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Home My WebLink About2007-03-06-9:00AM-REGULARBRAZOSCOUNTY BRYAN,TEXAS NOTICE OF MEETING AND AGENDA BRAZOS COUNTY COMMISSIONERS COURT �p, ',i A f THE COMMISSIONERS COURT OF BRAZOS COUNTY WILL MEET IN REGULAR SESSION ON 6 MARCH 2007 AT 9:00 A.M. IN THE COMMISSIONERS COURTROOM OF THE BRAZOS COUNTY COURTHOUSE, 300 E. 26TH STREET, SUITE 115, BRYAN, TEXAS. 1. Invocation and Pledge of Allegiance— Commissioner Wassermann. 2. Call for citizen's input and/or concerns. Consider and take action on agenda items 3 — 21: 3. Request from the County Clerk for the creation of two temporary full -time positions to assist with the demands of compliance with Attorney General opinion GA -519. Positions are to be paid at Group 10, Step 1 plus FICA and W /C. 4. Budget Amendment 06/07 -19.1 thru 06/07 -19.4. 5. Personnel Change of Status. 6. Payment of Claims. 7. Solid Waste Service contract and addendum with the City of Bryan, and authorization for access by city vehicles for solid waste collection. 8. Pharmacare Management Services Agreement, effective 1 January 2007. 9. Revisions to the Brazos County Investment Policy and Strategy. Office of the County Judge . 300 East 26' St. . Suite 114 . Bryan, Texas 77803 . Fax: (979) 361 -4503 VOL % PAGE Commissioners Court Agenda 6 March 2007 Page 2 10. Resolution 07 -004 adopting the revised Brazos County Investment Policy and Investment Strategy. 11. Revision to the reimbursement of expenses schedule for jurors. 12. Tax Refund Applications for the following: a. Daniel & Sandra Guzman d. Gary L. Botkin b. Independence Motorcycles, LP e. W. Cecil & Mary Hobson c. Cooter's Cars f. Virginia Ann Kettler 13. Award of Bid 2007 -021 for the purchase and construction of the metal building the Exposition Center to CLM Construction. 14. Permission to add Dentrust Dental Texas, PC to Brazos County's list of exemptions from competitive bidding for fiscal year 2006 -2007. 15. Agreement with Dentrust Dental Texas, PC for the dental care of inmates and detainees at the Brazos County Jail. 16. Permission to enter Raymond Murphy's property located off Grove Drive for the purpose of constructing a temporary detour to be used during a major roadway culvert(s) replacement project on Shady Lane (Shady Grove subdivision) for the health, safety and welfare of the general public. Site is located in Precinct 2. 17. Request from Verizon Communications to relocate /replace 430 feet of 1.25 inch buried cable in the right of way of Alexander Road at a minimum depth of 30 inches to accommodate a county roadway widening and bridge replacement project. Site4 is located in Precinct 2. 18. Cash incentive payments to the following companies based upon their 2006 performance as required in each company's economic development agreement: a. J &M Management b. Arbin Instruments c. TomorrowNow, Inc. d. Lockard & White e. Valtech f. Weatherford $ 10,000.00 25,000.00 15,000.00 10,000.00 12,000.00 100,000.00 19. Treasurer's Report for the Month of January 2007. 20. Payment authorization in the amount of $165.75 from the IT Department to Sillworks for a restocking fee assessed on an incorrect hardware order. 21. Payment authorization in the amount of $707.50 for installation of equipment in a Precinct 3 Constable patrol vehicle. A purchase order was not obtained in advance. Commissioners Court Agenda 6 March 2007 Page 3 22. Announcement of interest items and possible future agenda topics. 23. Call for citizen input and /or concerns. 24. Agency / Board / Committee reports by Court members. 25. Adjourn The Brazos County Courthouse is wheelchair accessible. Handicap parking spaces are available. Any request for sign interpretive services must be made two business day b ore the meet n To make arrangements, call (979) 361 -4102. VOL PRGE COMMISSIONERS' COURT REGULAR MEETING MARCH 6, 2007 A regular meeting of the Commissioners' Court of Brazos County, Texas was held in the Brazos County Commissioners Courtroom in the Courthouse in Bryan, Brazos County, Texas, beginning at 9:00 a.m. on Tuesday, March 6, 2007 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; Carey Cauley, Jr., Commissioner of Precinct 4; Karen McQueen, County Clerk. The attached sheet contains the names of the citizens and officials that were in attendance. Commissioner Wassermann gave the invocation and led the pledge of allegiance. There was no citizen input /and or concerns. The first matter before the Court was a request from the County Clerk for the creation of two (2) temporary full -time positions to assist with the demands of compliance with Attorney General Opinion GA -519. The cost for the two temporary positions is $26,430.01. On motion by the County Judge, seconded by Commissioner Cauley, the Court voted unanimously to approve the request and to transfer the funds Vol q Page �5 Commissioners Court meeting March 6, 2007 2 from Contingency to the County Clerk administration budget. The Court next considered Budget Amendment #06/07 -19.1 through 19.4 that would reallocate funds for the 85th District Court, 272nd District Court; transfer funds from Contingency to County Clerk and transfer funds from the General Permanent Improvement Fund to the Exposition Center. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the budget amendment as submitted, a copy of which is attached hereto. The Court proceeded to consider the change of status of employees as submitted on the attached Personnel Action Requests. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the changes as submitted. The Court next considered the following Claims as submitted by the County Treasurer for payment: 7028578 through 7028975 On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the Claims as submitted. The next matter before the Court was consideration of a Solid Waste Service Contract and Addendum with the City of Bryan, and authorization for access by city vehicles for solid Vol qa Page 949 Commissioners Court meeting March 6, 2007 3 waste collection for the new Maxwell Center. The monthly fee for the container is $65.85 per month. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the contract and authorized the County Judge to execute the document. A copy is attached. The next matter before the Court was consideration of the Pharmacare Management Services Agreement to provide prescription drug plan for eligible employees. The term of the agreement is for twelve (12) months beginning January 1, 2007 and ending December 31, 2007. Pharamacare will invoice Brazos County twice a month for claims paid. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the agreement with Pharmacare. A copy is attached. The Court next considered revisions to Brazos County's Investment Policy and Strategy. Kay Hamilton, County Treasurer, said there was a change on page 4, item 3.2 and on pages 6 and 7 item 3.7. The strategy remains the same. On motion by Commissioner Mallard, seconded by Commissioner Cauley, the Court voted unanimously to approve the Investment Policy and Strategy revisions. A copy is attached. The next matter before the Court was consideration of Resolution #07 -004 adopting the written Brazos County Vol q A Page 9-7 Commissioners Court meeting March 6, 2007 4 Investment Policy and Investment Strategy as mandated by Section 2256.005(a) of the Local Government Code and Section 1.1 of the Brazos County Investment Policy. On motion by the Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to adopt Resolution #07 -004. A copy is attached. The Court next considered a revision to the reimbursement of expenses schedule for jurors. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to pay nothing the first day the jurors appear for jury duty. Those impaneled will receive $46.00 per day effective after March 7, 2007. The next matter for consideration was approval of tax refund applications from the following individuals and /or companies: a. Daniel & Sandra Guzman, Over Payment $550.69 b. Independence Motorcycles, LP, Over Payment $5,353.56 c. Cooter's Cars, Over Payment $1,166.39 d. Gary L. Botkin, Over Payment $55.26 e. W. Cecil & Mary Hobson, Over Payment $28.54 f. Virginia Ann Kettler, Over Payment $371.33 On motion by Commissioner Peters, seconded by Commissioner Mallard, the Court voted unanimously to approve the tax refund applications. The Court next considered awarding Bid No. 2007 -021, Purchase and Construction of Metal Building for the Exposition Vol q 9, Page �g Commissioners Court meeting March 6, 2007 5 Center. Pat Howard, Purchasing Agent, recommended acceptance of the bid submitted by CML Construction. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to accept the recommendation of the Purchasing Agent and award the contract to CML Construction. A copy of the bid tabulation is attached. The Court next considered an Exemption from Competitive Bidding Requirements of Local Government Code, Section 262.024(a)(4). This is for the purchase of professional dentistry services at the jail. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to approve the Exemption of Competitive Bidding Requirements for Dentrust Dental Texas, PC. for fiscal year 2006 -2007. The Court next considered entering into agreement with Dentrust Dental Texas, PC. Brazos County will be billed according to the fee schedule titled Appendix "B" that is included in the contract plus travel expenses of $55 per visit. The term of the contract shall be effective as of the date of the addendum and shall terminate when all of the protected health information is either returned or destroyed in accordance with the termination provisions. On motion by Commissioner Wassermann, seconded by Commissioner Cauley, the Vol R a Page a^% Commissioners Court meeting March 6, 2007 6 Court voted unanimously to enter into agreement with Dentrust Dental Texas, PC and authorized the County Judge to execute the Agreement on behalf of Brazos County. A copy of the Agreement is attached. The Court next considered authorizing work outside of county rights -of -way for the health, safety and welfare of the general public. The Road and Bridge Department requested permission to enter the private property of Raymond Murphy on Grove Drive in Precinct 2 to construct a temporary detour to be used during a major roadway culvert(s) replacement project on Shady Lane. On motion by Commissioner Peters, seconded by Commissioner Wassermann, the Court voted unanimously to authorize the work. The Court next considered the request from Verizon Communications to relocate/ replace 430 feet of 1.25 inch buried cable at a minimum depth of 30 inches to accommodate county roadway widening and bridge replacement in the right- of-way of Alexander Road. The site is located in Precinct 2. The County Engineer stated that all appeared to be in order and recommended approval. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to approve the request from Verizon and authorized the installation. A copy of the request is attached hereto. Vol 9 � Page 3 D. Commissioners Court meeting March 6, 2007 7 The next matter before the Court was the payment of cash incentives to the following companies based upon their 2006 performance as required in each company's economic development agreement: a. J &M Management b. Arbin Instruments c. TomorrowNow, Inc. d. Lockard & White e. Valtech f. Weatherford $ 10,000.00 $ 25,000.00 $ 15,000.00 $ 10,000.00 $ 12,000.00 $100,000.00 On motion by the County Judge, seconded by Commissioner Mallard, the Court voted unanimously to approve the cash incentive payment to all the previously noted companies. On motion by Commissioner Peters, seconded by Commissioner Cauley, the Court voted unanimously to receive, approve and order filed as submitted the Treasurer's report for January 2007. A copy is attached to and made a part of these minutes. The next matter before the Court was consideration of a payment authorization from the Information Technology Department (IT) to Sillworks in the amount of $165.75. The incorrect rack mounting hardware was purchased for the data center move and this is a restocking charge. On motion by Commissioner Cauley, seconded by Commissioner Peters, the Court voted unanimously to approve the payment authorization. Vol ��- Page 31 Commissioners Court meeting March 6, 2007 S The next matter before the Court was consideration of a payment authorization from Constable, Precinct 3 to Bryan 800 in the amount of $707.50. This was for the installation of equipment on a new patrol car. On motion by Commissioner Mallard, seconded by Commissioner Peters, the Court voted unanimously to approve the payment authorization. There were no announcements of interest items and possible future agenda topics. There was no citizen input and /or concerns. Under Agency /Board /Committee reports by Court members, the following spoke: Commissioner Mallard a) In the EOC meeting last week, they are still working on a contract. The State will decide who gets money for the grant. The Agreement is on the agenda of the Bryan City Council meeting set for April 10, 2007. There being no further business to come before the Court, the meeting was adjourned. Vol 619, Page 31),- The foregoing minutes of the Commissioners Court meeting held March 6, 2007 have been examined and are approved in open Court this the / s� day of Nay 2007, in Bryan, Brazos County, Texas. Duane Peters Commissioner, Precinct 2 Carey C uley, Jr. Commis Toner, Preci ct 4 Attest: G Ka n McQueen County Clerk Vol as Page 93 Lloy6 Wassermann Commissioner, Precinct 1 Kenny Ma l(1 rd Commissioner, Precinct 3 Pg / of)- BRAZOSCOUNTY COMMISSIONER'S COURT DAY OF Q. c) cD AMA, & 3x � Name / Vt�tCicN �(�a"1 I Organization (PLEASE PRINT) 90- 3 VGE.ftLPAGE 3� BRAZOSCOUNTY COMMISSIONER'S COURT DAY OF , 20 G 0 AM /�F , Name (PLEASE PRINT) Organization (PLEASE PRINT) V 0L PAGr E 7 Q C'. LI? -t-y Pg-d-of 7 BRAZOS COUNTY, TEXAS BUDGET AMENDMENT(S) FOR THE 2006 -2007 BUDGET YEAR NO. 06/07-19.1 thru 06/07 -19.4 On this the 6'" day of March 2007 at a regular meeting of the Commissioners' Court, the following members were present: Randy Sims, County Judge, Presiding Lloyd Wassermann, Commissioner, Precinct 1 E. Duane Peters, Commissioner, Precinct 2 G. Kenny Mallard, Commissioner, Precinct 3 Carey Cauley, Jr., Commissioner, Precinct 4 Karen McQueen, County Clerk The following proceedings were held: THAT WHEREAS, on 6 March 2007 the Court heard and approved a budget amendment for the 2005 -2006 budget year for Brazos County, Texas; and WHEREAS, an expenditure is necessary due to the necessity to meet unusual and unforeseen conditions which could not be reasonably included in the original budget adopted 12 September 2006, the following amendment(s) to the original budget are hereby authorized, as described on the attached page(s). ADOPTED AND APPROVED this the 6" day of March 2007. THE COMMISSIONERS COURT OF BRAZOS COUNTY, TEXAS. Original: County Clerk's Office and attached to the original budget Copies: County Auditor County Treasurer Commissioners' Court Minutes VOLAPMSE 3� BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 06/07 - 19.1 3/6/2007 FD DIV ACCT PROJ DR/CR ACCOUNT NAME Increase Decrease 0100 22000100 61931000 CR Visiting Jude 900.00 0100 22000100 65450000 CR Office Equipment Maintenance 500.00 0100 22000100 52500000 DR Contract Services 1,400.00 85th District Court: To reallocate budget for the visiting bailiffs. VOL $kPAGE 31 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 06/07 - 19.2 3/6/2007 FD DIV ACCT PROJ DR/CR ACCOUNT NAME Increase Decrease 0100 22100100 51300000 CR Sal - Staff 13,507.00 0100 22100100 53100000 CR Social Security 1,033.00 0100 22100100 53200000 CR Retirement 1,593.00 0100 22100100 53800000 CR Workers' Com . 29.00 0100 22100100 61900000 1 DR Visiting - Court Reporters 16,162.00 272nd District Court: To reallocate budget to cover the cost of a visiting court reporter due to the absence of the current court reporter of the office. The current court report r will be placed on medical leave (per FMLA from 2/15/07 to 5/15/07. Prepared ftl Ap�r6� q� !• Tutee 3/1t200 DaCet to�t57 VOL q0? PAGE 3 $ BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 06/07 - 19.3 3/6/2007 FD DIV ACCT PROJ DR/CR ACCOUNT NAME Increase Decrease 0100 11001500 61130000 CR Contingency 26,430.01 0100 21000100 51640000 DR Hourly-Temp rary 24,504.00 0100 21000100 53100000 DR Social Security 1,874.56 0100 21000100 53800000 DR Worker's Comp. 51.45 County Clerk: to move budget from the County's Contingency to cover the cost of two temporary full time positions. These positions will be responsible for policing the records before viewing by the public and making copies when social security numbers are found within the documents. Note: This amendment is subject to the Commissioners' Court's approv al on the creation of the two ositions. Prg" iYk . fd APAroY I>a a 3IV2007 barer;= r (E V0 0Z PACE -39 BRAZOS COUNTY, TEXAS BUDGET AMENDMENTS No. 06/07 - 19.4 3/6/2007 IVY xlw VJL q� PACE - �.11- 11- �.11 e ' m I I _ IVY xlw VJL q� PACE Ir PERSONNEL 15 CHANGE OF STATUS REQUESTS Commissioner Court Date: March 6, 2007 Department Submitting Information: Human Resources Purpose of Submissions: Consider and Take Action on 1 Department Submitting Employee Request Action Requested Request(s) Applies To Brazos Center County Attorney County Clerk J.P. Pct. 2 -1 Juvenile Services Coleman, Annie Terminated McCain, Christopher New Hire Kelch, Colby Resignation Waskow, Debra New Hire Washington, Johnetta New Hire Wilson, Charles SO /Jail Bean, Crista Bramblett, Virgil Davis, A'lisha Stetter, John Tucker, Enale West, David Williams, Glynda Tax Feldman, Melissa Guerrero, Jesse Leatherwood, Kathleen Oglesby, Stacie Schuetze, Kathy Zito, Dianne Approved in Commissioners' Court: March 6,2007: County Judge's or Commissioner's Signature: (This Copy to be attached to minutes) VOL. �2Pas� '� I New Hire New Hire Retirement New Hire New Hire New Hire New Hire New Hire Promotion Completed Probation Promotion Completed Probation Transfer within Dept. Promotion CITY OF BRYAN The Gaud Late, Tern Sey4: SOLID WASTE SERVICE CONTRACT I, the undersigned, hereby agree to be placed on the container system for the collection of refuse hereby termed "garbage '. Garbage may mean solid waste material resulting from the handling, preparation, cooling, and consumption of food, including waste material from markets, storage facilities, as well as resulting from the handling and sale of produce and other food products. I AGREE: To use the container in such a way so that it does not become a fitter or odor problem. Should the City receive any odor or litter complaints about this container or should the Waste Services Manager of the City of Bryan determine that there is an odor or finer pmbkim with this container; then, and in that even, I agree to have the container and the area around the comamer cleaned at my cost within five (5) days of his written notice to me. I AGREE: NOT to MOVE, PAINT or CHANGE in any manner the assigned container. I AGREE: NOT to put into the container: Concrete, Motor Oil, Bricks, Tires, Pipe, Roofing Material, Logs, Furniture, Mattresses, Brush, Automotive Parts, Wire, Medical/Infectious Waste, Pain, Hazardous Chemicals, Dead Animals, Lumber, or any other types of material that may cause damage to the container or collection truth. I AGREE: To provide an all- weather access route capable of supporting the container service truck. I AGREE: To provide a concrete pad 12' wide x 15' deep x 6' high x 6" thick and a 3 -sided screening 6roce 12' x 15' for metal containers, OR a 3 -sided screening fence 7' wide x 6' deep x 5' high for 300 -gallon containers; OR remove a 90- gallon container from curbside within twelve hours of collection. I AGREE: The lids and doors shall be kept closed at all times except when the container is being filled. I AGREE: NOT to make a fire or bum any material in a sanitation container famished by the City. In the even any of the items listed above are placed in a sanitary container, the occupant of the premises for which such container has been famished is responsible for the removal of these items prior to unloading into the container truck. By signing this Contract I agree to pay all monthly charges in full and am hilly aware that all pricing is subject to change. Notification will be made of any future changes incorporated by the City Council within fifteen (15) days of the change being approved by Council resolution. I understand that this container may be removed by the City and this agreement terminated immediately if I fail to comply with any of the provisions stated above or violate City Code without relieving me of the obligation to dispose of trash in accordance with law. ruuacu i14111c q 79 l --4 >2 Phone NlGrck , 20 � L /Z'i ;<3�1 �2Lntu Business Name C. —96e �; SUi�, ll�F l�zcn�7X Business Address Mailing Address (if different) `E3L�� PAGE 40'� CONTRACT ADDENDUM Business Name rJ 214 Zas Co yiy 1 y Address 205- F. 27+\ ;T-2F-ET Phone 979- 3(eI -L1310 Contact Person F12-IL L, ,,)E�Lj! Apartments or Shopping Center: Complex # Of Units Owner/Mgmt: Name Address Phone Who Pays SW Fee Pad/Fence in Place f des -X-no Date Placed F� h 7 Z . Zo07 Container Size CUbi(_ ijovck Collections/Week /02 3 4 5 Days Serviced (M) Tu W Th F Shares Container With: 11tO ONE p Monthly Fee $_ 65,8S SW Utility Acct. # / ?6 / - q 45.