HomeMy WebLinkAbout2010-11-16-4:00PM-REGULARVol.
BRAZOS COUNTY
BRYAN,TEXAS
NOTICE OF MEETING AND AGENDA
BRAZOS COUNTY COMMISSIONERS COURT
THE COMMISSIONERS COURT OF BRAZOS COUNTY WILL MEET IN
REGULAR SESSION ON NOVEMBER 16, 2010 AT 4:00 PM IN THE
COMMISSIONERS COURTROOM OF THE COUNTY ADMINISTRATION
BUILDING, 200 SOUTH TEXAS AVE., SUITE 106, BRYAN, TX 77803
200 NOV 12 p 3: I
1. Invocation and Pledge of Allegiance -
Judge Sims.
2. Call for Citizen input and /or concerns.
Consider and take action on agenda items 3 - 26:
3 Order 10 -016 prohibiting outdoor burning in Brazos County for ninety (90) days, effective immediately
(previously tabled'.
4 Request from Commissioner Peters for an exception to the county travel policy, allowing
reimbursement of $139.00 plus tax for hotel reimbursement for one night. Commissoner Peters will be
attending the 2010 Newly Elected Officials training on 12 -09 -10 and there is no host hotel.
5 Non - profit organization application for Brazos County inmate work crew labor for Radio M'A *S *H.
6 Homeland Security Grant program sub - recipient agreement for FY2010.
7 Professional Services Agreement withTransparent Systems, LLC dba Quest Analytics Group for an
audit of Brazos County's Pharmacy Benefits Manager Caremark LLC .
8 Contract Amendment with Victoria County for Article V - Compensation.
9 Approval of Fiscal Federal Funding Accountability and Transparency Act (FFATA) Reporting Guidance
tor Title IV -E Legal Services Contract # 23380017 & Title IV -E Child Welfare Services Contract #
23380021
10. Manual Requisition in the amount of $20.500.00 to Building Abatement Demolition Company Inc. for
additional asbestos abatement of the Courthouse.
11 Manual Requisition in the amount of $6,700.00 to Austin Environmental for asbestos monitoring on the
1 t p 246a
Courthouse fourth floor plumbing.
12 Permission to advertise Bid # 2011 -10, Purchase and Installation of a video system for the Expo Exhibit
Hall.
13 Change order to the contract with Turner Construction for the Jail addition to reduce the amount of the
contract by $161,771.00.
14 Replat of Lot 47 of 7 -11 Ranch Phase 1, recorded in Volume 628, Page 659 (Official Records of Brazos
County), Brazos County, Texas. Site is located in Precinct 1.
15 Treasurer Report tor the month of September 2010.
16. Tax Refund Applications for the following:
a. Bruce W & Rita Swinev-overpayment- $18.
b. Barry Gregory Cobb - overpayment - $200.00
c. Barry Gregory Cobb - overpayment- $200.00
d. American Home Mortgage- overpayment- $326.18
e. Charles R & Becky K Anderson - overpayment -$7.39
17. Budget Amendments.
Budget Amendments FY10 - 56.1
Budget Amendments FY11 6.1 thru 6.2
18 Manual Requisition in the amount of $127,519.76 to Mitvlite for the purchase of tables, chairs and a
portable dance floor for the Expo expansion. This is being purchased from state contract TXMAS #2-
711090.
13 Manual Requisition in the amount of $3,971.01 to Heartsafe America for the purchase of three (3)
Philips Heartstart defibrillator's for the Expo expansion. This Is being purchased from state contract
TXMAS 8- 6511A030.
20 Manual Requisition in the amount of $13,369.61 to Wilton's Office Works for the purchase of furniture
for the Expo expansion. This Is being purchased from state contract TXMAS #5- 711022013 & TXMAS
#6-7111106018.
21 Manual Requisition In the amount of $1,631.39 to Georgia Expo for the purchase of drapes and piping
for the Expo expansion.
22 Manual Requisition In the amount of $1,315.00 to Palmer Snyder for the purchase of two (2) portable
beverage services for the Expo expansion. This is being purchased from state contract #425 -N1.
23 Manual Requisition in the amount of $419.52 to Wilton's Office Works for the purchase of two (2)
lecterns for the Expo expansion. This is being purchased fromstate contract TXMAS #4. 71101801.
24 Manual Requisition in the amount of $13,436.00 to Stage Right for the purchase of a portable stage for
the Expo expansion.
25. Personnel Change of Status.
Personnel Action Forms
26. Payment of Claims.
27 Acknowledgement of the Investment Report for the quarter ending 09- 30 -10.
28 Presentation by the Brazos Valley Groundwater Conservation District regarding the District's activities
for 2010.
29. Announcement of interest items and possible future agenda topics.
30. Call for Citizen input and /or concerns.
Vol.
1 Pg.
053
31. Agency/ Board/ Committee reports by Court members.
32. Adjourn.
Vol.
Pg.
PUBLIC COMMENTS
Public Comment during the Commission Meeting may be for all matters, both on and off the agenda, and be limited to four
minutes per person. Persons are invited to submit comments in writing on the agenda items and /or attend and make comment
at the Commission meeting. Members of the public are reminded that the Brazos County Commissioners Court is a
Constitutional Court, with both judicial and legislative powers, created under Article V, Section 1 and Section 18 of the Texas
Constitution. As a Constitutional Court, the Brazos County Commissioners Court also possesses the power to issue a
Contempt of Court Citation under Section 81.024 of the Texas Local Government Code. Accordingly, members of the public in
attendance at any Regular, Special and /or Emergency meeting of the Court shall conduct themselves with proper respect and
decorum in speaking to, and /or addressing the Court; in participating in public discussions before the Court; and in all actions in
the presence of the Court. Those members of the public who are inappropriately attired and /or who do not conduct themselves
in an orderly and appropriate manner wit be ordered to leave the meeting. Refusal to abide by the Court's Order and /or
continued disruption of the meeting may result in a Contempt of Court Citation.
It is not the intention of the Brazos County Commissioners Court to provide a public forum for the demeaning of any individual
or group. Neither is it the intention of the Court to allow a member (or members) of the public to insult the honesty and/or
integrity of the Court, as a body, or any member or members of the Court, or County employees, individually or collectively.
Accordingly, profane, insulting or threatening language directed toward the Court and /or any person in the Court's presence
and /or racial, ethnic or gender slurs or epithets will not be tolerated. Violation of these rules may result in the following
sanctions:
1. cancellation of a speaker's time;
2. removal from the Commissioners Court;
3. a Contempt Citation; and/or
4. such other and /or criminal sanctions as may be authorized
under the Constitution, Statutes and Codes of the State of Texas.
