of the billing cycle. The updated
number of eligible employees will be indicated on the next billing cycle's invoice.
Effective Date/Rates
DATES OF SERVICE RATE PEPM
First Year: 7/1/11-6/30/12 $6.25
Second Year: 7/1/12-6/30/13 $6.25
Third Year: 7/1/13-6/30/14 $6.43
3.
The parties agree that the rate is firm and not subject to any refunds, rebates, or
other changes unless agreed to in writing and specified in Exhibit C.
Payments
Employer shall pay RBH on a quarterly basis in advance of the service period.
RBH EAP Service Agreement (rev. 11 2010) g
~~.: ,
EXI~IBIT C
SPECIAL PROVISIONS
Additional Services to be provided outside of those noted in Exhibit A and to be billed
outside of the contracted PEPM rate.
1. Training: On-site training provided in addition to that outlined in Exhibit A,
shall be reimbursed at the rate of $110 per hour. Mileage reimbursed per federal
reimbursement rate and customary travel expenses may be billed as well.
2. DoT Evaluations: Additional fee at the rate of $450 per evaluation.
3. Critical Incident Stress Debriefing (CISD): May be additional fee at the rate of
$150 per hour, door-to-door.
4. Organizational Conflict Resolution and Workplace Mediation/Facilitation:
may be on-site or off-site, reimbursed at the rate of $150 per hour. Mileage
reimbursed per federal reimbursement rate and customary travel expenses may be
billed as well.
RBH EAP Service Agreement (rev. 11 2010) 9