(g This Addendum is considered as part of the Solid Waste Service Contract until any changes made by City Council become effective. At that time a revised Addendum will be sent to each customer upon written request. DELIVERY CHARGE: There will be a delivery charge for each container placed for service. This charge is in addition to rates set for regular monthly service or any extra collection charges. EXTRA COLLECTIONS: The charge for each extra time a container is serviced other than on a regularly scheduled basis shall be per service plus a disposal fee for all containers. A:MPNCONTRACf.WPD Revi,e! 511b ul�o� P�,'U 3 4C City Ordinance states that a release must be signed for all City vehicles required to use private property. Please sign and return the original to this office and retain a copy for your files. AUTHORIZATION FOR CITY VEHICLES TO USE PRIVATE PROPERTY STATE OF TEXAS COUNTY OF BRAZOS I, , Owner/Lessee/Manager of located at 2 i t�, Si-re-,c f- Rrvan Texas he.mhv aoree to indemnity and save the City of Bryan, Texas, its heirs and assigns, harmless for all loss, cost, expense, or damage resulting from or arising out of, any accidents or occurrence causing injury to any of the driveways, streets, alleys, sidewalks, curbs, trees, and/or shrubbery, or any other tangible items or personal property located in and owned by the said owner, as a result of any refuse collection on said premises done by the City of Bryan Environmental Services Division. Signed this tF day of r%Q.rGr1 20 N (Strike out words not applicable) PHARMACARE MANAGEMENT SERVICES AGREEMENT THIS AGREEMENT, effective January 1, 2007 ( "Effective Date ") between PharmaCare Management Services, Inc., a Delaware corporation with its principal place of business at 695 George Washington Highway, Lincoln, Rhode Island, 02865 ( "PharmaCare ") and Brazos County, with its principal place of business at 300 East 26'h Street, Suite 107, Bryan, Texas 77803, ( "Sponsor "). WHEREAS, Sponsor provides a Prescription Drug Plan for eligible covered Members; and WHEREAS, PharmaCare provides pharmacy benefits management services, including, without limitation, administrative, cost - containment, quality improvement and clinical pharmacy services; and WHEREAS, PharmaCare has established the PharmaCare System, a computerized Prescription Drug system featuring remote electronic Claims Adjudication and processing of Prescription Drug Claims and other related goods and services; and WHEREAS, PharmaCare has established a Pharmacy Network of retail pharmacies, and provides mail order pharmacy services and specialty pharmacy services through its affiliates and/or designees; and WHEREAS, Sponsor desires to work with PharmaCare to promote initiatives in an effort to reduce overall Prescription Plan costs while maintaining and improving overall quality of care; and WHEREAS, Sponsor and PharmaCare have agreed that PharmaCare will exclusively provide pharmacy benefit management services for Sponsor Plan; and NOW, THEREFORE, in consideration of the mutual promises contained herein, the parties hereby agree as follows: 1. DEFINITIONS "Account Manager" means the PharmaCare individual responsible for managing Sponsor's account, serving as the primary contact for Sponsor and supervising the responsibilities of PharmaCare under this Agreement. "Adjudicating" or "Adjudication" shall mean the processing of Claims for payment as directed in the executed Implementation Guide. "Administrative Fee" means the monthly fee paid to PharmaCare by Sponsor as set forth in Exhibit A. "Agreement" means this agreement together with all exhibits and other documents or materials attached to and/or incorporated by reference in the Agreement. 2 VCLQJ�J} I W "Ancillary Charge" means a charge, in addition to the Co- payment or Deductible, that a Member is required to pay the Participating Pharmacy when a Member and/or prescriber requests that a Prescription Drug be dispensed that is not in conformance with the Formulary or the MAC List. "Average Wholesale Price" or "AWP" means the average wholesale price/AWP field entries for Prescription Drugs listed in the PharmaCare System at the time of adjudication, which are based on the average wholesale price /AWP field entries for those Prescription Drugs published by a nationally recognized on -line data source, currently Medi -Span. To the extent that the data source publishes changes to the AWP field entries for any drugs in the PharmaCare System, PharmaCare will revise the AWP field entries in the PharmaCare System within five (5) business days of the date on which the data source publishes such changes in its weekly product. "Benefit(s)" means any pharmacy- related benefit covered and authorized by the Plan. "Brand Name Drug" means a brand name Prescription Drug available from a single manufacturer and that is labeled as such in a nationally recognized data source, currently Medi Span. "Calculated Ingredient Cost," means the lower of U &C or the drug cost based on client pricing. "Claim(s)" shall mean claims submitted by pharmacies for reimbursement from the Member or PharmaCare. "Concurrent Drug Utilization Review" means a program that monitors Prescription Drug therapy at the time of dispensing detects potential problems and communicates those problems to the Participating Pharmacy for resolution. "Confidential Information" means all information whether, oral, written or electronic, concerning the business of either party, the terms of this Agreement, and/or the services provided by any party pursuant to this Agreement, together with analyses, compilations, studies, or other documents, whether prepared by the parties or their respective agents, which contain or otherwise reflect any such information. "Contract Quarter" means the three (3) month calendar quarter commencing on the Effective Date, and each subsequent full three (3) month period during the term of this Agreement, if the Effective Date is the first day of January, April, July, or October. Otherwise, the fast Contract Quarter begins on the Effective Date and ends on the last day of March, June, September, or December, whichever is next. "Contract Year" means the first full twelve (12) months commencing on the Effective Date, and each subsequent full twelve (12) month period during the term of the Agreement, if the Effective Date is the first day of January, April, July, or October. Otherwise, the first Contract Year begins on the Effective Date and ends on the last day of March, June, September, or December, whichever is more than twelve (12) months after the Effective Date. "Co- payments and/or Coinsurance" means the amount specified by the Plan that Members are required to pay a pharmacy when a Covered Drug is purchased. The term "Co- payment" shall include any coinsurance amounts set forth in the Plan. "Core Services" means the pharmacy benefit management services set forth in Exhibit B V0LQaPAGE `Y "Covered Drug" means any Prescription Drug that is not excluded from coverage under the Plan. Excluded from Covered Drugs are: (i.) cosmetic drugs, (ii) appliances, devices, bandages, heat lamps, braces, splints, and artificial appliances, (iii) health and beauty aids, cosmetics and dietary supplements. "Data" means any program- generated information, regardless of where it resides, included but not limited to utilization, Claims, financial, enrollment, etc. "Days Supply" means the number of calendar days of a Prescription medication, as issued by a Prescriber. "Deductibles" means the deductible amount a Member is required to pay under the Plan. "Dispensing Fee" means the portion of the Claim cost attributable to payment to a Participating Pharmacy for professional services necessary to dispense a Prescription or authorized refill in an amount set forth in Exhibit A. "Direct Member Reimbursement" or "DMR" means Claims submitted by the Member. "Drug Spend" means the total of plan and member payments. "Drug Utilization Review Services" or "DUR Services" shall mean the services described in the attached exhibits. " ERISA" means the Employee Retirement Income Security Act of 1974, as amended. "Exclusions" mean Prescription Drugs and other goods and related services not covered by the Plan. "Exhibit," means an exhibit to this Agreement that sets forth additional duties of the parties or that supplies additional information. Each Exhibit is incorporated by reference into this Agreement and shall be deemed a part of this Agreement as if such Exhibit were set forth herein. "Fiduciary" shall have the same meaning as the term "fiduciary" under ERISA and the regulations promulgated under ERISA. "Financial Guarantees" means the Guaranteed Effective Retail Rate and the Guaranteed Rebate Payment. "Formulary" means a document proprietary to PharmaCare that: (i) lists Prescription Drugs, (ii) is subject to periodic review and modification as a result of factors including but not limited to medical appropriateness, manufacturer rebate arrangements and patent expirations; and (iii) is provided by PharmaCare to Participating Pharmacies, physicians, and other health care providers. For a Prescription Drug not listed on a Formulary, the Plan or Sponsor may require a Member to pay a higher Co- payment or to pay the difference between the prescription cost of the Non - Formulary drug and a Formulary drug when the two drugs are from the same therapeutic class. "Formulary Compliance Program" means the programs developed, implemented, and administered by PharmaCare, which seek to appropriately increase the use of Formulary drugs and shall include, without limitation, cost containment initiatives and communications with 4 PAGE Members, Participating Pharmacies and/or Prescribers (including communications regarding Generic Drug substitution programs). "Generic Drug" means a Prescription Drug that is designated as a generic drug by Medispan or, if Medispan is not available, in another nationally recognized price - reporting service. "Guaranteed Effective Retail Rate" means the discount to AWP, which is calculated by dividing the total Calculated Ingredient Cost, by the AWP for all Retail Claims, minus one. This calculation is applied separately to Brand Name Drug and Generic Drug Claims. "Guaranteed Rebates" means the dollar amount of Rebates earned and collected for Brand Name Drug Paid Claims. "HIPAA" shall mean the Health Insurance Portability and Accountability Act of 1996, as amended. "Implementation Guide" means an addendum to this Agreement substantially in the form attached hereto as Exhibit E, specifying the Parameters of the Plan and other necessary information in sufficient detail for determining whether, and to what extent, (1) Benefits are covered by the Plan; (2) Exclusions apply and (3) Co- payments and/or Coinsurance are required for each Benefit. "Law or Laws" means any applicable U.S. federal, state or local statute, regulation, ordinance or any decree, judgment or order of any U.S. federal, state or local court. "Lower Of Pricing" means the Member will pay the lower of the Usual and Customary, or the Member Co- payment or Coinsurance amount. "Mail- Service Pharmacy" means any licensed pharmacy affiliated with or designated by PharmaCare to provide pharmacy services by mail. The pricing for Prescription Drugs dispensed through PharmaCare's Mail Service Pharmacy is set forth in Exhibit A. "Manufacturer Administrative Services" means administrative services performed by PharmaCare for manufacturers for a fee. "Maximum Allowable Cost" or "MAC" means the price list of Covered Drugs that is subject to periodic review and modification by PharmaCare to reflect market conditions. "Member" means any person eligible and authorized by Sponsor to obtain Benefits under the Plan who has been reported to PharmaCare. "Non- Participating Pharmacy" means a retail pharmacy not under contract with PharmaCare to participate in its Pharmacy Network to provide Benefits to Members. "Paid Claim," means Prescription Drugs dispensed through PharmaCare's Pharmacy Network and Mail- Service Pharmacy for which PharmaCare has reimbursed the pharmacy. "Parameters" means the parameters of the Plan, specifying (1) whether and to what extent Benefits are covered by the Plan or whether Exclusions apply, and (2) the amounts of all required Co- payments and/or Coinsurance, Deductibles and the compensation rates to be offered for all Benefits. A. c°; F L & "Participating Pharmacy" means a licensed pharmacy under contract with PharmaCare to participate in its Pharmacy Network and provide Benefits to Members. "Participating Pharmacy Audit Program" means the audit program whereby Participating Pharmacies are monitored by PharmaCare for compliance, including audits for the submission of incorrect or inappropriate Claims, designed to protect the financial interests of the Plan and to educate Participating Pharmacies. "Performance Guarantees" means the performance guarantees described in Exhibit F. "PharmaCare System" means PharmaCare's online system for Adjudicating Prescription Drug Claims submitted by Participating Pharmacies. "Pharmacy Network" means PharmaCare's network of Participating Pharmacies contracted to provide Benefits to Members. "Plan" means Sponsor's Prescription Drug Benefit Plan. "Prescriber" means a person licensed by Law to prescribe Prescription Drugs. "Prescription" means a Prescriber's order for a Prescription Drug. "Prescription Drug" means a pharmaceutical product requiring a Prescription from a Prescriber in order to be sold in accordance with the Law. "Rebates" means monies PharmaCare receives from pharmaceutical manufacturers for Formulary access and/or market share, excluding any other payments or fees for Manufacturer Administrative Services, if any. "Retail Claims" means all Claims dispensed through Participating Pharmacies, excluding drugs listed in Exhibit D. "Specialty Drugs" means the drugs listed in Exhibit D. "Specialty Pharmacy" means the PharmaCare affiliate subsidiary PharmaCare Specialty Pharmacy, Inc. "Standard Reports" means PharmaCare's standard management and utilization reports. "Submitted Claim" means paper claims submitted by Members for Claims processed outside of PharmaCare's Pharmacy Network for which the Member is requesting reimbursement. "Usual and Customary" or "U &C" means the price submitted to PharmaCare by the dispensing pharmacy comprising its price for a Prescription Drug to a retail cash customer. 2. OBLIGATIONS OF SPONSOR 2.1 Implementation Guide. PharmaCare and Sponsor agree to execute the Implementation Guide no later than thirty (30) days after the Effective Date of this Agreement, and the Implementation Guide shall become an addendum to this Agreement. To the extent the -.. Implementation Guide has already been executed, it shall become an addendum to this Agreement. Absent a fully executed Implementation Guide between the parties, PharmaCare assumes no responsibility for the accuracy of the Plan and Sponsor shall bear sole responsibility for any cost or liability associated with the accuracy of the Plan. Sponsor shall also provide PharmaCare with any other additional information or data that would be necessary for PharmaCare to satisfy its obligations under this Agreement. 2.2 Amendments to Plan. Sponsor shall provide written notification to PharmaCare of any modifications or amendments to the Plan. PharmaCare may require the execution of a modified Implementation Guide at its sole discretion. Material modifications to the Plan may, at PharmaCare's option, result in commensurate prorating or elimination of Financial or Performance Guarantees and/or result in contract pricing revisions effective as of the date of Plan revision. 2.3 Non - Participating Pharmacy Claims Sponsor warrants that if the Plan provides for the reimbursement to Members of the cost of Prescription Drugs purchased at Non - Participating Pharmacies, then the Plan shall state that such reimbursement shall be conditioned upon the submission of a DMR, together with the Member's proof of payment for the Prescription Drugs. 2.4 Plan Parameters. Sponsor represents that the Plan Parameters and the information provided to PharmaCare pursuant hereto shall be consistent with the Plan in all respects. Sponsor warrants that its Plan and the Member information supplied to PharmaCare shall be in compliance with the requirements of IIIPAA. Sponsor shall be obligated to inform Members as to the type, scope, and duration of all Benefits and services to which such Members are entitled under the Plan. 2.5 Specialty Pharmacy grams. PharmaCare shall be Sponsor's exclusive Specialty Pharmacy services provider for all Sponsor employees. Sponsor shall encourage Members to utilize the Specialty Pharmacy Program by, at a minimum: (i) describing the programs in the Member summary Plan description and / or Member agreements and other regular Member communications, (ii) distributing or facilitating the distribution of enrollment materials to all Members upon enrollment in the Plan, and (iii) supporting PharmaCare's efforts to enroll appropriate Members in the programs. 2.6 Reports. Sponsor is responsible for reviewing reports and other information submitted by PharmaCare as soon as practicable, but not later than ninety (90) days after receipt. If no written notification of error is received by PharmaCare within such ninety (90) days then the parties may rely on the accuracy of the reports and information. 