The County Commissioners Court can deliberate or take action only if a matter has been listed on an agenda properly posted
prior to the meeting. During the public comment period, speakers may address matters not listed on the published agenda. The
Open Meeting Law does not expressly prohibit responses to public comments by the Commissioners Court. However,
responses from the County Judge or Commissioners to unlisted public comment topics could become deliberation on a matter
without notice to the public. To ensure the public has notice of all matters the Commissioners Court will consider, the County
Judge and /or Commissioners may choose not to respond to public comments, except to correct factual inaccuracies, recite
existing policy in response to an inquiry or to ask that a matter be listed on a future agenda. See Texas Open Meetings Act
§551.042.
The Commissioners Courtroom of the County Administration Building, 200 South Texas Ave., suite 106, Bryan, TX 77803 is
wheelchair accessible. Handicap parking spaces are available. Any request for sign interpretive services must be made two
working days before the meeting. To make arrangements, please call (979) 361 -4102.
Vol.
4 I p g55
BRAZOS COUNTY
BRYAN,TEXAS
MINUTES
November 16, 2010
BRAZOS COUNTY COMMISSIONERS COURT
REGULAR MEETING
A regular meeting of the Commissioners' Court of Brazos County, Texas was held in
the Brazos County Commissioners Courtroom in the Administration Building, 200
South Texas Avenue, in Bryan, Brazos County, Texas, beginning at 4:00 p.m. on
Tuesday, November 16, 2010 with the following members of the Court present:
Randy Sims, County Judge, Presiding;
Lloyd Wassermann, Commissioner of Precinct 1;
Duane Peters, Commissioner of Precinct 2;
Kenny Mallard, Commissioner of Precinct 3;
Irma Cauley, Commissioner of Precinct 4;
Karen McQueen, County Clerk.
The attached sheets contain the names of the citizens and officials that were in
attendance.
1. Invocation and Pledge of Allegiance - Judge Sims.
2. Call for Citizen input and /or concerns.
Eric Caldwell, Director of Information Technology updated the Court on the Justice
Software. His department is working on getting an RFP ready to go out in December.
Consider and take action on agenda items 3 - 26:
3 Order 10-016 prohibiting outdoor burning In Brazos County for ninety (90) days. effective immediately
(previously tabled).
Chuck Frazier, Emergency Management Coordinator asked that this be tabled.
Motion: Table , Moved by Commissioner Duane Peters, Seconded by Commissioner
Vol.
I L I Pg a 5Cp
Kenny Mallard. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
4 Request from Commissioner Peters for an exception to the county travel policy, allowing
reimbursement of $139.00 plus tax for hotel reimbursement for one niaht. Commissoner Peters will be
attending the 2010 Newly Elected Officials training on 12-09-10 and there Is no host hotel.
Motion: Approve , Moved by County Judge Randy Sims, Seconded by Commissioner
Lloyd Wasserman. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
5 Non - profit organization application for Brazos County Inmate work crew labor for Radio M *A *S *H.
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner
Duane Peters. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
6 Homeland Security Grant program sub - recipient agreement for FY2010.
The grant amount is $199,238.00 and funds received under this grant award are to be
used to address potential and real time challenges in response to acts of terrorism and
all hazardous events .
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Kenny Mallard. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
7 Professional Services Aareement withTransparent Systems. LLC dba Quest Analvtics Group for an
audit of Brazos County's Pharmacy Benefits Manaaer. Caremark LLC .
Cost to Brazos County is $24,000.00. A copy of the agreement is attached.
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Kenny Mallard. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
8 Contract Amendment with Victoria County for Article V - Compensation.
Cost to Brazos County is as follows:
Basic Level - $98.00 per day /per child
Specialized Level - $140.00 per day per child
Commissioner Cauley asked Dr. Doug Vance for information on this. Dr. Vance replied
that there was an increase due to the Texas Juvenile Probation Commission setting new
rates for housing children. A copy of the amendment is attached.
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Kenny Mallard. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
9 Approval of Fiscal Federal Funding Accountability and Transparency Act (FFATA) Reporting Guidance
for Title IV -E Legal Services Contract # 23380017 & Title IV -E Child Welfare Services Contract #
23380021
The certifications represent material facts upon which the Department of Family and
Protective Services relies when reporting information to the federal government required
under federal law. Copies are attached.
Vol.
1 4I
Pg a 57
11
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner
Duane Peters. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
10 Manual Requisition in the amount of $20.500.00 to Building Abatement Demolition Company, Inc. for
additional asbestos abatement of the Courthouse.
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Kenny Mallard. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
Manual Requisition in the amount of $6,700.00 to Austin Environmental for asbestos monitoring on the
Courthouse fourth floor plumbing.
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner
Duane Peters. Passed. 5 -0. Members voting Aye Cauley , Mallard , Peters , Sims ,
Wasserman .
12 Permission to advertise Bid # 2011-10, Purchase and Installation of a video system for the Expo Exhibit
Hall.
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by County Judge
Randy Sims. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
13 Change order to the contract with Turner Construction for the Jail addition to reduce the amount of the
contract by $161,771.00.
Change Order decreases the contract sum $161,771.00. Reduces contract amount from
$45,000,000.00 to $44,838,229.00. A copy is attached.
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner
Lloyd Wasserman. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
14 Replat of Lot 47 of 7 -11 Ranch Phase 1, recorded in Volume 628. Page 659 (Official Records of Brazos
County) Brazos County, Texas. Site Is located in Precinct 1.
Motion: Approve , Moved by Commissioner Lloyd Wasserman, Seconded by
Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Cauley , Mallard ,
Peters , Sims , Wasserman .
15 Treasurer Report for the month of September 2010.
A copy is attached.
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Irma Cauley. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
16. Tax Refund Applications for the following:
a. Bruce W & Rita Swinev- overpayment- $18.10 b. Barry Gregory Cobb - overpayment- $200.00 c. Barry
Gregory Cobb - overpayment - $200.00 d. American Home Mortgage - overpayment- $326.18 e. Charles R &
Becky K Anderson - overpayment -$7.39
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Lloyd Wasserman. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
17. Budget Amendments.
Vol.
114
Pg. ass
Budget Amendments FY10 - 56.1
56.1 Realocation of Funds - Hotel Occupancy Tax Marketing Reimbursement. A copy is
attached.
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Irma Cauley. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
Budaet Amendments FY11 6.1 thru 6.2
6.1 Reallocate funds BVCOG - Interlocal
6.2 Reallocate funds EXPO Expansion
A copy of each is attached.