2.7 Plan Administrator. Sponsor agrees that it, or its designee, is the Plan's administrator as defined by ERISA, and shall assume all duties, obligations and liabilities under the Plan. Sponsor agrees that PharmaCare is not an administrator of the Plan and the Plan shall not name or appoint PharmaCare as an administrator or fiduciary. Sponsor agrees that PharmaCare's relationship with respect to the Plan, Benefits and Members is ministerial and service- oriented. Sponsor agrees that PharmaCare, or its designee's, duties and liability, if any, is strictly limited to the processing of Prescription Drug Claims and related duties in accordance with the Plan's rules as established by Sponsor or its designee. Sponsor agrees that PharmaCare is not a fiduciary as defined in Section 3(21) of ERISA, and is not an administrator as defined in Section 3(16) of ERISA. Sponsor agrees that it is subject to all fiduciary laws, statutes, rules and regulations, and shall assume responsibility for, and compliance with, any fiduciary and Plan liabilities, duties, obligations and requirements under the law. Sponsor further agrees that PharmaCare is not 7 x ILaa FArIE 60 responsible for drafting claims procedures and related administrative procedures for the Plan, for Plan reporting, accounting and compliance, verification of Plan and Member information, and other regulatory requirements and procedures under ERISA or other applicable law. Sponsor agrees that the administrator of the Plan, whether the Sponsor or its designee, retains the power, authority and discretion necessary to supervise and control the operation of the Plan in accordance with the terms thereof, and to construe, interpret and make determinations with respect to the terms of the Plan. Sponsor represents that an administrator or fiduciary of the Plan shall have discretionary authority which shall not be overturned unless its decision is found by a court of competent jurisdiction to be "arbitrary and capricious." Sponsor or its designee, as the administrator of the Plan, any treating or consulting physicians, hospitals or other health care providers and the Member are responsible for all decisions concerning the rendering of health care related services, and as such, PharmaCare shall not be liable for any injury or damages arising therefrom or relating thereto. This provision shall survive the termination or expiration of this Agreement. 3. OBLIGATIONS OF PHARMACARE 3.1 Core Services. PharmaCare shall provide the Core Services set forth in Exhibit B. 3.2 Eligibility Information. PharmaCare shall enter electronic eligibility information it receives from Sponsor into the PharmaCare System within two (2) business days of receipt, subject to the size of the file received. Upon request, PharmaCare shall provide Sponsor with a summary to verify entries into the PharmaCare System. The summary shall be deemed correct unless PharmaCare is notified by Sponsor that corrections are required, which PharmaCare shall promptly make. 3.3 Member Identification Cards. PharmaCare shall provide Member identification cards to Sponsor using PharmaCare's standard format. PharmaCare will provide two identification cards per family to Sponsor. Sponsor warrants that all Members issued an identification card shall be eligible to receive Benefits and shall be reported to PharmaCare using the eligibility file described herein. PharmaCare shall be entitled to rely on the identification cards until notified by Sponsor that the Plan has been terminated or that a Member is no longer eligible for Benefits under the Plan and PharmaCare has had at least two (2) business days to enter the information into the PharmaCare System. Upon request by Sponsor, PharmaCare will provide additional identification cards and/or perform direct mailing to Members. 3.4 Submission of Claims by Participating Pharmacies. PharmaCare shall Adjudicate Claims submitted by Participating Pharmacies via the PharmaCare System and adjudicate such Claims in accordance with the terms of the Plan. Participating Pharmacies shall be responsible for collection of all applicable Co- payments. In Adjudicating the Claims, any overpayment or errors in payment to Participating Pharmacies caused directly by the failure of PharmaCare to perform in accordance with this Agreement shall be the sole liability of PharmaCare and shall not be recoverable from Sponsor or Members. PharmaCare shall not be liable for any overpayment or errors in payment to Participating Pharmacies resulting from incomplete or incorrect or unloadable information provided to it by Sponsor. 3.5 Submission of Claims by Members (DMR's). PharmaCare shall accept Claims submitted by Members directly to PharmaCare on paper or electronically and adjudicate such Claims in : accordance with the terms of the Plan. PharmaCare shall produce and mail EOBs to Participants both for allowable Claims, together with checks for reimbursement amounts, and for Claims that are ineligible for reimbursement. PharmaCare will perform an initial review of all requests by Members for review of rejected Claims at Participating Pharmacies as well as complaints regarding improper Co- payments, Coinsurance and/or Deductibles. Such rejected Claims may include, but are not limited to, claims for Non - Covered Drugs. The scope of PharmaCare's obligation to review shall be to confirm that the PharmaCare System Adjudicated the Claim properly in accordance with Plan, as communicated to PharmaCare by Sponsor. In the event the Claim has been Adjudicated properly in accordance with the Plan, PharmaCare will refer all Member appeals to Sponsor or its designee. In the event the Claim has been improperly Adjudicated, PharmaCare will re- adjudicate all such Claims in accordance with Plan requirements as communicated to PharmaCare and will correct the PharmaCare System accordingly. In Adjudicating the Claims, PharmaCare shall not be liable for any overpayment or error in payment that was the result of incomplete or incorrect or unloadable information provided to it by Sponsor. 3.6 Reports. PharmaCare shall provide to Sponsor the reports described in Exhibit B. PharmaCare may modify said reports at any time provided that the change does not materially change the overall content. 3.7 Account Manager. PharmaCare shall assign an Account Manager who will manage Sponsor's account, serve as the primary contact for Sponsor and supervise the responsibilities of PharmaCare pursuant to this Agreement. 3.8 Plan Consulting and Analytical Services. Upon request of Sponsor, PharmaCare shall provide Plan consulting and analytical services. For consulting and analytical services that PharmaCare determines will require time and resources in excess of those available from the Account Manager, PharmaCare shall submit a price quote for Sponsor's approval before initiating the services. 3.9 Participating Pharmacy Network. PharmaCare shall maintain a Pharmacy Network of Participating Pharmacies to provide access to Prescription Drugs for Members. PharmaCare has sole discretion over the composition of the Pharmacy Network and does not guarantee the participation of any particular pharmacy or pharmacy chain. 3.10 Pharmacy Credentialing and Insurance. PharmaCare represents and warrants that its Participating Pharmacies are required to be duly licensed under the applicable laws of the state in which they perform pharmaceutical services and to maintain insurance coverage in such form and amount as are standard in the industry. PharmaCare shall not be liable to Sponsor or its Members for any act or omission by any Participating Pharmacy, its agents or employees. All matters pertaining to the dispensing of Covered Drugs or the practice of pharmacy in general are subject to the professional judgment of the dispensing pharmacist and applicable laws. 3.11 Mail- Service Pharmacy Program. PharmaCare will provide a Mail- Service Pharmacy Program through its affiliate and/or designee to Sponsor and will require that all Prescription Drugs provided through the Mail - Service Pharmacy be dispensed by registered pharmacists in accordance with applicable law. Any Prescription Drug which cannot be dispensed in accordance with applicable mail order dispensing protocols, or which requires special record - keeping procedures, may be excluded. In the event that it becomes impracticable or for reasons beyond the reasonable control of the Mail- Service Pharmacy to dispense Prescription Drugs to Members, 9 ^� 00." � k q�Uol l� r" -Ei 50 PharmaCare shall notify Sponsor, and use reasonable efforts to have the Prescription Drugs dispensed elsewhere, subject to applicable laws. 3.12 Specialty Pharmacy Program. PharmaCare will provide a Specialty Pharmacy Program through its affiliate and/or designee to Sponsor for the Specialty Drugs listed on Exhibit D, and will require that all Prescription Drugs provided through the Specialty Pharmacy Program be dispensed by registered pharmacists in accordance with applicable law. PharmaCare's affiliate and/or designee will dispense the specialty prescriptions listed in Exhibit D that are Covered Drugs at its retail locations and/or will mail prescriptions directly to Members. 3.13 Retrospective and Concurrent Drug Utilization Review (DUR ) Services. PharmaCare shall provide Sponsor Retrospective and Concurrent DUR services, which shall include the services listed in Exhibit C. PharmaCare may deny payment for Claims to the extent the information received is not sufficient to allow for PharmaCare DUR services. 3.14 Additional Clinical Services. PharmaCare will provide Sponsor programs to encourage proper drug utilization and the use of cost - effective Prescription Drugs including, without limitation, Member compliance programs and pharmaceutical care consultation programs. 3.15 Access. PharmaCare will provide toll -free phone service numbers for Members at all times during PharmaCare's usual and customary hours of operation, with Member access to a registered pharmacist 24 hours per day and 365 days a year. 4. TERM AND TERMINATION 4.1 Term. The initial term of this agreement is three (3) years from the Effective Date. After the initial term, this Agreement shall automatically renew for additional one (1) year terms. After the initial term, either party may provide written notice of termination not less than one hundred eighty (180) days prior to the end of the term, with termination effective the last day of the then - current term. Notwithstanding the termination of this Agreement, PharmaCare agrees to continue services hereunder and Sponsor agrees to pay PharmaCare for the services in accordance with the terms of this Agreement for any covered Claims incurred by Members while this Agreement was in force. 4.2 Termination for Breach. Except as set forth otherwise herein, in the event of a material breach of this Agreement, the non - breaching party may terminate this Agreement after giving at least thirty (30) days prior written notice of the breach and providing an opportunity to cure. 4.3 Termination for Non - Payment This Agreement may be terminated by PharmaCare for nonpayment of any sum due to PharmaCare hereunder upon at least ten (10) days prior written notice to Sponsor, unless payment is received by PharmaCare within the ten (10) day period. 4.4 Termination for Insolvency. If either party applies for or consents to the appointment of a receiver, trustee, or liquidator of itself or of all, or a substantial part, of its assets; files a voluntary petition in bankruptcy; admits in writing its inability to pay its debts as they become due; makes a general assignment for the benefit of creditors; files a petition or an answer seeking reorganization or rearrangement with creditors; or, as a debtor, invokes or takes advantage of any insolvency law; or if an order, judgment, or decree is entered by a court of competent jurisdiction upon the application of a creditor adjudicating such party bankrupt or insolvent or approving a petition seeking reorganization of such party of all, or a substantial part, of its assets, and such 10 ,jV ] qa 53 order, judgment, or decree continues unstayed for thirty (30) days, then the other party may, by written notice, terminate this Agreement effective on any future date specified in such notice. 4.5 Early Termination Without Cause. Sponsor shall have the right to terminate this contract without cause only after the achievement of a minimum of three (3) years from the contract Effective Date and upon one hundred eighty (180) days advance written notice. In the event of such early termination, Sponsor agrees to pay PharmaCare liquidated damages equal to PharmaCare's expected gross profit for the remainder of the then current contract term. 4.6 Effect of Termination. In the event of a termination, this Agreement shall be of no further force or effect except that each party hereto shall remain liable for any debts and/or liabilities arising from activities under this Agreement occurring prior to the effective date of termination. The Parties agree that with respect to termination for Sponsor's breach, without prejudice to any remedies to which it may be entitled, PharmaCare may, in addition and at its election, retain any Rebates due, yet unpaid, to Sponsor under this Agreement. 4.7 Payment of Claims After Termination For a period of one hundred eighty (180) days after termination of this Agreement, PharmaCare shall continue to process requests for Claims received after the termination date for Benefits that were fulfilled on or prior to the date of termination and shall issue drafts for Claims payable under the Plan. Sponsor agrees to continue to pay PharmaCare on the same basis as if this Agreement had continued in effect while those services are performed. 4.8 Continuation of Services. Except for termination due to Sponsor's breach, PharmaCare agrees that upon termination of the Agreement, at Sponsor's request for continuation of services, it will continue to provide services hereunder (including with respect to Claims received after the effective date of expiration or termination), provided Sponsor complies with all the terms and provisions of this Agreement in effect prior to the termination. The fees for such continuation period shall be the fees in effect at the time the continuation request is made, and PharmaCare's Financial Guarantees shall cease. 4.9 Data Transfer. In the event of termination of this Agreement, PharmaCare agrees to provide data in PharmaCare's possession that Sponsor's replacement pharmacy benefits manager ( "Replacement PBM ") shall reasonably require, provided that the data requirements of such Replacement PBM are consistent with reasonable pharmacy benefit manager industry norms. It is understood that for retail claims data, PharmaCare shall provide one billing tape in standard NCPDP format at no cost to Sponsor. If Sponsor or the Replacement PBM require an element of data that is not in standard NCPDP format, such data element shall be provided, if available in PharmaCare records, at a mutually agreed cost to Sponsor. For any other data, including but not limited to Mail- Service or Specialty Pharmacy Claims data, PharmaCare will provide data in its possession and reasonably requested by Sponsor or Replacement PBM at a mutually agreed cost. PharmaCare may provide the data by electronic wire communication or a media type such as disk, tape, or CD. PharmaCare shall not be required to perform under this paragraph unless Sponsor has provided PharmaCare with at least ninety (90) days prior written notice of its data needs and the parties have mutually agreed on the fee payable to PharmaCare. If this Agreement terminates before such ninety (90) day period can occur, PharmaCare shall still have ninety (90) days to provide the data. 11 5. FORMULARY 5.1 Formulary. Sponsor agrees that the PharmaCare Formulary shall be the exclusive formulary program under the Plan and that PharmaCare shall be the exclusive formulary manager for the term of this Agreement. Sponsor agrees that its right to use the Formulary is limited to use in connection with and during the term of this Agreement. Sponsor further agrees that, except in connection with such limited use, it shall not copy, distribute, sell or otherwise provide the Formulary to any third party without PharmaCare's prior written approval. Upon termination of this Agreement, Sponsor shall cease all use of the Formulary and shall destroy or return to PharmaCare all copies in its or any of its agent's possession. Upon PharmaCare's request, Sponsor shall provide proof to PharmaCare that it has complied with the terms and conditions of this Section 5. 5.2 Formulary Compliance. Sponsor agrees to assist PharmaCare in implementing Formulary compliance - related programs including but not limited to programs described in this Agreement. Sponsor agrees to distribute and/or that PharmaCare may distribute its preferred drug list, from time to time, to Members of the Plan. Sponsor agrees that PharmaCare may engage in communications with Members, physicians and Network Pharmacies for the purpose of increasing Formulary compliance. 5.3 Formulary Management Prams. Sponsor agrees to assist PharmaCare with Formulary management programs, which may include Member communications, cost containment initiatives, and communications with Participating Pharmacies and/or physicians. PharmaCare may modify the Formulary and related programs. 6. PLAN ADMINISTRATION 6.1 Billing and Payment. PharmaCare shall invoice Sponsor twice a month for Paid Claims in accordance with Exhibit A. Sponsor shall remit payment for Claims by initiating an Automated Clearing House ( "ACH ") transfer within forty -eight (48) hours of receipt of an invoice to a bank account designated by PharmaCare. Sponsor shall remit payment for all other charges, including but not limited to Administrative Fees, by initiating an ACH transfer to the same account within ten (10) days of receipt of an invoice. PharmaCare agrees that it will look solely to Sponsor for compensation for services rendered hereunder, and PharmaCare shall not assert any claim or demand on Members for compensation for services provided hereunder, except in the event of a monetary breach. 6.2 Late Payment. If Sponsor fails to pay PharmaCare on a timely basis any amounts owed under this Agreement, PharmaCare shall have the right, in addition to any remedies available: (i) to decline to issue or reissue PharmaCare identification cards to Members, (ii) to suspend eligibility of Members or any and all other services under this Agreement immediately, (iii) to advise Participating Pharmacies that Members' PharmaCare identification cards are no longer valid, (iv) to apply all or any portion of Rebates payable to Sponsor and/or any Sponsor's security deposited with PharmaCare, if any, to Sponsor's delinquent account, and/or (v) to charge Sponsor a late charge of one and one -half percent (1'/2 %) per month of the amount owed or the maximum rate allowed by law, whichever is less, such late charge accruing from the date on which payment should have been made to the date payment is received. Sponsor shall be responsible for all costs of collection and agrees to reimburse PharmaCare for such costs and expenses (including reasonable attorneys' fees). 12 �.9d, 55 6.3 Financial Guarantees. The Guaranteed Effective Retail Rate on Brand Name Drugs is AWP — 16% for each of the three (3) Contract Years. PharmaCare will retain 100% of any excess above the guaranteed amount. PharmaCare reserves the right to offset any shortfalls in the Guaranteed Effective Retail Rate with Rebates in excess of the Guaranteed Rebates. The Guaranteed Rebates to the Sponsor are $4.13 per Brand Name Drug Paid Claim dispensed through the Pharmacy Network and $12.71 per Brand Name Drug Paid Claim dispensed through the Mail Service Pharmacy. Guaranteed Rebates are based on an average days supply of thirty (30) days for Retail Claims and ninety (90) days for Mail Service Pharmacy Claims. The Guaranteed Rebates to AEL Rx (Third Party Consultant) are $0.35 per Paid Claim dispensed through the Pharmacy Network and $0.35 per Paid Claim dispensed through the Mail Service Pharmacy. Guaranteed Rebates are based on an average days supply of thirty (30) days for Retail Claims and ninety (90) days for Mail Service Pharmacy Claims. These guarantees are subject to 1) no material changes to pharmacy agreements or changes in market conditions due to changes in law or other governmental legislation, (i.e. Medicaid, Medicare Part D, etc.) that would unduly limit PharmaCare's ability to perform, and 2) actual plan performance (generic dispensing rates, utilization at retail and mail, etc) that is consistent with the baseline data provided in the RFP and by AEL Rx. In the event these conditions are not met, and / or there is a material change in the members supported by the Plan compared to the baseline data and within the RFP, PharmaCare reserves the right to equitably adjust the guarantees based on good faith negotiations. PharmaCare reserves the right to exclude newly introduced Generic Drugs from the effective discount guarantee until at least three (3) generically equivalent products enter the market place. However, if market conditions negatively influence the historical price reductions that occur as competing Generic Drugs enter the market, PharmaCare reserves the right to either exclude those Generic Drugs from the guarantees or adjust the guarantees based on good faith negotiations. Within one hundred eighty (180) days after the end of the Contract Year, PharmaCare shall calculate Sponsor's Financial Guarantees for such Contract Year and report the Financial Guarantees to Sponsor. If Sponsor's Financial Guarantees for such Contract Year fall below the guaranteed amount, PharmaCare shall credit such difference against future Claims payments owed by Sponsor to PharmaCare as soon as reasonably practical, in accordance with PharmaCare's standard procedures not to exceed thirty (30) days from the date of the report. 6.4 Material Events Impacting Reimbursement/Terms. Sponsor acknowledges that the calculation of the cost of Claims and guarantees under this Agreement are based on a number of factors. In the event that any change in law, regulation, and/or industry standard, has a corresponding material impact on the calculation of the cost of Claims, the financial assumptions used by the parties in determining reimbursement and/or other terms of this Agreement; then PharmaCare shall notify Sponsor of any adjustment appropriately made as necessary to preserve the assumptions contemplated at the inception of this Agreement, and the effective date of such adjustment. Additionally, the Parties agree that if MediSpan or other applicable source changes the manner for calculating the AWP or pricing for Covered Drugs in a way that materially changes the economics of this Agreement, then the parties shall modify the pricing terms so as to preserve the relative economics of this Agreement as established before any such change in methodology. 13 6.5 Financial Assurance. If at any time PharmaCare reasonably determines there are grounds for insecurity on the part of PharmaCare regarding the ability of Sponsor to meet its financial commitments as they become due, PharmaCare may request information and/or reasonable assurances (including a security deposit). No security in the form of a reserve or deposit shall bear interest. If the information or assurances are not furnished to PharmaCare within five (5) business days, or are not satisfactory in PharmaCare's reasonable judgment, PharmaCare may immediately terminate this Agreement. 6.6 Financial Disclosure. PharmaCare receives additional sources of revenues and/or fees, which may be derived from, without limitation, pharmaceutical manufacturers, Participating Pharmacies, and PharmaCare's mail- service and specialty pharmacy operations. With respect to Participating Pharmacies, PharmaCarc may contract with Participating Pharmacies at various reimbursement discount and rate schedules, and the actual reimbursement rates to the pharmacies will not necessarily constitute a pass through of the contracted rates between Sponsor and PharmaCare and that Sponsor shall not have the right to audit, review or otherwise access information regarding contracted reimbursement rates or amounts of payments from PharmaCare to Participating Pharmacies. PharmaCare acknowledges and agrees that Sponsor shall have no liability for any shortfalls where the Participating Pharmacy reimbursement exceeds the amount due to PharmaCare from Sponsor. Conversely, Sponsor acknowledges and agrees that (1) any revenues or fees received by PharmaCare as described in this Section shall be retained by PharmaCare as part of the compensation paid to PharmaCare under this Agreement; and (2) neither Sponsor, nor any Member, shall be entitled to, or possess any interest in any revenues and/or fees received by PharmaCare described in this Section. The financial disclosure under this section shall not be subject to the confidentiality provisions of this Agreement and, accordingly, Sponsor may disclose the contents of this section to its Members at its sole discretion and/or as required by law. 6.7 Audits. Each party shall be entitled to audit the other party's records that relate directly and primarily to the other party's obligations undertaken pursuant to this Agreement. The audit shall be conducted at the auditing party's expense using a mutually acceptable national public accounting or CPA firm that is not involved with health and welfare consulting. The auditing party shall ensure that the auditing firm has entered into a mutually acceptable confidentiality agreement prior to the audit. Audits may be conducted once annually upon sixty (60) days prior written notice, during regular business hours at the place of business of the record holder, and shall be subject to all applicable laws, and including any confidentiality and audit - related provisions in this and other contracts. Such audit rights shall expire six (6) months after the end of, and are limited to, payments within a current contract term, unless otherwise required by law or in order to reimburse government payers. Each party reserves the right to maintain the confidentiality of proprietary business information to the extent such information is not required to audit the party's obligations under this Agreement. Except as otherwise set forth herein, the audit results shall be made available by the auditing party to the other party. To the extent the parties dispute the findings of the auditor, the parties agree to arbitrate said dispute in accordance with the procedures established by the American Arbitration Association, with access to relevant confidential information restricted to the arbitrator(s). 6.8 Participating Pharmacy Audit Program. PharmaCare will conduct Participating Pharmacy Audits and maintain all Claims and related records relating to services performed under this Agreement sufficient to verify payments made to Participating Pharmacies for at least seven (7) years, in their original form or on electronic media. In the event a PharmaCare Participating Pharmacy audit reveals an overpayment by Sponsor, PharmaCare shall retain twenty (20) percent of the overpayment to defray the cost of the audit, and Sponsor shall be reimbursed 14 ..�1pZ P ", 57 the remaining recovered funds. Notwithstanding the foregoing, no payment shall be made to Sponsor until such overpayment is fully recovered by PharmaCare and Sponsor shall not be paid any recovered funds in the event of Sponsor default. Sponsor acknowledges that reimbursement rates for pharmacy services paid by PharmaCare to Participating Pharmacies will not necessarily constitute a pass through of contracted rates between PharmaCare and Sponsor. Sponsor shall not have the right to audit, review or otherwise access information regarding contracted reimbursement rates or amounts of payments from PharmaCare to Participating Pharmacies. Upon request, PharmaCare shall verify to Sponsor that all Claims submitted by Participating Pharmacies for Benefits to Members during a designated time period have been paid by PharmaCare. 6.9 Rebate Audits. For rebate payments audits, PharmaCare may be required to provide information protected by signed confidentiality agreements. Accordingly, the parties agree that the rebate audits will be conducted as set forth above, that no copies of confidential contracts shall be provided, that such audits shall be restricted to the determination as to whether or not monies paid to Sponsor are in accordance with this Agreement, and no work papers or other confidential information shall be disclosed by the auditor to Sponsor. 6.10 Rebates. Throughout the term of this Agreement, PharmaCare shall pay to Sponsor as set forth in Exhibit A for each Brand Name Drug Paid Claim processed for Sponsor by PharmaCare during a calendar quarter for Sponsor's Covered Persons (the "Rebate ") contingent upon Sponsor's execution of this Agreement and acceptance and distribution of PharmaCare's drug Formulary. In addition, Rebates are subject to 1) no material changes in market conditions due to a change in laws and/or regulations that would unduly limit PharmaCare's ability to perform, 2) continued manufacturer participation, 3) retail and mail service average day supply of thirty (30) and ninety days (90) respectively, and 4) plan performance materially the same as the baseline data provided in the RFP and by AEL Rx. In the event these conditions are not met, PharmaCare reserves the right to equitably adjust the Rebate Guarantees based on good faith negotiations. Should the actual experience for Sponsor's utilization be less than the thirty (30) and ninety (90) days supply baseline, then the Rebate amounts will be proportionally adjusted to reflect the actual average day supply. In the event PharmaCare determines that prescription claim data submitted on behalf of Sponsor was inaccurate or that certain claims were not Rebate - eligible, PharmaCare reserves the right to offset such monies against future Rebate payments due Sponsor and/or recover from Sponsor Rebate amounts which are determined to have been paid inappropriately. Sponsor agrees that as a condition of participation in the Rebate program that Sponsor will not negotiate or arrange or contract in any way for Rebates on Prescription Drugs from any manufacturer. Breach of this Section may result in immediate termination of Sponsor's participation in the Rebate program and shall entitle PharmaCare to keep one hundred percent (100 %) of any and all Rebates due on behalf of Sponsor under this Agreement which have not been paid to Sponsor. Should the actual program performance materially differ from the baseline data provided in the RFP and provided by AEL Rx, PharmaCare reserves the right to revisit and adjust these Guaranteed Rebates, 15 Lla Esc CJO Rebates earned and collected shall be paid to Sponsor within one hundred eighty (180) days after the end of the Contract Quarter. Within one hundred eighty (180) days after the end of the Contract Year, PharmaCare shall calculate Sponsor's total Rebates for such Contract Year and report total Rebates to Sponsor. If Sponsor's total Rebates for such Contract Year are less than the Guaranteed Rebates, based on the Formulary designated by Sponsor and agreed to between the parties, PharmaCare shall credit such difference against future Claims payments owed by Sponsor to PharmaCare as soon as reasonably practical, in accordance with PharmaCare's standard procedures not to exceed thirty (30) days from the date of the report. Guaranteed Rebates are subject to Sponsor's implementation of the designated PharmaCare Formulary, including: All Therapeutic hiterchange recommendations made by PharmaCare, and Communication of the Formulary to physicians, pharmacies and participants. 6.11 Medicare Part D Advisory Services. PharmaCare provides several alternative services, which can be customized to align with Sponsor's Plan. Fees for these services will be quoted upon request based on the specific Plan requirements. 7. MISCELLANEOUS PROVISIONS 7.1 Ownership Rights. PharmaCare shall retain full ownership rights in the form and format of all compilations, analyses, and reports generated by PharmaCare, as well as the property, technology, and software utilized by PharmaCare in its performance under this Agreement. Ownership rights shall include, but not be limited to, all rights associated with trade secrets, copyrights, trademarks, and patents. Sponsor shall retain ownership rights in the data, information, and utilization experience provided by Sponsor to PharmaCare. PharmaCare shall retain the right to use the data, information, and utilization experience, subject to and in accordance with privacy and other applicable laws, including the use in preparing de- identified composite reports, which shall be the property of PharmaCare. 7.2 Advertising Promotion. and Trade Name. PharmaCare may list Sponsor as one of PharmaCare's clients in proposals and responses for proposal for the development of new business. Sponsor may use PharmaCare's name, in any form other than its logo, in marketing materials. Sponsor may not use PharmaCare's name or logo, or any form thereof, in such a way as to convey that PharmaCare is an administrator and/or Fiduciary with regards to Members, Benefits, and the Plan, including, but not limited to, Plan terms, provisions, rights and/or obligations. 7.3 Exclusivity. Sponsor agrees that during the term of this Agreement, it shall not utilize the services of another entity to provide the services PharmaCare has agreed to perform under this Agreement. 7.4 Liability: Disclaimers: Indemnification (a). Nothing in this Agreement shall be construed or be deemed to create any contract rights or remedies in any third party, including, but not limited to, a Member. Further, it is hereby acknowledged that PhannaCare and Sponsor are independent entities. Nothing in this Agreement shall be construed or be deemed to create: (a) a principal -agent relationship between PharmaCare and Sponsor; or (b) a joint venture. PharmaCare shall use ordinary care and reasonable diligence in the performance of this Agreement. 16 (b). Remedies. A party's right to terminate this Agreement under Article 4 shall not be exclusive of any other remedies available to the terminating party under this Agreement or otherwise, at law or in equity. 2. Neither party shall be liable in any manner for any delay to perform its obligations hereunder to the extent due to a force majeure as further described in Section 7.20. 3. EACH PARTY'S LIABILITY TO THE OTHER HEREUNDER SHALL IN NO EVENT EXCEED THE ACTUAL PROXIMATE LOSSES OR DAMAGES CAUSED BY THE BREACH OF THIS AGREEMENT BY SUCH PARTY OR OTHER MISCONDUCT OF SUCH PARTY. IN NO EVENT SHALL EITHER PARTY OR ANY OF THEIR RESPECTIVE AFFILIATES, DIRECTORS, EMPLOYEES OR AGENTS, BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY DAMAGES FOR LOST PROFITS RELATING TO A RELATIONSHIP WITH A THIRD PARTY, HOWEVER CAUSED OR ARISING, WHETHER OR NOT THEY HAVE BEEN INFORMED OF THE POSSIBILITY OF THEIR OCCURRENCE. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO INDEMNIFICATION OBLIGATIONS. (c). Indemnification. PharmaCare shall defend, indemnify and hold Sponsor, its affiliates and their respective officers, directors and employees, hamiless from and against any losses, costs, damages, expenses, fines and other liabilities, including, without limitation reasonable costs and attorneys' fees ( "Costs ") incurred in connection with any and all third party claims, actions, causes of action, suits, investigations or enforcement actions ( "Claims ") which may be asserted against, imposed upon or incurred arising as a result of (i) PharmaCare's or its employees, subcontractors or agents negligent acts or negligent omissions or willful misconduct; or (ii) PharmaCare's breach of this Agreement (which includes a breach by PharmaCare's subcontractors or agents). 2. Sponsor shall indemnify and hold PharmaCare, its affiliates and their respective officers, directors and employees, harmless from and against any losses, damages, expenses, fines and other liabilities, including, without limitation, costs incurred in connection with Claims (as defined above) which may be asserted against, imposed upon or incurred by PharmaCare and arising as a result of Sponsor's or its employees, subcontractors or agents negligent acts or negligent omissions or willful misconduct; or breach of this Agreement (which includes a breach by Sponsor's subcontractors or agents). 3. The indemnified party shall notify the indemnifying party in writing promptly upon learning of any Claim for which indemnification may be 17 �a sought hereunder, and shall tender the defense of such claim to the indemnifying party and give the indemnifying party a reasonable opportunity to comment on such defense. No party shall indemnify the other with respect to any claim settled without the indemnifying party's written consent, which shall not be unreasonably withheld. 