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Lloyd Wasserman. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
18 Manual Requisition In the amount of $127,519.76 to Mitylite for the purchase of tables, chairs and a
portable dance floor for the Expo expansion. This is being purchased from state contract TXMAS #2-
711090.
For new banquet room.
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner
Duane Peters. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
19 Manual Requisition in the amount of $3,971.01 to Heartsafe America for the purchase of three (31
Philips Heartstart defibrillator's for the Expo expansion. This is beina purchased from state contract
TXMAS 8- 6511A030.
Commissioner Cauley asked Tom Quarles, Event Facilities Director if his staff needs to
be trained. Mr. Quarles said his staff is trained on the machine but will need to have
some re- training and also for employees hired since the last training date.
Motion: Approve , Moved by Commissioner Lloyd Wasserman, Seconded by
Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Cauley , Mallard ,
Peters , Sims , Wasserman .
20 Manual Requisition in the amount of $13.369.61 to Wilton's Office Works for the purchase of furniture
for the Expo expansion. This is being purchased from state contract TXMAS #5-711022013 & TXMAS
#6-7111106018.
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner
Duane Peters. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
21 Manual Requisition in the amount of $1,631.39 to Georgia Expo for the purchase of drapes and piping
for the Expo expansion.
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Lloyd Wasserman. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
22 Manual Requisition in the amount of $1.315.00 to Palmer Snyder for the purchase of two (21 portable
beverage services for the Expo expansion. This is being purchased from state contract #425 -N1.
Motion: Approve , Moved by Commissioner Lloyd Wasserman, Seconded by
Vol. 1 4 ( Pg a,”
Commissioner Irma Cauley. Passed. 5 -0. Members voting Aye: Cauley , Mallard ,
Peters , Sims , Wasserman .
23 Manual Requisition In the amount of $419.52 to Wilton's Office Works for the purchase of two (2)
lecterns for the Expo expansion. This Is being purchased fromstate contract TXMAS 44-71101801.
Motion: Approve , Moved by Commissioner Irma Cauley, Seconded by Commissioner
Duane Peters. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
24 Manual Reauisition in the amount of $13.436.00 to Stage Right for the purchase of a portable stage for
the Expo expansion.
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Irma Cauley. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
25. Personnel Change of Status.
Personnel Action Forms
A copy is attached.
Motion: Approve , Moved by Commissioner Lloyd Wasserman, Seconded by
Commissioner Duane Peters. Passed. 5 -0. Members voting Aye: Cauley , Mallard ,
Peters , Sims , Wasserman .
26. Payment of Claims.
7080776 through 7081003
Motion: Approve , Moved by Commissioner Duane Peters, Seconded by Commissioner
Lloyd Wasserman. Passed. 5 -0. Members voting Aye: Cauley , Mallard , Peters , Sims ,
Wasserman .
27 Acknowledgement of the Investment Report for the quarter ending 09- 30 -10.
A copy is attached.
28 Presentation by the Brazos Valley Groundwater Conservation District regarding the District's activities
for 2010.
Pete Brien, representing Robertson County on the board and acting president, Wayne
Wilson, Steve Beachy, Tom McDonald and Ralph Crum were present. Ralph Crum gave
the presentation.
29. Announcement of interest items and possible future agenda topics.
Commissioner Mallard said that the High Speed Rail committee had sent a letter to the
Japanese Central Railroad about a future meeting in Texas.
30. Call for Citizen input and /or concerns.
Wayne Dicky, Jail Administrator informed the Court that there were 531 inmates in jail,
47 have electronic monitors and 46 are pending for monitors.
31. Agency/ Board/ Committee reports by Court members.
32. Adjourn.
Vot.
p 0100
The foregoing minutes of the Commissioners Court meeting held
November 16, 2010 have been examined and are approved in open
Court this the 1 day of eECAr , 2010, in Bryan,
Brazos Count. /, Tex -s.
Randy
Count
Irma Ca
s
Judge
Duane Peters
Commissioner, Precinct 2
Commissioner, P
Attest:
11444-- kt `Se
Ka en McQueen
County Clerk
ct 4
Vol 14 ( Page DlDE
Lloyd assermann
Commissioner, Precinct 1
Kenny Malla
Commissioner, Precinct 3
Name
, /4 /J
P V
/ (
ALp a // ate,
/ ern" 4A1
G Afro I 00
4 A
Oar 6on
e „Li kit
v�G Ai N-
M' G ---
COMMISSIONERS COURT MEETING
./gvc ao/o @ S
Date and Time
_p/( (L1>u
Vol. I `I I Pg. a cPa
Organization /Department
(
ded
Beae, )& /7,,
1I
./
itco
Arnd -OP I � e
COMMISSIONERS COURT MEETING
M /4 J% 4 .00
Date and Time
Name
cc-at, Jef+
707
U'ij
U; // ) :1 �
/74 42,..)4
- 51 L/e
Vol. i Li( p a 1F.3
Organization /Department
Afehr
e V - ? .5 \3f tnA - c� ,Jtr ii,]
The State of Texas, County of BRAZOS
We, the undersigned, as County Commissioners within and for Brazos County, and the
Honorable Randy Sims, County Judge of Brazos County, constituting the entire
Commissioners' Court of Brazos County, during a regular meeting of said Court have
examined the foregoing report and have caused an order to be entered upon the Minutes
of the Commissioners' Court of Brazos County approving said Report as presented and
submitted as true and correct by Kay Hamilton, Treasurer of Brazos County, as provided
for in the Revised Statutes of the State of Texas. (Texas Local Government Code,
114.026)
Witness my hand this it' day of
K. en McQueen
County Clerk, County of BRAZOS, State of Texas
Examined and approved in open Commissioners' Court this ((, day of
Nn v nt hcrr-
20 0
Randy Sims,
ounty Judge
A.D. 2010
L1oy ^— _ �sermann, Commissioner Precinct #1
Treasurer's Report for the MONTH of SEPTEMBER 2010
AND QTR ENDING 9/30/10
Duane 'eters, Commissioner Precinct #2
sioner Precinc
Vol. l4( p g. at°`4
tr
C
ro
d
0 .
B
1
3
3
3
ID
m
8
c
Vo l. 14 I Pg. ? (05
0
0
or or
a
in
a .
0
3
V Pg o2Lvea
This Professional Services Agreement ( "Agreement ") is made and entered into as of the date
of the last party to sign this Agreement and is by and between Brazos County, Texas, a
political subdivision of the State of Texas ( "COUNTY ") and Transparent Systems, LLC, dba
Quest Analytics Group, 10 Glenlake Parkway, Suite 130, Atlanta, GA 30328
( "AUDITOR "), for an audit of COUNTY'S Pharmacy Benefits Manager ( "PBM "),
Caremark, LLC ( "Caremark "), for the October 1, 2009 to present, preparation of a PBM
Request for Bids on behalf of COUNTY and for compliance audit services after COUNTY
contracts with a new PBM.
"Agents" means any employees, agents, or representatives of AUDITOR acting in
connection with this Agreement.
"Agreement" means this Audit Services Agreement entered into by and between
COUNTY and AUDITOR, including the Exhibits and Attachments attached hereto.
"AUDITOR" means Quest Analytics Group.
"Committee" means any staff or committee designated by the COUNTY'S
Commissioners Court, or both such Committee and the Commissioners Court, including
without limitation the PBM Selection Committee, if any, and their successors.
"Covered Persons" means COUNTY, its trustees, officers, and employees, agents,
elected and non elected officers and officials and contractors, excluding AUDITOR and its
Agents.
"Effective Termination Date" means the date on which all or a specified portion of
the work under this Agreement will formally cease, as specified in any Notice of Termination
delivered by COUNTY to AUDITOR.
"Force Majeure" means any cause, circumstance, or event beyond the control and
without the fault or negligence of AUDITOR that causes AUDITOR to fail to perform its
obligations hereunder. Such causes, circumstances or events may include, but are not
restricted to, acts of God or of the public enemy, acts of any foreign, international, federal or
state government (including all subdivisions thereof) in such government's sovereign
capacity, fires, floods and earthquakes; but in every case the failure to perform must be
beyond the control and without the fault or negligence of AUDITOR.
"Member Records" means any records relating to COUNTY'S members, employees,
agents, officers, officials and/or, beneficiaries to which AUDITOR or its Agents may be
exposed when performing under this Agreement.
196203 - 645665 v2
1. Definitions
PROFESSIONAL SERVICES AGREEMENT
AGREEMENT
"Agreement Date" means the date shown in this Agreement.
Vol. 4 1 P g. a 1
2. Applicable Documents
A. Conflicts in Agreement Conflicts in the definition or interpretation of
any work, responsibility, service, schedule or contents of a deliverable product
between the body of this Agreement and the Exhibits and Attachments shall be
resolved by giving precedence first to the body of the Agreement, and then to the
Exhibits and Attachments according to the following priority:
196203-645665 v2
(I) Exhibit A - Statement of Work and fees;
(2) Exhibit B- Certification Concerning Financial Contacts and
Solicitations.
3. Description of Services
A. Work to be Performed AUDITOR agrees to perform the work and
provide the services set forth in this Agreement, in the manner and provide the
services described in this Agreement. The quality of service to COUNTY provided by
the AUDITOR under this Agreement shall be at least equivalent to that which
AUDITOR provides to other clients it serves in the same capacity.
B. AUDITOR'S Key Deliverables
(1) AUDITOR must deliver to County an electronic draft copy of' the
AUDITOR'S final opinion, any financial statements, footnotes and
supplementary information described in this Agreement for the
designated plan year no later than fifteen days after completion.
(2) AUDITOR must deliver an electronic copy of AUDITOR'S final
opinion to COUNTY, footnotes, and supplementary information
described in this Agreement for the designated plan year no later than
fifteen days after receiving the County's comments to the draft audit.
Bid Preparation.
(1) AUDITOR will use commercially reasonable efforts to assist the
County in preparing all necessary bid documentation with requisite
specification for a Pharmacy Benefits Manager.
(2) Auditor will assist County staff in the evaluation and identification
of lowest and best bidder(s) for Pharmacy Benefits Manager
(3) Auditor will assist County in negotiations of the PBM agreement to
be awarded to lowest and best bidder.
Vol. 1 ` i 1 Pg. tog
19620.3 - 645665 v2
(4) Auditor will assist County with post bid award compliance audit, if
any, in accordance with the terms set forth in Exhibit A.
C. Conferences and Meetings
(1) Entrance conference Prior to commencing the audit,
AUDITOR shall attend a conference via telephone or at COUNTY'S
offices with designated COUNTY staff or the selected PBM
Committee.
(2) Exit conference(s) AUDITOR shall attend one or more exit
conference(s), as determined by COUNTY with designated COUNTY
staff or the selected PBM Selection Committee to review the
AUDITOR'S draft of the final report. If requested by COUNTY from
time to time, AUDITOR shall also discuss findings and
recommendations from the report with the COUNTY'S
Commissioners Court and designated PBM Selection Committee at
one or more previously noticed scheduled Board meetings. AUDITOR
will make additional presentations to the Commissioners Court and/or
the PBM Selection Committees as required.
(3) Time and Attendance. Conferences described herein shall be held
by telephone or at COUNTY'S offices during normal business hours,
on dates mutually determined by COUNTY or its designated PBM
Selection Committee Chairperson and AUDITOR.
D. Corrections to Work AUDITOR'S services and deliverables will meet
the requirements and standards set forth in this Agreement. AUDITOR will promptly
correct any errors or omissions in the provision of such services and deliverables, at
no cost or expense to COUNTY, within five (5) business days after request by
COUNTY'S Project Manager, Jennifer Salazar. In the event of any excused
interruption or service, or excused failure to perform as herein agreed, AUDITOR
agrees to use its best efforts to immediately restore or reasonably provide such
services to COUNTY.
E. Conduct on Party's Premises The employees and agents of each party
shall, while on the premises of the other party, comply with all rules and regulations
of the premises, including, but not limited to, security requirements.
4. Project Responsibility
AUDITOR shall inform COUNTY in writing of the name of any primary or alternate
Project Manager or designee within a reasonable time after his or her selection, and
the appointment of such individual(s) shall be subject to COUNTY'S approval, which
may be withheld in its sole discretion.
p4 Pg. a/9
19620 .695665 v2
A. AUDITOR'S Project Manager
(1) is responsible for the AUDITOR'S day -to -day activities
related to the work to be performed by AUDITOR
under this Agreement;
(2) has full authority to act for AUDITOR on all matters
relating to the daily operation of this Agreement; and
(3) will be reasonably available during COUNTY'S normal
working hours for telephone contact and to meet with
COUNTY personnel designated to discuss AUDITOR'S
performance.
B. Additional AUDITOR Personnel (Project Director)
(1) AUDITOR may designate a Project Director to perfonn the
work described in this Agreement upon the approval of the
County. AUDITOR may not replace or remove said
individual(s), AUDITOR'S Project Manager (or any alternate
or designee), or any other engagement partners, managers,
supervisory staff, or specialists assigned to perform the work
without the express prior written consent of the COUNTY;
provided no consent is necessary in the event such person(s)'
working relationship with AUDITOR is terminated.