4. The foregoing notwithstanding, Sponsor acknowledges and agrees that all records, reports, and other data provided by PhannaCare to Sponsor under this Agreement are for Sponsor's use in Plan management; and PharmaCare disclaims any and all liability arising out of Sponsor's other use or dissemination of said records, reports, and other data. The immediately preceding sentence shall not be deemed to imply that Sponsor is relieved of its obligations set forth elsewhere in this Agreement. (d). THE PARTIES AGREE THAT IN NO EVENT SHALL PHARMACARE HAVE ANY LIABILITY TO SPONSOR IN CONNECTION WITH THE ACTS OR OMISSIONS OF ANY MEMBER PHARMACY OR PHARMACIST UNLESS ATTRIBUTABLE TO THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF PHARMACARE OR ITS SUBCONTRACTORS, AGENTS OR REPRESENTATIVES. EXCEPT TO THE EXTENT ATTRIBUTABLE TO THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF PHARMACARE OR ITS SUBCONTRACTORS REPRESENTATIVES OR AGENTS, PHARMACARE SHALL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE OR RESPONSIBLE TO SPONSOR FOR INJURY, INCLUDING DEATH, SUFFERED BY ANY MEMBER FROM ANY PRESCRIPTION DRUG DISPENSED OR NOT DISPENSED BY ANY MEMBER PHARMACY OR PHARMACIST USING THE PHARMACARE DUR SYSTEM FOR ANY PURPOSE, OR FOR ANY SIDE- EFFECTS OR OTHER CONSEQUENTIAL OR INCIDENTAL DAMAGES OF ANY KIND OR DESCRIPTION WHATSOEVER FROM THE USE, OR NON -USE, OF ANY SUCH PRESCRIPTION DRUG, IT BEING EXPRESSLY UNDERSTOOD THAT SUCH LIABILITY AND RESPONSIBILITY RESTS ENTIRELY UPON THE MEMBER PHARMACY OR PHARMACIST DISPENSING THE PRESCRIPTION DRUG. 7.5 Disclaimers. The PharmaCare Claims System is dependent upon the accurate transmission and processing of data by electronic means. PharmaCare shall not be liable for any damages or claims arising out of any interruption in transmission or processing, except where: (a) it is solely at fault; and (b) it had reasonable opportunity to prevent the interruption. PharmaCare shall use ordinary care and reasonable diligence in the performance of its duties under this Agreement. Sponsor acknowledges that this Agreement is not a contract for the sale of goods, and that PharmaCare is not the sole generator of data for the PharmaCare Claims System, which comes from various sources, including but not limited to Sponsor and Covered Person. PHARMACARE DISCLAIMS ALL EXPRESS AND ALL IMPLIED WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY AS TO THE QUALITY, ACCURACY OR SUITABILITY FOR ANY PARTICULAR PURPOSE OF THE DATA USED OR GENERATED BY THE PHARMACARE CLAIMS SYSTEM, EXCEPT THAT PHARMACARE SHALL NOT ADVERSELY AFFECT THE QUALITY, ACCURACY OR SUITABILITY OF DATA IT RECEIVES FROM OTHERS. ��}} 18 7.6 Notices. All notices pertaining to this Agreement shall be in writing and delivered in person, sent by certified mail, or delivered by receipted courier or nationally recognized overnight mail service, to a party at the address shown below, or such other address as a party may notify the other party from time to time in writing. If to Sponsor: Brazos County 300 East 26h Street Suite 107 Bryan, Texas 77803 Attention: Loraine Nichols Tel No.: (979) 361 -4117 If to PharmaCare: PharmaCare Management Services, Inc. 695 George Washington Highway Lincoln, Rhode Island 02865 Attention: Contracts Administration Department Tel No.: (401) 334 -0069 Pharmaceutical Strategies Group 191 Lakeview Drive Aledo, Texas 76008 Attn: Lynn Smith Tel. No.: (817) 441 -5040 7.7 Insurance. Each party shall maintain general liability insurance with limits of not less than one million dollars ($1,000,000) per occurrence and three million dollars ($3,000,000) in the aggregate per policy year. Upon request by a party, evidence thereof shall be furnished. 7.8 Headings. The headings of sections contained in this Agreement are for reference only and should not affect the meaning or interpretation of this Agreement. 7.9 Entire Agreement. This Agreement, including the attachments and addenda hereto, including but not limited to the Exhibits and the executed Implementation Guide, constitutes the entire understanding between the parties hereto with respect to the subject matter hereof. No prior or subsequent oral or written communication with respect to the subject matter hereof, nor any supplement, nor amendment of this Agreement shall be binding unless executed in writing by both parties. 7.10 Third Party Beneficiaries. PharmaCare and Sponsor specifically state, acknowledge, and agree that it is their intent that no other parties, including, but not limited to, Members, shall be third party beneficiaries to this Agreement. 7.11 Assignment Neither this Agreement nor any of the obligations to be performed hereunder may be assigned, directly or indirectly, by either party without the prior written consent of the other party; provided, however, that the preceding restriction shall not apply to the assignment by PharmaCare to an affiliated company or any successor entity through a sale, merger or other similar corporate change transaction. Any assignment or attempted assignment in violation of this restriction shall be void. This Agreement binds and inures to the benefit of the parties hereto and their permitted successors and assignees. 19 7.12 Taxes. Any applicable sales, use or other similarly assessed and administered tax imposed on items dispensed, or services provided hereunder, will be the sole responsibility of Sponsor, who will pay for all such taxes paid, payable, or required to be collected, except taxes resulting from PharmaCare's business operations, such as income taxes, gross receipts taxes, and licensing fees. 7.13 Independent Contractors. The parties hereto are independent contractors. This Agreement shall not be construed nor deemed to create an employer /employee, principal/agent, nor any relationship between PharmaCare and Sponsor other than that of independent entities contracting with each other solely for the purpose of carrying out the terms and conditions of this Agreement. Neither party shall hold itself out as the partner, agent, or employee of the other party, nor make representations or warranties on behalf of the other party except as set forth herein. Nothing herein shall be deemed to confer upon PharmaCare any responsibility for the administration, terms or validity of the Plan. PharmaCare shall not be responsible for any tax or other liability that may be imposed upon Sponsor, a Participating Pharmacy or any Member under the Plan. In managing the PharmaCare program, PharmaCare shall be free to exercise its own J udgment, consistent with the terms and conditions outlined in this Agreement. 7.14 Survival. Any term of this Agreement, which by its nature extends beyond the termination or expiration hereof shall survive, including but not limited to obligations to pay amounts due hereunder, indemnities, confidentiality obligations, liability limitations, and dispute resolution provisions. 7.15 Waiver. Any failure by either party to enforce or require the performance by the other party of any of the terms or conditions of this Agreement shall not constitute a waiver of a subsequent breach of any term or condition of this Agreement. 7.16 Severability. Any invalidity, illegality or unenforceability of any provision of this Agreement shall not invalidate or render illegal or unenforceable the remaining provisions hereof. 7.17 Jurisdiction. Any legal action or proceeding with respect to or arising out of this Agreement shall be brought in the courts of the State of Rhode Island. 7.18 Governing Law. This Agreement, and the rights and obligations of the parties hereunder, shall be construed, interpreted, and enforced in accordance with, and governed by Delaware law, except that matters relating to the Mail- Service and/or Specialty Pharmacy operations will be governed by the laws of the state in which the pharmacy is located. 7.19 Changes in Laws. If changes in the Laws materially affect a party's rights and obligations under this Agreement or render any portion illegal or unenforceable, then the parties agree to negotiate modifications to the terms of this Agreement in good faith. If the parties cannot agree to modify terms that comply with the changes in Laws, then either party may terminate this Agreement upon thirty (30) days prior written notice. 7.20 Force Maieure. Except for the duty to pay, neither party shall be liable in any manner for any delay or failure to perform its obligations hereunder which are beyond such party's reasonable control including, without limitation, delay or failure due to strikes, labor disputes, riots, earthquakes, extreme weather, fires, explosions, embargoes, war or other outbreak of hostilities, delay of carriers, suppliers or telecommunications providers, or government acts or regulations. If the period of non - performance exceeds sixty (60) days, the unaffected party shall have the right to terminate this Agreement by thirty (30) days written notice to the affected party, without liability except to pay for services rendered. 7.21 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original as against any party whose signature appears thereon, and all of which shall together constitute one and the same agreement. This Agreement shall become binding when one or more counterparts hereof, individual or taken together, shall bear the signatures of all of the parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their respective duly authorized representatives as of the Effective Date set forth above. PharmaCare Management Services, Inc. By: _ Name Title: Date: Bra. By: Nan Title: (mntx, J�tcLS7v Dater �( 9 (^fit 2[1i (I n 'V`LO ` PAi E v+ b I an k 5 1uA VOL CR PAGE i 5 0 !-31 EXHIBIT A PRICING AND ADMINISTRATIVE FEES PHARMACY NETWORK PRICING: Guaranteed Effective Retail Rate: BRAND NAME DRUGS: AWP — 15.5% (Retail Brand Effective Rate Guarantee of AWP -16 %, which includes U &C, DUR Savings etc) GENERIC DRUGS: MAC Generic Effective Savings Rate Guarantee of AWP -50 %, which includes MAC, NonMAC and U &C Claims) Dispensing Fees: BRAND NAME DRUGS: $1.95 GENERIC DRUGS: $1.95 MAIL SERVICE PHARMACY PRICING: Mail Rate: BRAND NAME DRUGS: AWP — 23% GENERIC DRUGS: Lower of MAC else AWP — 55% Dispensing Fees: BRAND NAME DRUGS: $0.00 GENERIC DRUGS: $0.00 Minimum Mail Charge: $19.50 per Claim or the Co- Payment; whichever is less. Postage Mail Charge: Postage rates may increase over the term, which will not exceed $0.00 per Claim in the first Plan Year. Mail Service Pharmacy pricing applies to Prescription orders for Claims with a Days Supply greater than 60 days. Mail Service Pharmacy Prescription orders with a Days Supply of 60 days or less will be considered Retail Pharmacy Network Claims, and priced accordingly. PharmaCare reserves the right to revisit and adjust the postage mail charge in the event of a postal rate increase or as a result of any other operational charge that impacts this charge. 22 k._ ®qtr A,.. C. SPECIALTY PHARMACY PRICING: Retail Pharmacy Carve -Out Only: Refer to Price List contained in Exhibit D: "Mandatory Type I". D. ADMINISTRATIVE FEES: $0.00 ADMINISTRATIVE SERVICES INCLUDED: STANDARD REPORTING PROGRAM ENROLLMENT MATERIALS: Welcome Packet, Member Handbook ID Cards ELECTRONIC CLAIMS PROCESSING ELIGIBILITY MANAGEMENT NETWORK MANAGEMENT PLAN ADMINISTRATION ADDITIONAL STANDARD REPORTS E. CLINICAL FEES: RETAIL BASE CLAIMS PROCESSING FEE: $0.30 per Paid Rx MAIL BASE CLAIMS PROCESSING FEE: $0.30 per Paid Rx RETROSPECTIVE DUR (Per Claim): SERVICES INCLUDED IN CLINICAL FEES: CALL CENTER/CUSTOMER SERVICE CALLS DUR Now (Suite of Programs) Mandatory Mail High Utilization Acute Frequency Brand to Generic Retail to Mail Script Check Dose Optimization Drug -Drug Interaction Therapeutic Duplication STEP THERAPY 23 F. OTHER FEES: FOREIGN DIRECT MEMBER REIMBURSEMENT: DIRECT MEMBER REIMBURSEMENT: PHARMAVIEW REPORTING: Ad Hoc Reporting: Custom Reporting: $5.00 per Paid Rx $1.50 per Paid Rx $1,500 per Use License $500.00 per report plus $150 per hour $500.00 per report plus $150 per hour GENESIS PATIENT PROGRAM: $5.00 per letter MYHEALTH COACH (Disease Management Program) $5,000.00 Set Up Fee $2,500.00 Minimum Monthly Charge $423.00 per Patient $0.55 Per Member Per Year $140.00 per Comprehensive Assessment $85.00 per Follow -Up Assessment $65.00 per Routine Assessment PATIENT ALERT: $5.00 per letter 1;RM,11-11 9 col R1F. 4Ic•W4K Level 1 (Smart Prior Authorizations): $0.00 per PA Level 2 (Clinical Prior Authorizations with RPh. Review & Determination): $30.00 per PA Level 3 (Clinical Prior Authorizations with MD Review & Determination): $100.00 per PA FIRST LEVEL APPEAL DETERMINATIONS: $250 ERISA Appeal SECOND LEVEL APPEAL DETERMINATIONS: $250 ERISA Appeal YOUR HEALTH ADVOCATE CARD (20% Discount Program) $29.95 Per Card Per Member SCRIPT SUMMARY $2.50 per EOB PROTOCOL (Specialty Case Management) $140.00 per Comprehensive Assessment $85.00 per Follow -Up Assessment X�24 VOL��yy " 1� PAGE (D$ RxHUB CONNECTIVITY QUICKSTART G. REBATES: $65.00 per Routine Assessment $0.20 Per Claim $5.00 per Letter (May be Waived) The Guaranteed Rebates to the Sponsor are $4.13 per Brand Name Drug Paid Claim dispensed through the Pharmacy Network and $12.71 per Brand Name Drug Paid Claim dispensed through the Mail Service Pharmacy. Guaranteed Rebates are based on an average days supply of thirty (30) days for Retail Claims and ninety (90) days for Mail Service Pharmacy Claims. The Guaranteed Rebates to AFL Rx (Third Party Consultant) are $0.35 per Paid Claim dispensed through the Pharmacy Network and $0.35 per Paid Claim dispensed through the Mail Service Pharmacy. Guaranteed Rebates are based on an average days supply of thirty (30) days for Retail Claims and ninety (90) days for Mail Service Pharmacy Claims H. COMMISSIONS PAYABLE TO TPA/BROKER: PharmaCare shall pay $0.175 per Retail and Mail Paid Claim plus 1.75% of the Gross Mail Dollars per paid claim to AEL Rx ( "Third Party Consultant "), which Sponsor hereby approved and/or directed by Sponsor. PharmaCare shall only pay same on a Monthly basis for Paid and reversed Rx's provided however, that PharmaCare is timely paid according to the terms of this Agreement. Sponsor represents and warrants to PharmaCare that Third Party Consultant is acting on Sponsor's behalf unless Sponsor otherwise informs PharmaCare in writing, and that PharmaCare may rely on same. Sponsor acknowledges that PharmaCare is not a party to the agreement between Sponsor and Third Party Consultant, and that PharmaCare may rely on those parties to govern their relationship, including of any disclosures, accordingly. The obligation of PharmaCare to pay Third Party Consultant shall cease upon notice that Third Party Consultant is no longer engaged by Sponsor for services related to this Agreement, in the event payment is in violation of the law, upon termination of this Agreement, or in the event of any conflicts with any other contractual obligation of PharmaCare. The Sponsor shall be required to provide PharmaCare timely notice that Third Party Consultant no longer is engaged to provide for such services. 25 EXHHIIT B PHARMACARE CORE SERVICES PHARMACARE SYSTEM - A fully automated on -line, real -time claims processing system. NETWORK MANAGEMENT - PharmaCare maintains a Help Desk with 800 number service for the Member Pharmacies to facilitate the point -of- service processing available through the PharmaCare System. COMPREHENSIVE REPORT PACKAGE - A standard package of online reports including relevant cost, utilization control data and savings information related to the specific services selected. CONCURRENT DUR - PhannaCare System will transmit informational concurrent drug utilization review messages to Member Pharmacies as described in Exhibit C. IDENTIFICATION CARDS - PharmaCare will provide identification cards in accordance with Article 3.3. CUSTOMER SERVICE - PharmaCare maintains a Help Desk with 800 number service for Members to answer inquires concerning Member Pharmacy locations and prescription benefit questions. 26 7o EXHIBIT C PHARMACARE DUR SERVICES I. DESCRIPTION OF CONCURRENT DUR SERVICES A. PharmaCare shall provide the PharmaCare concurrent DUR system, which operates through the PharmaCare System, The PharmaCare System will edit claims for the following: 1. • Acute/Maintenance Dose Editing 2. Drug Regimen Compliance Checking 3. Drug/Drug Interaction Edits 4. Drug Interactions Conflict Code DD 5. Drug - Inferred Health State Checks 6. Drug to Age Checking 7. Drug to Sex Edit Checking 8. Duplicate Therapy Checking 9. Duplicate Rx Checking 10. MS Duplicate Therapy 11. Late Refill Check H. DESCRIPTION OF RETROSPECTIVE DUR SERVICES A. PharmaCare shall provide the PharmaCare Retrospective DUR system, which operates through the PharmaCare Claims System. The PharmaCare Claims System will edit claims for the following: 1. Drug/Drug Interaction B. In addition, the PharmaCare Claims System will also edit claims for the following: 1. Acute Frequency - Proton Pump Inhibitor Program 2. Brand to Generic (DAW I) 3. High Utilization 4. Retail to Mail 5. Therapeutic Duplication 27 q C. PharmaCare shall perform the following either on its own or through its affiliate PharmaCare Direct: 1. Analyze available Covered Person data to determine appropriateness and cost effectiveness of prior drug usage and historical prescribing patterns as indicated by PharmaCare's computerized retrospective management edits outlined above. 2. Based upon the foregoing analysis, contact the Prescriber, pharmacy, or Covered Person where appropriate to suggest modifications to current or future therapy. 3. Provide Sponsor with monthly reports of PharmaCare's activity relating to the interventions deemed appropriate. 4. Provide Sponsor with monthly reports of the savings relating to the interventions deemed appropriate. D. Sponsor shall pay PharmaCare for the Retrospective DUR cost savings within ten (10) days after receipt of the invoice, as outlined in the Sponsor Agreement. I1I. PHARMACIST DISCRETION The information generated in connection with PharmaCare DUR services is intended as an informational guide to, and not a substitute for, the knowledge, expertise, skill, and judgment of physicians, pharmacists, or other health care providers. Sponsor acknowledges and agrees that the PharmaCare DUR system will provide information to the Member Pharmacy, but the PharmaCare DUR system cannot prevent Member Pharmacies from dispensing prescriptions or providing other goods and services in opposition to information they receive through the PharmaCare DUR system. Sponsor acknowledges that Member Pharmacies are individually responsible for acting or not acting upon information generated and transmitted through the PharmaCare DUR system, and for performing services in each jurisdiction consistent with the scope of their licenses. For concurrent DUR programs, PharmaCare, on behalf of Sponsor, shall advise Member Pharmacies that the PharmaCare DUR system should not be relied upon as a substitute for their professional judgment. IV. PATIENT INFORMATION LIMITATIONS The PharmaCare DUR system is necessarily limited by the amount of Member information input into the PharmaCare Claims System from prescription claims and from information provided by Sponsor. Meaningful Member information which may not be available to PharmaCare for purposes hereof, includes, but is not limited to, Member diagnoses, utilization of drugs obtained without utilizing the PharmaCare Claims System and weight and other physical idiosyncrasies of a Member. PharmaCare shall have no affirmative obligation to acquire information concerning any Member where information is insufficient or not available to enable the PharmaCare DUR system to determine whether or not intervention or reporting is indicated. The PharmaCare concurrent DUR system is highly automated, without any individual review in most circumstances. Retrospective DUR programs utilize systematic filters in conjunction with clinical pharmacist review to target interventions. 28 UAR PAGE [ 2 V. PHARMACARE DATABASE LIMITATIONS The PharmaCare DUR database is a collection of databases of clinical drug data and drug dispensing information developed and maintained partly by PharmaCare and partly by independent drug database companies. Sponsor acknowledges and agrees that PharmaCare has and may consult with outside software and other vendors, as well as consulting health care professionals and any recognized compendia, to provide databases and other information as PharmaCare deems necessary or helpful to include in the PharmaCare DUR database. PharmaCare shall endeavor to update the PharmaCare DUR database on a reasonable basis to reflect changes in standards for pharmaceutical prescribing; however, Sponsor acknowledges that no database will contain all currently available information on accepted medical practice or prescribing practices. In most cases, vendors and professionals limit or exclude warranties regarding the information or services provided to PharmaCare. Such limitations and exclusions are incorporated into Article XN by this reference. BASED UPON THE FOREGOING, SPONSOR FURTHER ACKNOWLEDGES AND AGREES THAT PHARMACARE SHALL NOT BE LIABLE FOR ANY TORTS, COSTS, DAMAGES, EXPENSES, CLAIMS, SUITS OR PROCEEDINGS OF ANY TYPE ARISING IN CONNECTION WITH (1) MEDICAL OR SCIENTIFIC JUDGMENTS MADE IN CREATING THE PHARMACARE DUR DATABASE OR ANY OTHER DATABASES AND REPORTS UPON WHICH THE PHARMACARE DUR SERVICES ARE BASED OR (II) ANY FAILURE TO INCLUDE INFORMATION IN THE PHARMACARE DUR DATABASE. 