C. COUNTY'S Project Manager COUNTY'S Project Manager is
Jennifer Salazar, Director of Human Resources or her designee. COUNTY'S Project
Manager or designee shall, on a regular basis, interface with AUDITOR'S Project
Manager.
(1) COUNTY'S Project Manager is responsible for
(a) providing overall management and coordination of this
Agreement acting as liaison for COUNTY;
(b) insuring that the provisions and objectives of this
agreement are met;
(c) approving invoices submitted prior to payment for work
performed and deliverables delivered in accordance
with this Agreement, which approval will not be
unreasonably withheld; and
(d) providing direction to AUDITOR in all matters relating
to policy, information requirements, and procedural
requirements.
Vol. ti Li I Pg a°7
(2) COUNTY'S Project Manager is not authorized to make
changes in the terms and conditions of this Agreement, and is not
authorized to obligate COUNTY in any respect whatsoever, beyond
those duties and responsibilities delegated to the COUNTY Project
Manager in this Agreement.
5. Independent Contractor Status
In performing under this Agreement, AUDITOR is at ail times acting in the capacity
of an independent contractor. This Agreement is not intended, and shall not be construed, to
create the relationship of agent, servant, employee, partnership, John venture, or association
as between COUNTY and AUDITOR The employees and agents of one party shall not be,
or be construed to be, the employees or agents of the other party for any purpose whatsoever.
AUDITOR shall be solely liable and responsible for providing to, or on behalf of, all persons
performing work pursuant to this Agreement all compensation and benefits. COUNTY shall
have no liability or responsibility for the payment of any salaries, wages, unemployment
benefits, disability benefits, Federal, State, or local taxes, or other compensation, benefits, or
taxes for any personnel provided by or on behalf of AUDITOR. AUDITOR understands and
agrees that all persons furnishing services pursuant to this Agreement are, for purposes of
workers' compensation liability, employees solely of AUDITOR and not employees of
COUNTY.
19620.3-645665 v2
6. Compensation and Payment
A. Compensation COUNTY shall compensate AUDITOR for
services rendered under this Agreement at the rates set forth in Exhibit A hereto.
B. Expenses AUDITORS expenses are included in the
compensation described in Exhibit A and therefore AUDITOR is not entitled to any
separate reimbursement for any expenses incurred by it in discharging its duties under
this Agreement, unless otherwise agreed by COUNTY.
C. Invoices and Payment
(1) Upon completion and acceptance of all deliverables required
by this Agreement, AUDITOR shall invoice COUNTY, Attention:
Brazos County Auditor, for the agreed fee as set forth in Exhibit A.
(2) Each/any invoice AUDITOR submits to the COUNTY will be
in compliance with the fee structure set forth in Exhibit A.
(3) Each/any invoice shall clearly reflect and provide reasonable
detail of the services and other sources of payment for which claim is
made, and shall be sent to the COUNTY'S Auditor for review.
Approved invoices will be paid within thirty (30) days of receipt by
the Brazos County Auditor.
Vol.
1 ( pg. al I
7. Term and Termination
A. General Term The term of this agreement commences on the
Agreement Date and continues until the completion of the work set forth in this
Agreement.
B. Termination by COUNTY for Non- Appropriation of Funds.
Notwithstanding anything contained in this Agreement to the contrary, services
rendered by AUDITOR in a fiscal year are payable by COUONTY from the funds
appropriated for such services as a separate line item entry in COUNTY'S approved
budget for such fiscal year.
C. Force Majeure AUDITOR may not be terminated for default, if
AUDITOR'S failure to perform under this Agreement arises solely from causes of
Force Majeure.
196203695665 v2
8. Indemnification
A. Indemnification jf COUNTY AUDITOR agrees to indemnify,
defend, save, and hold harmless the Covered Persons from and against any and all
liabilities, losses, injuries, suits, costs, charges, judgments, fines, penalties, expenses
(including defense costs and attorneys' fees) and claims for damages for intellectual
property infringement as contemplated by Section 10(D) below, bodily injury, death,
personal or advertising injury, or property damage (including any workers'
compensation suits, liability or expense arising from or connected with work
performed by or on behalf of AUDITOR, or any damage to AUDITOR'S property),
which arise from the improper conduct of the AUDITOR or its Agents, whether based
on contract or tort theory. In addition, the COUNTY agrees that AUDITOR's total
liability under this Agreement for indemnification or other damages other than
personal injury or physical property damage shall not exceed three (3) times the fees
actually paid by COUNTY to AUDITOR. Regarding the foregoing provision,
Auditor warrants that it will not enter any property or facility (owned or operated by
the County) as it relates to performance within this Agreement.
B. Notice of Claim Covered Persons shall give AUDITOR prompt notice
of any claim for which Covered Persons are entitled to indemnification and
AUDITOR shall control the defense or settlement thereof; provided, no such
settlement or compromise shall be entered into unless, as part of such settlement or
compromise, the third party executes a full and complete release of Covered Persons
without recourse to any Covered Persons for any amount, claim or other obligation
whatsoever respecting such claim.
9. Insurance
A. General Insurance AUDITOR will maintain at its own expense
during the term of this Agreement insurance programs specified in this Agreement.
Vol. ► Pg
a.
AUDITOR makes the following representations, warranties, covenants and
agreements contained in this Section.
19620.3 - 645665 v2
B. Commercial General Liability AUDITOR shall provide and
maintain a Commercial General Liability insurance policy.
C. Workers' Compensation AUDITOR shall bear sole responsibility
and liability for furnishing Workers' Compensation benefits to AUDITOR'S
employees for injuries arising from or connected with any services provided to
COUNTY under this Agreement.
D. Errors and Omissions AUDITOR shall provide and maintain
insurance covering liability arising from any error, omission, negligent or wrongful
act of the AUDITOR, its officers, employees or Agents
10. AUDITOR'S Representations, Warranties and Covenants
A. Authorization
(1) AUDITOR is duly organized, validly existing, and in good
standing under the laws of the state of its organization and is qualified
to do business in Texas, if the nature of its business requires such
qualification, and has full corporate power and authority to carry on its
business as it has been and is conducted.
(2) The execution and delivery of this Agreement and the
consummation of the transactions contemplated by this Agreement are
within the power of the AUDITOR and have been duly authorized by
all necessary corporate and other action. AUDITOR has duly
authorized, executed and delivered this Agreement, and this
Agreement constitutes the legal, valid and binding agreements and
obligations of AUDITOR.
(3) AUDITOR possesses all registrations, filings, approvals,
licenses, authorizations, consents, or examinations required by any
government or governmental authority, if any, for entry into this
Agreement and performance of its acts contemplated by this
Agreement, and AUDITOR shall maintain such proper authorizations
while this Agreement is in force.
B. Contingent Fees Neither AUDITOR nor any of its affiliates has
paid or agreed to pay any fee or commission, including broker's fees, finder's fees,
third party marketing fees, consulting fees, placement fees, or similar fees, to any
entity or person in connection with the negotiation or execution of the Agreement by
COUNTY, except for bona fide employees of AUDITOR.
Vol.
1 4) P
a"13
C. Gratuities AUDITOR has not offered or given any gratuities in the
form of gibs, entertainment or otherwise, to any officer, fiduciary, or employee of
AUDITOR, COUNTY or the COUNTY'S insurance consultants or brokers with a
view toward securing this Agreement or securing any favorable determination made
concerting the award of this Agreement.
D. intellectual Property No program, process, composition, writing,
equipment, appliance or device, or any trademark, service mark, logo, idea, or any
other work or invention of any nature or any other tangible or intangible assets
whatsoever developed, provided or used by AUDITOR in connection with its
performance under this Agreement, infringes or will infringe on any patent,
copyright, trademark or service mark of any other person or entity, or is or will be a
trade secret of any other person or entity. If any claim of infringement of any
intellectual property right is made against COUNTY, AUDITOR will indemnify,
defend and hold harmless all COUNTY Covered Persons as provided in Section 8
above; however, AUDITOR will not be liable for any such claim which is based
upon: (1) COUNTY'S use of a version of the work at issue that is not the then current
release of such work, if such claim would have been avoided by using the then
current release, or (ii) COUNTY'S use of AUDITOR'S work in combination with any
program or data that is not AUDITOR'S, if such claim would have been avoided by
using AUDITOR'S work exclusively.
19620 3.645665 v2
E. AUDITOR and its Agents
(1) AUDITOR'S Agents who will be responsible for performing under
this Agreement are individuals experienced in the performance of the
various functions contemplated by this Agreement.
2) AUDITOR'S firm and its entire professional staff assigned to
perform services under this Agreement are properly licensed and /or
are authorized to conduct audits in the State of Texas and are in good
standing with any applicable licensing authorities, if applicable.
(3) Neither AUDITOR nor its Agents have been convicted of any
crime or found liable in a civil or administrative proceeding or pleaded
no contest, or agreed to any consent decree with respect to any matter
involving infringement of intellectual properly rights, breach of
fiduciary duty, willful misconduct, fraud, bad faith, improper or
unethical practice, or violation of any Legal Requirement.
(4) AUDITOR shall to the extent permitted by applicable law,
promptly notify COUNTY in writing if any judicial, administrative or
other proceeding is commenced against AUDITOR or any member of
AUDITOR'S professional staff assigned to perform services under this
Agreement during the term of this Agreement.
F. Employment Eligibility Verification AUDITOR fully complies with
all Federal statutes and regulations regarding employment of aliens and others and all
Vol. — '= --- Pg. DI
19620,3445665 v2
its employees performing work under this Agreement meet the citizenship or alien
status requirements set forth in Federal statutes all and regulations
G. Chanpes with Respect to AUDITOR. AUDITOR shall notify
COUNTY in writing within three (3) business days of any of the following changes:
(I) AUDITOR becomes aware that any of its representations,
warranties and covenants set forth herein cease to be materially true at
any time during the term of this Agreement;
(2) There is any change in AUDITOR'S personnel assigned to
perform services under this Agreement, or in AUDITOR'S key
personnel within its organization;
(3) There is any change in ownership or control of AUDITOR of
more than five percent of the issued and outstanding shares,
partnership interests, or membership interests of AUDITOR, or in the
power to direct the principal business management and activities of
AUDITOR; and
11. Governmental Provisions
A. Compliance with Legal Requirements In performing under this
Agreement, AUDITOR agrees to comply with all Legal Requirements, and all
provisions required in this Agreement.
12. Records and Audits
(4) AUDITOR becomes aware of any other material change in its
business organization, including without limitation the filing for
bankruptcy relief.
A. Reeordkeeping
(1) AUDITOR shall maintain accurate and complete financial records
of its activities and operations relating to this Agreement in accordance
with generally accepted accounting principles. In performing this
Agreement, AUDITOR shall fully document all work efforts including
the development of any materials prepared in connection with each
task.
13. Confidentiality; Proprietary Rights
A. COUNTY'S Confidential and Proprietary Materials
(1) COUNTY'S Proprietary Riphts All materials, documents, data,
reports, and other information developed under this Agreement
become the sole property of COUNTY, and upon the expiration or
Vol. 1 Pg.. a75
19620.3 - 645565 v2
earlier termination of this Agreement, AUDITOR will promptly
deliver to COUNTY all finished or unfinished materials, documents,
data, reports and other information prepared by AUDITOR under this
Agreement; however, AUDITOR may retain possession of all working
papers prepared by AUDITOR, and COUNTY shall have the right
during and subsequent to the term of this Agreement to inspect any
and all such working papers, make copies thereof, and use the working
papers and the information contained therein. Both parties hereto
acknowledge that AUDITOR retains the right to use its experience,
expertise and knowledge on similar projects for other clients, so long
as AUDITOR protects COUNTY'S interests in all of its confidential
records and property.
(2) Member Records AUDITOR acknowledges that when
performing under this Agreement, AUDITOR may be exposed to
Member Records and that such Member Records are considered
confidential and protected from public disclosure by law. AUDITOR
will maintain the confidentiality of all Member Records according to
all applicable federal, state, county and local laws, regulations,
ordinances and directives relating to confidentiality. If COUNTY
determines that AUDITOR is a "business associate" as defined in
Section 160.103 of the Final Privacy issued by the Department of
Health and Human Services ("HHS ") in accordance with the Health
Insurance Portability and Accountability Act of 1996, as amended,
AUDITOR agrees to enter into a "business associate contract" with
COUNTY within 30 days of the Agreement Date, which contract will,
at minimum:
(a) Describe the permitted and required uses and disclosure of
protected health information (as defined in 45 CFR 164.501,
"PHI ") by AUDITOR;
(b) Prohibit AUDITOR from disclosing PHI beyond the
permitted uses and disclosures;
(c) Require AUDITOR to implement safeguards to prevent
the improper use and disclosure of PHI;
(d) Require AUDITOR to return or destroy PHI upon
termination of COUNTY'S business relationship with
AUDITOR;
(e) Impose the above standards on any and all of
AUDITOR'S subcontractors; and
(3) Protection of Confidential and Proprietary Riehts AUDITOR
shall protect the security of and keep confidential all material, data and
Vol. 1 Pg. 02, Le
196203-645665 v2
B. AUDITOR'S Proprietary Materials
(I) Absent AUDITOR'S written consent authorizing disclosure,
COUNTY will use reasonable means to protect and maintain the
confidentiality of any of AUDITOR'S materials which AUDITOR
considers to be proprietary, so long as:
14. Publicity
information received or produced under this Agreement. Further,
AUDITOR shall use whatever customary and commercially
reasonable security measures are necessary to protect all such material,
data and information from loss or damage by any cause, including, but
not limited to, fire and theft.