29 EXHIBIT D - MANDATORY LEVEL 1 SPECIALTY DRUG PRICE LIST Discount Discount I Discount Drug Category/Drug Name off AWP Drug Cate oor (Drug Name offAWP DrugrCategory /Drug Name off Anti- Infectives 'Coagulation Disorders Hemostatic Agents f .__ v ry CANCIDAS 16 °h jARIXTRA 18 °k DDAVP 17 °k CYTOVENE 16% FRAGMIN 16 °h DESMOPRESSIN_ 17% GANCICLOVIR 16% HEPARIN SOD 16% i MINIRIN 17% PENTAM 300 18% INNOHEP 16% STIMATE 17 °b PENTAMIDINE 161/6 LOVENOX 16% TOBI 16% REFLUDAN 16% VISTIDE 16 % THROMBAT III 16o Hepatitis ' COPEGU§ ° EPIVIR HBV 17/0 Arthritis Fertility___ HAVRDC - 17% ENBREL 16 BRAVELLE 18% HEPSERA 17% HUMIRA -40/0, ,_. , . u CETROTIDE 18% _ _ INFERGEN 17% HYALGA_.. N 17% 'CHOREXIO 18% NABIHB 170/6 KINERET 16% CHORGONADOT 18% ;PEGASYS 17% ORTHOVISC 16% ,CRINONE 16% PEG INTRON 17% REMICADE 18% FERiINEX 16% iREBETOL 17% SUPARTZ _.. 16 °h FOLLISTIM A0 77% REBETRON 'SYNVISC 16 % ?GANIRELIXAC 17% RIBASPHERE 20% GONAL F 18 °k RIBAVIRIN 20 °h GONAL -F RFF 18% LUVERIS 17 °/< Blood Factor Products NOVA REL 18% i ADVATE 20% OVIDREL 17% ALPHANATE 2M. PREGNYL 17% HIV /AIDS , ALPHANINE SD 20% _ PROCREVE 18% AGENERASE t.,. ° 16 /o AUTOPLEXT 20% �PROFASI /HP 18% COMBIVIR 16% BEBULIN VH 20% REPRONEX 18% CRIAVAN 16 6% BENEFDC 15% DELATESTRYL 16_% FEIBA VH 20% j DEPO -TES TOST 16 °b HELIXATE FS 20% i DIDANOSINE 16% HEMOFIL M HU 25% EMTRIVA 15% ut6 HUMATE -P 20% Growth Hormone 'EPIVIR °k HYATE C 20% !GENOTROPIN 17% EPZICOM 18% KOATE -DVI 16% HUMATROPE 17% _FORTOVASE _.. _76A_._, ° KOGENATE FS 20% NORDITROPIN 17% FUZEON 16 °k MONARC-M 20% ;NUTROPIN 17% HIVID 16% �MONOCLATE -P 16% - NUTROPINAO 17 % INVI RASE 16% MONONINE 20% jSAIZEN 17% KALETRA 16 °b NOVOSEVEN 20% SEROSTIM 17% LEAVA 16% iPROFILNINE 16% TEV- TROPIN 17% NORVIR 16% PROPLEXT 20% RESCRIPTOR L.__16 %. __ RECOMBINATE 22/0. RETROVIR�� 16 °� REFACTO 18 °/a REYATAZ 16% Hematopoietic Agents SUSIIVA 16% ARANESP 17% TESTOST CYP 16% EPOGEN 16% TESTOST ENAN 16% LEUKINE 17 % VIDEX 16% NEULASTA 16% NEUMEGA 16% VIDEX EC 16 °h NEUPOGEN 16 °k VIRACEPT __.160A _ PROCRIT 17% VIRAMUNE 16% VIREAD 16% ZERIT L.. 16% 30 ZIAGEN 16% ZIDOVUDINE 18% lox ' F z _7 _ i EXHIBIT D - MANDATORY LEVEL 1 SPECIALTY DRUG PRICE LIST -- - Discount Discount Drug Category /Drug Name Drug Category/Drug Name { offAWP 'Drug CategorXDrug Name off AWP _ , Discount Hormone Therapy off AWP Oncology(cont'd) i �Pulmonary Disorders ACTHAR HP 17 °k DOXIL 16% PULMOZYME 16% ELIGARD 77 °h DOXORUBICIN 16% RESPIGAM 16 %^ FORTEO 17% DTIC DOME 16% LEUPROLIDE 176/6 ELLENCE 16 1k LUNELLE 16% ELOXATIN 16 °h i LUPR DEP -PED 17 °h ELSPAR 16 °h LUPRON 17% EMEND 16% LUPRON 6 PK 17% ER61TUX 16% LUPRON DEPOT 17% I ETHYOL 16% RSV Prophylaxis PROGESTERONE 17% ETOPOS(bit 16% SYNAGIS 17 °� SANDOSTATIN 17% FASLODEX 16% VIADUR 17% FLOXURIDINE 16% ZOLADEX 17% _ FLUDARA _ FLUDARABINE 16% 'Specialty Rh Immunoglobulin FLUOROURACIL 16% BAYRHO -D 17% FUDR 16 °h HYPRHO D ° 17/0 GEMZAR 16% WIC RHOGAM Immune Globulins GLEEVEC 16% RHOGAM HUMAN 171/ BAYGAM 15% HERCEPTIN 16% G WIN RHO SDIF 17% ,CARIMUNE NF _.�_ 20% ... . _ _._ HYCAMTIN 16% ..__._ ,..__. - _. .. I 'CYTOGAM 20 °h IFEX 16/0 FLEBOGAMMA - 20% IFOSFAMIDE 16% �GAMMAGARD SD 20% INTRON -A 16% (Transplant -_ GAMMAR -P IV 20% IRESSA 169/6 i 'CELLCEPT GAMUNEX 20% _ KEPIVANCE 16 °k CYCLOSPORINE 16% IMMUNE GLOBU { 20% KYTRIL 16% 1 GENGRAF 16% iIVEEGAM EN 201/6 LEUCOVORIN 16% iMYFORTIC 16% OCTAGAM 20% LEUSTATIN 16% NEORAL 16% PANGLOBULIN 20% MESNA 16% _... PROGRAF 16% POLYGAM S/D 20% MESNEX 16% RAPAMUNE 16% j METHOTREXATE 16 °h SANDIMMUNE 160k MUSTARGEN 76% __ � THYMOGLOBLILN 16 °h_ 1 I MYLOTARG 16% m,_ ZENAPAX _ 16% MS & Neurological Disorders j_. NAVELBINE 16% AVONEX f 171/6 < NEXAVAR i 16% -- ' IBETASERON COPAXONE 1700 17% NIPENT ONCABPAR 16% — Othe r- Spa cialtyTherapl-as �NOVANTRONE _ _ 17 %_ ONTAK 16% t j ALFERON N 16% �REBIF ..� _ - 17% O PACLITAXEL i 16 °� - � APOKYN -- APOKYN 16/0 - ° AXELTE 16% 16% 16 % i BOTOX 16 k - .._...... .... !.. -_ PLATINOL AQ _____, 16% CALCIJEX Oncology ..._.. PLENAXIS _.._w 16 °h __ _.. -_ ,..�_...__._..._____ -_ CALCITRIOL 18% ABRAXANE PROLEUKIN 16 °h CEREDASE 16% ADRIAMYCIN 17% RITUXAN 16% . C _ EREZYME 15% ADRUCIL 16% ROFERON A 16 °h ' -0LOZAPINE 16% ALIMTA 166 TARCEVA 16% CLOZARIL 19 °h ALKERAN 17% TAXOL 16% DEFEROXAMIN 16% ALOXI 17% TAXOTERE 16% DEFEROXAMINE 16% ANZEMET 17% TEMODAR _ 16 ^/0 -__.., A -0ESFERAL _.._ _. 16% _.. AREDIA 17% THALOMID _ - 16% FABRAZYME 16% AVASTIN 17% THERACYS 16% HEALON 16% BICNU 17% TICE BCG Ilk MYOBLOC 16% BLENOXANE 16 °k TOPOSAR 16% ___. _ RAPTIVA 16% 31 CISPLATIN 17% JCRIS'nNE 16% ZOREITIVE 16% j6RELBINE i W/6 ZYPREXA f 16% CYTARA61NE 116% CYTOMN i6% tcARb 16% DAUNOXOME 18% bnffsTRddtN ii% DEPb-PRO\itRA 16% iCAWI OFS i6% ZtMOLA� 16% J JCRIS'nNE 16% ZOREITIVE 16% j6RELBINE i W/6 ZYPREXA f 16% Lb5A' 116% VOSAR i6% tcARb 16% FRAN / ODT 1160% META 16% NOTE: PharmaCare reserves the right to modify this drug price list at any time based on price and / or supply changes in the marketplace 32 74, EXHIBIT F TO THE PHARMACARE MANAGEMENT SERVICES, INC. SPONSOR AGREEMENT SPECIAL PROVISIONS FOR BRAZOS COUNTY I. Applicability. Brazos County, with a principal place of business at 300 East 26'h Street, Suite 107, Bryan, Texas 77803 ( "Sponsor ", which is acting on behalf of its Plan) has entered into the PharmaCare Management Services, Inc. Sponsor Agreement (the "Sponsor Agreement ") with an Effective Date of January 1, 2007 with PharmaCare Management Services, Inc., a Delaware corporation, with a place of business at 695 George Washington Highway, Lincoln Rhode Island 02865 ( "PharmaCare "), under which PharmaCare has made its retail pharmacy network and its mail service pharmacy affiliates, PharmaCare Direct, Inc., d/b /a PharmaCare Direct with a place of business at 620 Epsilon Drive, Pittsburgh, Pennsylvania 15238 ( "PharmaCare Direct ") available to Sponsor's Covered Persons. To the extent of a conflict between this Exhibit and the Sponsor Agreement and any Exhibits thereto, this Exhibit shall govern. However, mere silence on a matter shall not constitute a conflict. (Capitalized terms not specifically defined in this Exhibit have the same meaning attributed to them in the Sponsor Agreement). II. PharmaCare Performance Guarantees. 1. Customer Service Standard: Telephone Inquiries Customer Service Response Time: Average time to answer customer service calls will be thirty (30) seconds or less, based on PharmaCare's book -of- business statistics. Definition: Telephone inquiries are defined as those telephone calls received by PharmaCare' customer service department from Covered Persons. Business day is defined as normal working day Monday through Friday 9:00 AM until 5:00 PM Eastern Time, excluding holidays, that PharmaCare administrative offices are open to conduct business. Liquidated Damages: Fifteen percent (15 %) of the aggregate annual total management fees collected annually if this standard is not met. Measurement Criteria: PharmaCare will monitor on a monthly basis and document and report results annually relative to this guarantee within thirty (30) days following the end of the Sponsor Agreement year. 33 /y —I � 16r— l � ^ 2. Account Management Standard: PharmaCare will make a representative available for a minimum of four (4) account management meetings per year, or such other number as is agreed to by both PharmaCare and Sponsor. Definition: Account management meetings are defined as scheduled meetings with Sponsor's designated benefit representative(s) to review plan utilization, performance, and /or financial status. Liquidated Damages: Fifteen hundred dollars ($1,500.00) penalty per scheduled meeting missed by PharmaCare each year, provided that PharmaCare was provided with timely notice of such meeting. Maximum penalty of six thousand dollars ($6,000.00). Measurement Criteria: PharmaCare will monitor on a quarterly basis and document and report results annually relative to this guarantee within thirty (30) days following the end of the Sponsor Agreement year. 3. Mail Service Prescription Turnaround Time Standard: Routine Prescriptions: Average annual turnaround time for prescriptions received during the each year of the plan, requiring no intervention in business days measured from date mail order prescription received to date mail order prescription shipped will be two (2) business days or less. A minimum annual volume of 5,000 mail service prescriptions applies. Definition: Pharmacist- approved prescriptions are defined as those prescriptions for which product is available at PharmaCare Direct and which do not require a pharmacist to contact the prescriber /physician for clarification, consultation, or intervention before dispensing. Business day is defined as Monday through Friday, excluding holidays, that PharmaCare Direct is open for dispensing prescriptions. Liquidated Damages: Twenty percent (20 %) of the aggregate annual maximum penalty if this standard is not met. Measurement Criteria: PharmaCare will monitor on a monthly basis and document and report results annually relative to this guarantee within thirty (30) days following the end of the Sponsor Agreement year. 4. I.D. Card Production Standard: New ID Cards will be produced and released for distribution within an average of four (4) business days from receipt of an accepted and released eligibility file. 34 Q w n I !. u Definition: A new ID card is defined as the initial ID Card(s) that is provided to a participating program Head -of- household upon enrollment in the program. Liquidated Damages: Fifteen percent (15 %) of the aggregate annual penalty if this standard is not met. Measurement Criteria: PharmaCare will monitor on a monthly basis and document and report results annually relative to this guarantee with a final reconciliation within thirty (30) business days following the end of the respective Sponsor Agreement year, as set forth above. 5. Claims Processing Turnaround Time Standard: Clean Claims: Paper claims not requiring additional review will be released for reimbursement or responded to within an average of seven (7) business days from receipt. Definition: Paper claim is defined as each prescription claim contained on the Direct Member Reimbursement (DMR) form which is keyed into the PharmaCare pharmacy claims system. Business day is defined as any day from Monday through Friday from 9:00 AM until 5:00 PM Eastern Time, excluding holidays, that our administrative offices are open to conduct business. Liquidated Damages: Fifteen percent (15 %) of the aggregate annual maximum penalty if this standard is not met Measurement Criteria: PharmaCare will monitor on a monthly basis, and document and report results relative to this guarantee annually, within thirty (30) days following the end of the Sponsor Agreement year. 6. Mail Service Dispensing Accuracy Standard: Ninety -nine and seventy -five hundredths of a percent (99.75% or 0.9975) or greater of prescriptions will be dispensed by PharmaCare Direct with no errors. A minimum annual volume of 5,000 mail service prescriptions applies. Definition: A dispensing error is defined as incorrect medication or incorrect strength. Liquidated Damages: Twenty percent (20 %) of the aggregate annual maximum penalty if this standard is not met. 35 as .: Measurement Criteria: PharmaCare will monitor on a monthly basis and document and report results annually relative to this guarantee within thirty (30) days following the end of the Sponsor Agreement year. 7. Aggregate Limit of Performance Standards The above performance guarantees are subject to an aggregate annual penalty limit of $5.75 per Head of Household. 36 p " KAY HAMILT N County Treasurer Brazos County Courthouse 300 E. 26th, Suite 313 Bryan, Texas 77803 (979) 361 -4340 MEMORANDUM DATE: March 2, 2007 TO: Randy Sims, County Judge Lloyd Wassermann, Commissioner Pct. 1 Duane Peters, Commissioner Pct. 2 Kenny Mallard, Commissioner Pct. 3 Carey Cauley, Commissioner Pct. 4 FROM: i on, �ty Treasurer RE: Approve Revised Investment Policy Attached you will find a copy of the revised investment policy for Brazos County. The additions are highlighted and underscored; deletions are highlighted and marked through. Page 3: 2.8.1 — 2.8.2 was highlighted and underlined in error — there had been a change in this section which had been previously approved by Commissioners Court, and I failed to remove the notation. Page 4: 3.2 — This change reflects a change in Local Government Code 2256 regarding the designation of a depository to be an eligible issuer of Certificates of Deposit. Pages 6 — 9: 3.7.1 and 3.7.3 — 3.7.4.7 — This change replaces the lengthy stated requirements for an eligible investment pool with the wording in 3.7.1 "as defined in the Public Funds Investment Act." Since Commissioners Court must by resolution authorize investment in a pool, the pool requirements would be presented and discussed if a pool were presented for use by Brazos County. (Texpool is the only approved pool for Brazos County investments at this time.) Deleting this very detailed information would reduce the length of the policy. The Investment Strategy remains unchanged from the strategy information presented in the last Quarterly Investment Report. R� ; - l INVESTMENT POLICY FOR BRAZOS COUNTY 1.0 INVESTMENT AUTHORITY AND SCOPE OF POLICY 1.1 This policy serves to satisfy the statutory requirements of Local Government Code 16.112 and Government Cade Chapter 2256, Public Funds Investment Act, Sub - chapters A and B, to define and adopt a formal investment policy. The Commissioners Court of Brazos County shall review its investment policy not less than annually and shall adopt a written instrument by resolution stating that it has reviewed the investment policy and that the written instrument so adopted shall record any changes made to the investment policy 1.2 In accordance with Texas Local Government Code, Section 116.112 (a) or Chapter 2256, Section 2256.005 (0 and (g) of the Public Funds Investment Act, the County Treasurer, under direction of Commissioner's Court, is authorized to invest County funds that are not immediately required to pay obligations of the County. By the approval of this policy, the Commissioners' Court designates the County Treasurer as Investment Officer, assisted by the Deputy Treasurer certified as a County Investment Officer by TAC, to be responsible for the investment of its funds consistent with the County's investment policy. Authority granted to a person to invest the County's funds is effective until rescinded by the Commissioner's Court, until the expiration of the officer's term, or until termination of the person's employment by the County. Unless authorized by law, a person may not deposit, withdraw, transfer, or manage in any other manner the funds of the investing County. An Investment Officer who has a personal business relationship with a business organization offering to engage in an investment transaction with the County shall file a statement disclosing that personal business interest. An Investment Officer who is related within the second degree by affinity or consanguinity to an individual seeking to sell an investment to the County shall file a statement disclosing that relationship. This statement must be filed with the Texas Ethics Commission and the Brazos County Commissioners Court. For the purposes of this requirement, and Investment Officer has a personal business relationship with a business organization if: 1.2.1 The Investment Officer owns 10 percent or more of the voting stock or shares of the business organization or owns $5,000 or more of the fair market value of the business organization; March 2007 1.2.2 Funds received by the Investment Officer from the business organization exceed ten (10) percent of the Investment Officer's gross income for the previous year; or 1.2.3 The Investment Officer has acquired from the business organization during the previous year investments with a book value of $2,500 or more for the personal account of the Investment Officer. 1.3 An appointed Investment Advisory Committee shall be approved by Commissioners' Court. This Committee will serve in an advisory capacity to the County's Investment Officer. The Committee will meet twice a year or as requested by the County's Investment Officer to review strategies and monitor the progress of the County's investment program. 2.0 INVESTMENT OBJECTIVES 2.1 POLICY. It is the policy of Brazos County to invest public funds in a manner, which will provide the highest investment return while seeking to ensure the preservation of capital and to meet the daily cash flow demands of the County. This investment policy applies to all financial assets of all funds of Brazos County at the present time, any funds to be created in the future, and any other funds held in custody by the County Treasurer, unless expressly prohibited by law. 2.2 GENERAL STATEMENT. Funds of the County will be invested in accordance with federal, state, and local statutes, this investment policy, and written administrative procedures and strategies that have been adopted by Commissioners' Court resolution and revised as needed. 2.3 SAFETY. Brazos County is concerned about the preservation of its principal; therefore, the return of principal and safety of principal are primary objectives in any investment transaction. 2.4 LIQUIDITY. The County's investment portfolio must be structured to conform to an assettliability management plan, which provides for the liquidity necessary to pay obligations as they become due. 2.5 YIELD. It will be the objective of the County to earn a yield higher than that paid on 91 -day T -Bills within the policies imposed by its safety and liquidity objectives, investment strategies for each fund, and state and federal law governing the investment of public funds. 2.6 DIVERSIFICATION. It will be the policy of Brazos County to diversify its portfolio to eliminate the risk of loss resulting from over concentration of assets in a specific maturity, a specific issuer, or a specific class of March 2007 �4ii investments. Investments selected by the County shall always provide for stability of income and reasonable liquidity. 2.7 MATURITY. Portfolio maturities will be structured to meet the obligations of the County first and then to achieve the highest return of interest. When the County has funds that will not be needed to meet current -year obligations, maturity restraints will be imposed based upon the investment strategy for each fund. The maximum allowable stated maturity of any individual investment owned by the County is two (2) years. The maximum dollar- weighted average maturity for pooled fund groups shall be 180 days. 2.8 QUALITY AND CAPABILITY OF INVESTMENT MANAGEMENT. It is the County's policy to provide the training required by the Public Funds Act, Sec. 2256.008 through courses and seminars offered by professional organizations and associations. This training will insure the quality, capability and currency of the Treasurer /County Investment Officer in making investment decisions. 