(4) Duty to Inform Agents AUDITOR will inform all of its Agents
of the confidentiality provisions of this Agreement.
(
(a)
AUDITOR clearly and prominently marks all such
material "confidential;" and
(b) Public disclosure of such material is not required by
law, including the Texas Public Information or by the
order of any tribunal having jurisdiction.
A. Non - Disclosure of Details AUDITOR shall not disclose any details
in connection with this Agreement to any person or entity other than its employees,
contractors and Agents, who, by virtue of their position, are required to obtain such
information in order to perform AUDITOR's obligations hereunder except as may be
otherwise provided herein or required by law.
B. Puhlicizinp the Relationship In recognizing AUDITOR'S need to
identify its services and related clients to sustain itself, COUNTY shall not inhibit
AUDITOR from publishing its role under this Agreement within the following conditions:
AUDITOR shall develop all publicity material in a professional
manner;
(2) AUDITOR shall not publish or disseminate commercial
advertisements, press releases, or feature articles using the
name of COUNTY without the prior consent of COUNTY.
COUNTY shall not unreasonably withhold consent.
C. AUDITOR'S Proposals and Sales Materials AUDITOR may, without
the prior written consent of COUNTY, indicate in its proposals and sales materials that it has
been awarded this Agreement with Brazos County, provided that the requirements of this
Section 14 shall apply.
Vol. 4 ( Pg. d17
A. Changes and Amendments COUNTY reserves the right to amend or
revise the work, services, or deliverables under this Agreement or such other terms and
conditions as reasonably necessary subject to the following conditions:
196303-645665
15. General Provisions
Any change which does not affect the scope of work, period of
performance, payments, or any term or condition included
under this Agreement, requires a change notice signed by
COUNTY and AUDITOR'S Project Manager.
(2) Any change which affects the scope of work, period of
performance, payments, or any term or condition included in
this Agreement, requires a negotiated written modification to
the Agreement executed by authorized officials of COUNTY
and AUDITOR.
(1)
B. Notices All notices, requests, demands or other communications
required or desired to be given under this Agreement or under any law now or
hereafter in effect are to be in writing, addressed as provided below. Such notices, if
properly addressed, will be deemed received (i) on the day delivered, if delivered to
the recipient (ii) on the business day transmitted, if transmitted by facsimile to the
number shown below (but on the next business day after transmittal if transmitted on
a non - business day or after 5:00 p.m. recipient's time), (iii) one business day after
delivery to a reputable overnight courier, with delivery charges for next business day
delivery paid by or charged to the sending party, or (iv) five calendar days after
deposit in the U.S. Mail, first class registered or certified mail, postage prepaid.
Either party may notify the other of its change in address in the manner provided
above. Notwithstanding the prescribed method of delivery set forth above, actual
receipt of written notice by the natural person designated above shall constitute notice
given in accordance with this Agreement on the date received, unless deemed earlier
given pursuant to the foregoing paragraph.
A service provlder;;(?r person'oi entity related to a service provider, provide to
the DRAZOS COUNTY JOAOB a copy, of all wntten coiiimuniCations.to COUNTY
(other':than purely` personal or sodal cotrespbndedee;;:routire , announcements,
generaiiy -distitbuted:newsletters; and the like):retated to COUNTY'S business. If
communication relates to investment related services provided to COUNTY, a copy
shall,also be provided to COUNTY S Budgei::•Off`icer If the,communication relates to
an actual or. potential contract dispute, a copy -shall also be provided tq COUNTY'S
Civil ; Division Counsei. -The addresses for COUNTY'S Budget Officer Civil
Division Counsel are: I
Irene Jett
Budget Officer
Brazos County
200 S. Texas Ave., Suite 330
Attention:
Brazos County Judge
c/o Civil Division Counsel
200 S. Texas Ave., Suite 329
Vnl . r_ -_ Pg.____ ais
19620.3 v2
Bryan, Texas 77803 Bryan, Texas 77803
C. Section Headings Interpretation Caption and paragraph headings used
in this Agreement are for convenience and reference only and do not affect in any
way the meaning, construction or interpretation of this Agreement. Each party and
its counsel have participated fully and equally in the review and negotiation of this
Agreement. The language in all parties of this Agreement shall in all cases be
construed according to its fair meaning, and not strictly for or against any patty
hereto. Any rule of construction to the effect that ambiguities are to be resolved
against the drafting party does not apply in interpreting this Agreement.
D. Entire Agreement This Agreement, and any and all Exhibits,
Schedules or Appendices contains the entire and exclusive statement of the
terms of the agreement between the parties pertaining to the subject matter of
this Agreement.
E. Severability If any provision of this Agreement is held by any court
to be void, illegal, invalid, or unenforceable, in whole or in part, the remaining
terms and provisions will not be affected thereby, and each of such remaining
terms and provisions of this Agreement will be valid and enforceable to the
fullest extent permitted by law.
G. Waiver No waiver of a breach, failure of any condition, or any
right or remedy contained in or granted by the provisions of this Agreement
shall be effective unless it is in writing and signed by the party waiving the
breach, failure, right, or remedy.
H. Governing Law and Venue
(1) This Agreement is governed by, and construed and
enforced in accordance with, the laws of the State of Texas
without regard to principles of conflicts of laws.
(2) Any party bringing a legal action or proceeding against
any other party relating to or arising out of this Agreement in
either the United States District Court sitting in the Southern
District of Texas, Houston Division or in any court of the State
of Texas sitting in the County of Brazos, Texas.
I. Word Usage Unless the context clearly requires otherwise, (i) the
plural and singular number each include the other; (ii) the masculine,
feminine, and neuter genders each include the others; (iii) "or" is not
exclusive; (iv) "includes" and "including" are not limiting; and (v) "hereof,"
"herein," and other variants of "here" refer to this Agreement as a whole.
J. Execution in Counterparts. Facsimile Signatures The parties
may execute this Agreement in any number of duplicate originals, each of
Vo l.
1 L.t 1 Pg 01-17
IN WITNESS WHEREOF, the County of Brazos, Texas, through its County Judge as
authorized by the Brazos County Commissioners Court, and Auditor have caused this
Agreement to be subscribed on its behalf by its respective duly authorized officers, as of the
day, month, and year first stated above.
AUDIT
(NT/ ampt.,-
el D. Sammons, CEO
Quest Analytics Group
Date Signed
19620.3645665 v2
which constitutes an original, and all of which, collectively, constitute only
one agreement.
Vol.
BRAZOSCOUNTY
Date Signed
zos County Judge
A ��c J
% ':1—
a
n McQueen
Brazos County Clerk
it— Ifv - 1 0
Date Signed
141 P
a$0
I. AUDIT FOR COMPLIANCE
EXHIBIT A
STATEMENT OF WORK
Incumbent Contract and AWP (billed charge) Audit.
a. Intake of 100% detail claim transaction file for prior 6 -12 months of paid Claims.
b. Documentation of billed charge volumes (by distribution channel) and discount
rates, dispense fees and generic fill rates versus incumbent contractual obligations.
c. Documentation of defect rates linked to pre and post roll -back (pre post and
September 28, 2009) AWP over - prices (discount rates adjusted accordingly)
d. Document average script price per 30 day fill (exclusive of specialty and
compound scripts).
e. Document discount rates on specialty drugs at an National Drug Code (NDC)
level.
Custom RFP Development Based on Audit findings.
a. RFP requests bids whereby costs are guaranteed via a 30 day average script price
(versus client audited baseline).
b. RFP sets the parameters for exceptions to the ASP rate guarantee
Bidder Specific Claim Re- Pricing Using Contract Audit Financial Baseline
Client claim utilization is re- priced to establish the dollar value of bidder Deal terms
versus the audited incumbent baseline.
a. Bidder Re- Pricing Converted to trend - adjusted ASP Predictive Models
b. Bidder re- priced financial values are converted to an achievable 30 -day average
script price rate.
c. ASP predictive model rates are trend adjusted on a client specific basis.
Intake of Bidder ASP Rates and Assignment of Confidence Index
a. Bidder specific ASP rate guarantees are indexed versus the previously developed
ASP predictive model rates.
b. Negotiation with bidders on ASP rates that lag their achievable rates based upon
the predictive model rate.
Formulary Scope Indexing of Bidder ASP Rates
For bids which don't provide an ASP rate for each year of the contract, the non -ASP bid
value is indexed upward /downward based upon bidder vs. incumbent formulary scope.
Vol.
1 I Pg.
a
Bidder Specific Re- Pricing of Specialty Drugs via Audited Baseline
As specialty drugs are excluded from ASP rates, an NDC specific claim re- pricing is
developed using the incumbent audited baseline.
Provision of Summary Financial Model to Client
a. The model captures the effect of ASP pricing, compound drug exclusion,
specialty pricing and generic fill rate savings component.
b. The model provides a three -year cash flow impact forecast by bidder.
Bi- Weekly 100% invoice Audit (of the winning bidder)
a. Upon client selection of the winning bidder, the terms of the winning bid are
programmed into our audit engine.
b. The client/broker loads each bi- weekly invoice (and claim level documentation
onto our online audit portal) via file transfer process.
c. The audit engine reviews 100% of invoice transactions against contractual deal
terms.
Edits include:
1. Incorrect discount rate
2. Incorrect billed charge
3. Duplicate claim
4. Incorrect lesser of claim adjudication
5. Correct MAC rate applied
6. Correct specialty discount rate
d. The client user can review the results of each invoice upload within seven days of
file transfer.
H. AUDIT /SOURCING FEE
The parties agree to the fee of $24,000 as the fair and reasonable one time fee for
Contractor's audit /sourcing services.
III. POST BID AWARD DOWNSTREAM AUDIT SERVICES
AUDITOR has quoted and BRAZOS COUNTY accepts AUDITOR'S post bid
award downstream audit service fee of $0.40 per script to ensure the winning bidder
delivers upon its pricing terms. The parties will enter into a separate agreement which
will expressly describe the terms and conditions of such post bid award downstream audit
as will be agreed to between AUDITOR and BRAZOS COUNTY.
) 4 1 8
P a a
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 1491, 90th Leg., Regular Session.
This questionnaire is being filed in accordance with Chapter 176, Local Government Code
by a person who has a business relationship as defined by Section 176.001(1 -a) with a local
governmental entity and the person meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local governmental
entity not later than the 7th business day after the date the person becomes aware of facts
that require the statement to be filed. See Section 176.006, Local Government Code.
A person commits an offense if the person knowingly violates Section 176.006, Local
Government Code. An offense under this section is a Class C misdemeanor.
OFFICE
Date Received
_
Name of person who has a business (r�ellationsh`iyp with local governmental entity.
Car c ?Qfl \ &yc etvm -- (AS r'.. ` r vve4 A 14v \ *L'S ( �vf
J
an update to a previously filed questionnaire.
file an updated completed questionnaire with the appropriate filing authority not
day after the date the originally filed questionnaire becomes incomplete or inaccurate.)
Check this box If you are filing
(The law requires that you
later than the 7th business
3
Name of local government officer with whom filer has employment or business relationship.
( � y r P
�
('e'tirt'
with whom the filer has 'an
Code. Attach additional
other than investment
income, from or at the
not received from the local
respect to which the local
in this section.
c 1) S f\LOa Grate( 7 7 Jt to �w
This section (item 3 including subparts
employment or other business relationship
pages to this Form CIQ as necessary.
A. Is the local government officer
income, from the filer of the questionnaire?
Name of Officer
A, B, C & D) must be completed for each officer
as defined by Section 176.001(1 - a), Local Government
named in this section receiving or likely to receive taxable income,
'No
receiving or likely to receivetaxable income, other than investment
officer named in this section AND the taxable income is
1
employed by a corporation or other business entity with
officer or director, or holds an ownership of 10 percent or more?
Yes
B. Is the filer of the questionnaire
direction of the local government
governmental entity?
Yes
C. Is the filer of this questionnaire
government officer serves as an
1 I Yes
No
D. Describe each employment or business relationship with the local government officer named
\,,"/
r
Signature of meson doing business with the governmental entity Date
Pg. a g3
Adopted D6/29/2007