3.0 INVESTMENT TYPES. The Brazos County Investment Officer shall use any or all of the following authorized investment instruments consistent with governing law: 3.1 OBLIGATIONS OF, OR GUARANTEED BY, GOVERNMENTAL ENTITIES 3.1.1 Obligations of the United States or its agencies and instrumentalities; March 2007 Q 3.2 3.1.2 Direct obligations of the State of Texas or its agencies and instrumentalities; 3.1.3 Other obligations, the principal of and interest on which are unconditionally guaranteed or insured by, or backed by the full faith and credit of, the State of Texas or the United States or their respective agencies and instrumentalities; and 3.1.4 Obligations of states, agencies, counties, cities, and other political sub - divisions of any state having been rated as to investment quality by a nationally recognized investment rating firm not less than "A" or its equivalent. 3.2.1 102% collateralized; 3.2.2 Guaranteed or insured by the Federal Deposit Insurance corporation or its successor; 3.2.3 Secured by obligations that are described in Section 3.1 of this policy, including mortgage backed securities directly issued by a federal agency or instrumentality that have a market value of not less than the principal amount of the certificates, but excluding those mortgage- backed securities of the nature described by Section 3.8 of this policy; or 3.2.4 Secured in any other manner and amount provided by law for deposits of the County. 3.3 A FULLY COLLATERALIZED REPURCHASE AGREEMENT, as defined in the Public Funds Investment Act, is an authorized investment under this section if the repurchase agreement: 3.3.1 Has a defined termination date; 3.3.2 Is secured by obligations that are described in Section 3.1 of this policy, including mortgage backed securities directly issued by a federal agency or instrumentality that have a market value of not less than the principal amount of the certificates; 3.3.3 Requires the securities being purchased by the County to be pledged to the County, held in the County's name, and deposited at the time the investment is made with the County or with a third party selected and approved by the County; and March 2007 l� P65 4 3.3.4 Is placed through a primary government securities dealer, as defined by the Federal Reserve, or a financial institution doing business in this state. 3.4 A BANKERS' ACCEPTANCE if it 3.4.1 Has a stated maturity of 270 days or fewer from the date of its issuance; 3.4.2 Will be, in accordance with its terns, liquidated in full at maturity; 3.4.3 Is eligible for collateral for borrowing from a Federal Reserve Bank; and 3.4.4 Is accepted by a bank organized and existing under the laws of the United Sates or any state, if the short-term obligations of the bank, or of a bank holding company of which the bank is the largest subsidiary, are rated not less than A -1 or P -1 or an equivalent rating by at least one nationally recognized credit rating agency. 3.5 COMMERCIAL PAPER is an authorized investment under this subchapter if the commercial paper: 3.5.1 Has a stated maturity of 90 days or fewer from the date of its issuance; and 3.5.2 Is rated not less than A -1 by Standard and Poors and P -1 by Moodys rating agencies. 3.5.3 Relative to Commercial Paper, the County may not 3.5.3.1 Have more than 25% of the portfolio invested in Commercial Paper at the time of any one commercial paper purchase; 3.5.3.2Have more than a $2 million purchase in any one Commercial Paper issue; or 3.5.3.3 Purchase Commercial Paper unless it is on the list of issuers approved by the Investment Advisory Committee and mailed to the approved broker /dealers for review. 3.6 MONEY MARKET MUTUAL FUNDS if the Commissioners' Court by resolution authorizes investment in the fund with limitations described below: March 2007 Q� (}/ 5 3.6.1 A no -load money market mutual fund is authorized if it 3.6.1.1Is registered with and regulated by the Securities and Exchange Commission; 3.6.1.2 Provides the investing entity with a prospectus and other information required by the Securities Exchange Act of 1934 (15 U.S.C. Section 78a et seq.) or the Investment Company Act of 1940 (15 U.S.C. Section 80a -1 et seg.); 3.6.1.3 Has a dollar - weighted average stated maturity of 90 days or fewer; and 3.6.1.4Includes in its Investment objectives the maintenance of a stable net asset value of $1 for each share. 3.6.2 Relative to money market mutual funds, the county may NOT 3.6.2.1 Invest its funds or funds under its control, including bond proceeds and reserves and other funds held for debt service, in any one money market mutual fund in an amount that exceeds 10 percent of the total assets of the money market mutual fund. 3.7 ELIGIBLE INVESTMENT POOLS 3.7.1 Brazos County may invest its funds and funds under its control through an eligible investment pool, if the Commissioners' Court by resolution authorizes investment in the particular pool. An investment pool shall invest the funds it receives from entities in authorized investments permitted by the Public Funds lnvesbnentAct. 3.7.2 Brazos County will not invest more than 60% of its funds in an investment pool for longer than a three -month period. March 2007 a 6 March 2007 f� iiJi�l'1vu:. �U March 2007 4.0 3.8 PROHIBITED. The Brazos County Investment Officer will make no investments in derivative products. The Public Funds Investment Act specifically Prohibits the following investments: 3.8.1 Obligations whose payment represents the coupon payments on the out - standing principal balance of the underlying mortgage - backed security collateral and pays no principal; 3.8.2 Obligations whose payment represents the principal stream of cash flow from the underlying mortgage - backed security collateral and bears no interest; 3.8.3 Collateralized mortgage obligations that have a stated final maturity date of greater than 10 years; and 3.8.4 Collateralized mortgage obligations the interest rate of which is determined by an index that adjusts opposite to the changes in a market index. 3.9 Effect of Loss of Required Rating. An investment that requires a minimum rating under the PFIA does not qualify as an authorized investment during the period the investment does not have the minimum rating. The County Treasurer /Investment Officer shall take all prudent measures that are consistent with this investment policy to liquidate an investment that does not have the minimum rating. The County, however, is not required to liquidate investments that were authorized investments at the time of purchase. INVESTMENT STRATEGIES 4.1 In accordance with the Public Funds Investment Act, a separate written investment strategy will be developed for each of the funds or group of funds under Brazos County's control. Each strategy must describe the investment objectives for the particular fund using the following priorities in order of importance: 4.1.1 Understanding of the suitability of the investment to the financial requirements of the County; 4.1.2 Preservation and safety of principal; March 2007 5.0 4.1.3 Liquidity; 4.1.4 Marketability of the investment if the need arises to liquidate the investment before maturity; 4.1.5 Diversification of the investment portfolio; 4.1.6 Yield; and 4.1.7 Maturity restrictions. 4.2 The Commissioners' Court of Brazos County shall review its investment strategies not less than annually and shall adopt a written instrument by resolution stating that it has reviewed the investment strategies and that the written instrument so adopted shall record any changes made to investment strategies. INVESTMENT RESPONSIBILITY AND CONTROL 5.1 INVESTMENT INSTITUTIONS DEFINED. Brazos County funds shall be invested with or through any or all of the following institutions or groups consistent with federal and state law and the current Depository Bank contract: 5.1.1 Depository bank; 5.1.2 Other state or national banks domiciled in Texas that are insured by FDIC; 5.1.3 Savings and loan associations domiciled in Texas that are insured by FSLIC (or its successor); 5.1.4 Public funds investment pools; or 5.1.5 Government securities brokers and dealers meeting the following qualifications: 5.1.5.1 A written copy of this investment policy shall be presented to any person offering to engage in an investment transaction with the County. For purposes of this section, a business organization includes investment pools. Nothing in this section relieves the County of the responsibility for monitoring the investments made by the County to determine that they are in compliance with the investment policy. 5.1.5.2 The qualified representative of the business organization offering to engage in an investment transaction with the March 2007 ! A I 1 10 5.2 County shall execute a written instrument in a form acceptable to the County and the business organization substantially to the effect that the business organization has; 5.1.5.2.1 Received and reviewed the investment policy of the County; and 5.1.5.2.2 Acknowledged that the business organization has implemented reasonable procedures and controls in an effort to preclude investment transactions conducted between the County and the organization that are not authorized by the County's investment policy, except to the extent that this authorization is dependent on an analysis of the makeup of the County's entire portfolio or requires an interpretation of subjective investment standards. 5.1.5.3 The County Investment Officer may not acquire or otherwise obtain any authorized investment described in the County's investment policy from a person who has not delivered to the County the instrument required above. 5.1.5.4 The Brazos County Investment Advisory Committee shall, at least annually, review, revise, and recommend a list of qualified brokers to the Commissioners' Court. The Court shall adopt the list of qualified brokers who are authorized to engage in investment transactions with the County. Selection of brokers will be based upon the following: 5.1.5.4.1 Qualifications and capabilities of the firm in STANDARDS OF OPERATION 5.2.1 The County Investment Officer shall develop and maintain written administrative procedures for the operation of the investment program consistent with this investment policy. March 2007 �� 11 dealing with public entities; 5.1.5.4.2 Qualifications and capabilities of the relationship manager; 5.1.5.4.3 Market capitalization of the firm: 5.1.5.4.4 The number of transactions won through competitive bidding; 5.1.5.4.5 Prompt and accurate confirmation of transactions; 5.1.5.4.6 Efficient securities delivery; 5.1.5.4.7 Accurate market information; and 5.1.5.4.8 Account servicing. STANDARDS OF OPERATION 5.2.1 The County Investment Officer shall develop and maintain written administrative procedures for the operation of the investment program consistent with this investment policy. March 2007 �� 11 5.2.2 It shall be the policy of the County that all transactions, except investment pool funds and money market mutual funds, be settled on a delivery versus payment basis. 5.2.3 All investment funds will be placed directly with qualified financial institutions. The County will not deposit nor invest through third parties or money brokers. 5.2.4 The market price of the County's investments shall be monitored by soliciting prices at least quarterly from a qualified broker. 5.3 PRUDENT STANDARD OF CARE. 5.3.1 In the administration of the duties of the Investment Officer, the person designated as Investment Officer shall exercise the judgment and care, under prevailing circumstances, that a person of prudence, discretion, and intelligence would exercise in the management of the person's own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived. The Commissioners' Court of Brazos County; however, retains ultimate responsibility as fiduciaries of the assets of the County. Investment of funds shall be governed by the following investment objectives, in order of priority: preservation and safety of principal; liquidity; and yield. 5.3.2 In determining whether an investment officer has exercised prudence with respect to an investment decision, the determination shall be made taking into consideration: 5.3.2.1 The investment of all funds, or funds under the County's control, over which the officer had responsibility rather than a consideration as to the prudence of a single investment; and 5.3.2.2 Whether or not the investment decision was consistent with the written investment policy of the entity. 5.4 COLLATERAL OR INSURANCE. The Brazos County Investment Officer shall insure that all County funds are 102% collateralized or insured consistent with federal and state law and the current Bank Depository Contract in one or more of the following manners: 5.4.1 FDIC insurance coverage; 5.4.2 Obligations of the United States or its agencies and instrumentalities; 5.4.3 Direct obligations of the State of Texas or its agencies; March 2007 lA�( N„ V13 12 5.4.4 Other obligations, the principal of and interest on which are unconditionally guaranteed or insured by the State of Texas or the United States or its agencies and instrumentalities; 5.4.5 Obligations of states, agencies, counties, cities, and other political subdivisions of any state having been rated as to investment quality by a nationally recognized investment rating firm and having received a rating of not less than "A" or its equivalent; or 5.4.6 Any other manner allowed by law. 5.5 SAFEKEEPING 5.5.1 All securities purchased by the County shall be held in safekeeping by the County, or a County account in a third party financial institution, or with the Federal Reserve Bank. 5.5.2 All Certificates of Deposit, insured by the FDIC, purchased outside the Depository Bank shall be held in safekeeping by either the County or a County account in a third party financial institution. 5.5.3 All pledged securities shall be held in safekeeping by the County, or a County account in a third party financial institution, or with a Federal Reserve Bank. 5.6 AUDIT CONTROL. 5.6.1 The Investment Officer of Brazos County will establish a liaison with the County Auditor in preparing investment forms for accounting and auditing control. 5.6.2 The Commissioners' Court of Brazos County shall have an annual financial audit of all County funds by an independent auditing firm, as well as an annual compliance audit of management controls on investments and established investment policies. 5.6.3 If the County invests in other than money market mutual funds, investment pools or accounts offered by its depository bank in the form of certificates of deposit, or money market accounts or similar accounts, the reports prepared by the Investment Officers under this section shall be formally reviewed at least annually by an independent auditor, and the result of the review shall be reported to the Commissioners Court by that auditor. 6.0 INVESTMENT REPORTING AND PERFORMANCE EVALUATION 6.1 QUARTERLY REPORT. At least quarterly, the Investment Officer shall prepare and submit to the Commissioners' Court a written report of March 2007 /y 13 investment transactions for all funds for the preceding reporting period within a reasonable time after the end of the period. The report must: 6.1.1 Describe in detail the investment position of the County on the date of the report; 6.1.2 Be prepared jointly by all investment officers of the County; 6.1.3 Be signed by each of the investment officers of the County; 6.1.4 Contain a summary statement, prepared in compliance with generally accepted accounting principles, of each pooled fund group that states the following: 6.1.4.1 Beginning market value for the reporting period; 6.1.4.2 Additions and changes to the market value during the period; 6.1.4.3 Ending market value for the period; 6.1.4.4 Fully accrued interest for the reporting period; and 6.1.4.5 The dollar- weighted average maturity of the portfolio. 6.1.5 State the book value (the original acquisition cost of an investment plus or minus the accrued amortization or accretion) and the market value (current face or par value of an investment multiplied by the net selling price of the security as quoted by a recognized market pricing source quoted on the valuation date) of each separately invested asset at the beginning and end of the reporting period by the type of asset and fund type invested; 6.1.6 State the date of maturity of each separately invested asset that has a maturity date; 6.1.7 State the account or fund or pooled group fund in the County for which each individual investment was acquired; and 6.1.8 State the compliance of the investment portfolio of the County as it relates to the following: 6.1.8.1 The investment strategy expressed in the County's investment policy, and 6.1.8.2 Relevant provisions of Chapter 2256, Texas Government Code, as amended. 6.2 NOTIFICATION OF INVESTMENT CHANGES. It shall be the duty of the County Investment Officer of Brazos County, Texas, to notify the March 2007 / A 14 '" _. 5 Brazos County Commissioners' Court of any significant changes in current investment methods and procedures prior to their implementation. 7.0 DEPOSITORY FOR COUNTY FUNDS 7.1 DEPOSITORY CONTRACT. 7.1.1 The Commissioners' Court of Brazos County at its May regular term immediately following each general election for state and county officers shall contract with one or more banks in the county for the deposit of the County's public funds. The County shall contract with a bank for a two -year or four -year contract term. 7.1.2 If the contract is for a four -year term, the contract shall allow the bank to establish, on the basis of negotiations with the County, new interest rates and financial terms of the contract that will take effect during the final two years of the four -year contract if: 7.1.2.1 The new financial terms do not increase the prices to the County by more than 10 percent; and 7.1.2.2 The County has the option to choose to use the initial variable interest rate option or to change to the new fixed or variable interest rate options proposed by the bank. 7.1.3 The provisions set forth in Chapters 116 and 117 of the Local Government Code will regulate the establishment of the depository, security for funds held by the depository, depository accounts, and liabilities. 7.2 COLLATERAL will be provided by the Depository in accordance with Government Code 2257, Subchapters A and B. 8.0 DEFINITIONS. 8.1 BOND PROCEEDS means the proceeds from the sale of bonds, notes, and other obligations issued by an entity, and reserves and funds maintained by an entity for debt service purposes. 8.2 BOOK VALUE means the original acquisition cost of an investment plus or minus the accrued amortization or accretion. 8.3 FUNDS means public funds in the custody of the County that: 8.3.1 Are not required by law to be deposited in the state treasury; and 8.3.2 The County has authority to invest. March 2007 /] Q / 15 8.4 INVESTMENT POOL means an entity created under Chapter 2256 of the Government Code to invest public funds jointly on behalf of the entities that participate in the pool and whose investment objectives, in order of priority are: preservation and safety of principal, liquidity, and yield. 8.5 MARKET VALUE means the current face or par value of an investment multiplied by the net selling price of the security as quoted by a recognized market- pricing source quoted on the valuation date. 8.6 POOLED FUND GROUP means an internally created fund of the County in which one or more institutional accounts of the County are invested. 8.7 QUALIFIED REPRESENTATIVE means a person who holds a position with a business organization, who is authorized to act on behalf of the business organization, and who is one of the following: 8.7.1 For a business organization doing business that is regulated by or registered with a securities commission, a person who is registered under the rules of the National Association of Securities Dealers; 8.7.2 For a state or federal bank, a savings bank, or a state or federal credit union, a member of the loan committee for the bank or branch of the bank or a person authorized by corporate resolution to act on behalf of and bind the banking institution; or 8.7.3 For an investment pool, the person authorized by the elected or official board with authority to administer the activities of the investment pool to sign the written instrument on behalf of the investment pool. 8.8 SEPARATELY INVESTED ASSET means an account or fund of the County that is not invested in a pooled fund group. APPROVED: Sims, County Judge date March 2007 Rap i/� 16 INVESTMENT STRATEGY There are no investment opportunities available to Brazos County that would exceed the rate being earned on the funds on deposit with Citibank. Additionally, the depository contract provides a rate that adjusts as rates increase (3 -month Treasury rate + 55 basis points) which continues to produces a competitive rate with the least amount of risk of loss of principal (110% collateralized) as well as the least amount of maturity risk (daily liquidity). Because of the interest rate and collateral provided by the current depository contract as well as the protection from maturity and liquidity risks associated with other products, the Brazos County investment strategy remains unchanged with a concentration of County funds in the Brazos County depository. Brazos County maintains a minimal balance invested with Texpool in order to maintain an active Texpool account. Sims, County Judge date March 2007 q IN THE COMMISSIONERS' COURT OF BRAZOS COUNTY, TEXAS RESOLUTION: �r/c WHEREAS, Section 2256.005 (a) of the Local Government Code (The Public Funds Investment Act) and Section 1.1 of the Brazos County Investment Policy mandate that the Commissioners' Court of Brazos County adopt by resolution a written investment policy regarding the investment of its funds and funds under its control; and WHEREAS, Section 2256.005 (d) of the Local Government Code (The Public Funds Investment Act) and Section 4.2 of the Brazos County Investment Policy direct the Commissioners' Court of Brazos County to adopt a separate written investment strategy for each of the funds or group of funds under its control; and WHEREAS, Section 2256.005 (e) of the Local Government Code (the Public Funds Investment Act) and Section 1.1 of the Brazos County Investment Policy require that the Commissioners' Court adopt a written instrument by resolution stating that it has reviewed the investment policy and investment strategies and that the written instrument so adopted shall record any changes made to either the investment policy or investment strategies; it is, THEREFORE, RESOLVED County, Texas, that the Brazos Strategy be adopted as reviewed &rrk , 2007,/ Randy by the Commissioners' Court of Brazos County Investment o and Investment Ith reyl! Dons notgd on this the (�p day of Lloyd VAsserman, Commissioner— Precinct 1 G. Kenny Mallard, missioner — Pre t inct 3 ev Brazo unty Judge Duane Peters, Commissio — Precinct 2 c Caul-1/Conn M-issioner — !*E j kt 4 T'Karen McQueen, Brazos ounty Clerk /Q Resolution #07 -004 L_` ( � / § k ■ ( ; ® %20� 22 c E & � CL /E�� '� � � 06 \ F �CL2 8 E ( k k 9 n ° . s $ - - § � 01 § ( ( ( Jz f al CL CD 7 0 \ § § = Ul 8 e g /Ek R A # # k 4�� CL \ d ( }k t 2° _ ) )OD 06 z s z » > S § . 8 $ _ / \ CL CL $ \ \ / 8 k e f (fa ■ Q§� S\%N § 0 0 k k k 0 a m z 0 0 0 3 � c 0 d z 0 "n s � � R § § 0 ■ x k 0 z 0 ■ r l MEMO TO: Pat Howard, Purchasing Agent FROM: Brazos County Commissioners Court RE: Exemption From Competitive Bidding Requirements Please be advised that on this 6th day of March, 2007, at a Regular Session of the Commissioners' Court on which the following members were Randy Sims, County Judge Lloyd Wassermann, E. Duane Peters, Commissioner, Precinct 2 G. Kenny Mallard, Commissioner, Precinct 3 Carey Cauley, Jr., Commissioner, Precinct 4 The Commissioners' Court has determined that there is a need to exempt the vendor(s) lister below from the competitive bidding requirement for fiscal year 2006 -2007 as follows: COMPANY: DENTRUST DENTAL TEXAS, PC. PRODUCT /SERVICE: PROFESSIONAL SERVICES — DENTAL STATUTE: 262.024(a)(4) '�;� "E _0l AGREEMENT FOR DENTAL SERVICES AGREEMENT BY AND BETWEEN: •I- 04171 The COUNTY OF BRAZOS with offices at 300 E 26`s Street, Ste. 105, Bryan, TX 77803 Hereinafter referred to as the "COUNTY", DENTRUST DENTAL TEXAS, PC., a corporation of the State of Texas, with offices located at 254 Cafferty Road, Pipersville, PA 18947 Hereinafter referred to as 'DENTRUST ". WHEREAS, the COUNTY desires to provide dental care for inmates and detainees at the Brazos County Jail (hereinafter "the Jail "); and WHEREAS, Dentists provided by DENTRUST are duly licensed dentists in the State of Texas, desires to conduct part of its practice of dentistry at the Jail; WHEREAS, the provisions of the Health Insurance Portability and Accountability Act ( HIPAA) as set forth hereto n Appendix "A ", HIPAA Business Associate Addendum, is hereby made part of this Agreement and incorporated by reference; IT IS MUTUALLY AGREED by and between the above - referenced parties hereto, for one dollar ($1.00) and for other goods and valuable consideration, as follows; 1. DENTRUST agrees to conduct an independent practice of dentistry at the Jail. The COUNTY in turn, agrees to provide DENTRUST with the required space and sufficient time to conduct its dental practice. The COUNTY will neither contract with nor allow any other provider to perform routine or nor. 1 emergent dental services on inmates or detainees housed at the Brazos County Jail while the COUNTY is under contract with DENTRUST. The COUNTY will allow DENTRUST access to the Jail once a month and any other time when DENTRUST's services are required as scheduled by either the Jail or DENTRUST. 2. DENTRUST agrees that it shall give priority scheduling to inmates in need of emergency dental treatment; inmates who have medical problems, such as allergies, diabetes, heart conditions and/or blood diseases; and inmates who do not have sufficient teeth to masticate the food provided by the Jail. 3. DENTRUST agrees to perform necessary dental services upon any and all County, State and Federal prisoners presently detained at the Jail. In the course of performing said dental services for County, State and Federal prisoners, DENTRUST agrees to adhere to any and all applicable State and Federal regulations governing dental services for prisoners and detainees. 4. DENTRUST agrees that it is responsible for fiunishing, at its own expense, all additional necessary equipment and supplies and its own paid personnel, as determined by DENTRUST, for the proper and safe operation of its clinic at the Jail. 5. In addition to emergency treatment DENTRUST shall only perform the treatment necessary to control and prevent pain, infection, decay or other abnormalities of the hard and soft tissue within, and immediately adjacent to the oral cavity of any inmate or detainee presently being housed at the Jail. DENTRUST shall not perform any cosmetic or other dental services other than the aforementioned, without first obtaining authorization from the Jail Administrator. 6. The COUNTY agrees to pay the fees in Appendix "B" for all treatment performed on irunates and detainees housed in the Jail, and that a fee of fifty-five dollars ($55.00) will be billed to the COUNTY for travel expenses incurred by DENTRUST for each day it operates the clinic at the Jail. This fee will also apply to any emergency calls to which DENTRUST may respond. 7. The COUNTY agrees that it is responsible for disposing of all bio- hazardous waste products created as a result of the operation of the dental clinic at the Jail. 8. The COUNTY agrees to make the medical records available to DENTRUST, in advance of any dental treatment, of any patient expected to be examined or treated by a Dentist provided by DENTRUST. DENTRUST agrees to treat all patients with proper infection control procedures including barrier protection, chemical disinfectants, sterilization, and, where possible, disposable equipment. �j r 3 9. The COUNTY agrees that when a Dentist provided by DENTRUST is in the presence of inmates or other detainees under the jurisdiction of the Jail at least one corrections officer will be immediately present. At no time will the COUNTY leave any Dentist alone with an inmate or other detainee under the jurisdiction of the Jail regardless of how rehabilitated or trustworthy that inmate or detainee may appear. 10. DENTRUST agrees to maintain the appropriate amounts of Dental malpractice insurance necessary for it to satisfy its obligations under this Agreement. Moreover, this Agreement will not be effective unless and until DENTRUST demonstrates that it possesses said malpractice coverage. 11. The COUNTY agrees that during the terms of this Agreement and for a period of two (2) years after its termination, the COUNTY will not engage, directly or indirectly, any employee or dentist - employee of DENTRUST in connection with the provision of dental services. 12. The terms of this Agreement shall be forthree (3) years and may be renewed by mutual consent of both parties, for additional one (1) year terms. 13. It is understood and agreed that either parry retains the right to revoke this Agreement at any time, and for reasonable cause, upon ninety (90) days written notice. 14. All notices, approvals, consents and other instruments required or permitted to be given under this Agreement shall be in writing. 15. This Agreement may not be changed, modified or discharged, except in writing, and signed by both parties. 16. This Agreement constitutes the entire understanding between DENTRUST and the COUNTY. There are no understandings, representations, or agreements, either oral or written, other than those set forth herein 17. Waiver of any provision of this Agreement shall not be deemed a waiver of future compliance herewith and such provisions shall remain in full force and effect. 18. In the event any provision of this Agreement is held invalid and illegal, or unenforceable, in whole or in part, the remaining provisions of this Agreement shall not be affected thereby and shall continue to be valid and enforceable. In the event that any provision of this Agreement is held to be unenforceable as written, but enforceable if modified, then such provision shall be deemed to be modified to such extent as shall be necessary for such provision to be enforceable, and it shall be enforced to that extent. 19. This Agreement shall be construed and interpreted according to the laws of the State of Texas. 0 20. The undersigned represent that they have been authorized by each of the above - referenced parties to execute this Agreement. IN WITNESS WHEREOF, the officers of the respective parties have signed and sealed this Agreement this �day of � 2006. ATTEST ATTEST By: COUNTY OF BRAZOS C,xR.t� j,,r�5v DENTRUST DENTAL TEXAS, P.C. John M. Halcovich, D.M.D., CCHP President 4 105 APPENDIX "A" HIPAA BUSINESS ASSOCIATE ADDENDUM This Addendum, dated as of (D MO rlel-, 200 ( "Addendum "), supplements and is made a part of the Services Agreement (as defined below) by and between DENTRUST DENTAL TEXAS, P.C. ("Covered Entity") and the COUNTY OF BRAZOS ( "Business Associate "). WHEREAS, Covered Entity and Business Associate are parties to the Service Agreement pursuant to which Business Associate provides certain services to Covered Entity. hi connection with Business Associate's services, Business Associate creates or receives Protected Health Information from or on behalf of Covered Entity, which information is subject to protection under the Federal Health Insurance Portability and Accountability Act of 1996, Pub. L. No. 104 -191 ( "HIPAA') and related regulations promulgated by the Secretary ( "HIPAA Regulations "). WHEREAS, in light of the foregoing and the requirements of the HIPAA Regulations, Business Associate and Covered Entity agree to be bound by the following terms and conditions: Definitions. a. General Terms used, but not otherwise defined, in this Addendum shall have the same meaning as those terms in the Privacy Rule. b. Specific. Individual. "Individual" shall have the same meaning as the term "individual" m 45 CFR 164.501 and shall include a person who qualifies as a personal representative in accordance with 45 CFR 164.502(g). ii Privacy Rule. "Privacy Rule" shall mean the Standards for Privacy of Individually Identifiable Health Information at 45 CFR part 160 and part 164, subparts A and E. iii Protected Health Information "Protected Health hrfomration" shall have the same meaning as the teen "protected health information" in 45 CFR 164.501, limited to the information created or received by Business Associate from or on behalf of Covered Entity. iv. Required By Law. "Required by Law" shall have the same meaning as the term "required by law" in 45 CFR 164.501. V. Secretary. "Secretary" shall mean the Secretary of the Department of Health and Human Services or his designee. F-M vi. Services Agreement. "Services Agreement" shall mean any present or future agreements, either written or oral, between Covered Entity and Business Associate under which Business Associate provides services to Covered Entity which involve the use or disclosure of Protected Health Information. 2. Obligations and Activities of Business Associate. a. Use and Disclosure. Business Associate agrees to not use or disclose Protected Health Information other than as permitted or required by the Services Agreement or as Required By Law. b. Appropriate Safeguards. Business Associate agrees to use appropriate safeguards to prevent use or disclosure of the Protected Health Information other than as provided for by the Services Agreement. Without limiting the generality of the foregoing, Business Associate agrees to protect the integrity and confidentiality of any Protected Health Information it electronically exchanges with Covered Entity. c. Mitigation Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a use or disclosure of Protected Health Information by Business Associate in violation of the requirements of this Addendum. d. Reporting. Business Associate agrees to report to Covered Entity any use or disclosure of the Protected Health Information not provided for by the Services Agreement of which it becomes aware. e. Agents. Business Associate agrees to ensure that any agent, including a subcontractor, to whom it provides Protected Health Information received from, or created or received by Business Associate on behalf of Covered Entity agrees to the same restrictions and conditions that apply through this Addendum to Business Associate with respect to such information. Access to Designated Record Sets. To the extent that Business Associate possesses or maintains Protected Health Information in a Designated Record Set, Business Associate agrees to provide access, at the request of Covered Entity, and in the time and manner designated by the Covered Entity, to Protected Health Information in a Designated Record Set, to Covered Entity or, as directed by Covered Entity, to an Individual in order to meet the requirements under 45 CFR 164.524. g. Amendments to Designated Record Sets. To the extent that Business Associate possesses or maintains Protected Health Information in a Designated Record Set, Business Associate agrees to make any amendment(s) to Protected Health Information in a Designated Record Set that the Covered Entity directs or agrees to pursuant to 45 CFR 164.526 at the request f:Wa of Covered Entity or an Individual, and in the time and manner designated by the Covered Entity. h Access to Books and Records. Business Associate agrees to make internal practices, books, and records, including policies and procedures and Protected Health Information, relating to the use and disclosure of Protected Health Information received from, or created or received by Business Associate on behalf of, Covered Entity available to the Covered Entity, or to the Secretary, in a time and manner designated by the Covered Entity or designated by the Secretary, for purposes of the Secretary determining Covered Entity's compliance with the Privacy Rule. Accountings. Business Associate agrees to document such disclosures of Protected Health Information and information related to such disclosures as would be required for Covered Entity to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with 45 CFR 164.528. j. Requests for Accountings. Business Associate agrees to provide to Covered Entity or an Individual, in the time and manner designated by the Covered Entity, information collected in accordance with Section 21 of this Addendum, to permit Covered Entity to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with 45 CFR 164.528. Permitted Uses and Disclosures by Business Associate.. Except as otherwise limited in this Addendum, Business Associate may use or disclose Protected Health Information to perform functions, activities, or services for, or on behalf of, Covered Entity as specified in the Services Agreement, provided that such use or disclosure would not violate the Privacy Rule if done by Covered Entity or the minimum necessary policies and procedures of the Covered Entity. 4. Permissible Requests by Covered Entity. Covered Entity shall not request Business Associate to use or disclose Protected Health Information in any mariner that would not be permissible under the Privacy Rule if done by Covered Entity. Term and Termination. a. Term This Addendum shall be effective as of the date of this Addendum, and shall terminate when all of the Protected Health Information provided by Covered Entity to Business Associate, or created or received by Business Associate on behalf of Covered Entity, is destroyed or returned to Covered Entity, or, if it is infeasible to return or destroy Protected Health Information, protections are extended to such information, in accordance with the termination provisions in this Section. b. Temiminion for Cause. Upon Covered Entity's knowledge of a material breach by Business Associate, Covered Entity shall either: A -3 i In its sole discretion, provide an opportunity for Business Associate to cure the breach or end the violation. If Business Associate does not cure the breach or end the violation within the time specified by Covered Entity, Covered Entity shall terminate: (A) this Addendum; (B) all of the provisions of the Services Agreement that involve the use or disclosure of Protected Health Information; and (C) such other provisions, if any, of the Services Agreement as Covered Entity designates in its sole discretion; ii. Immediately teninate: (A) this Addendum; (B) all of the provisions of the Services Agreement that involve the use or disclosure of Protected Health Information; and (C) such other provisions, if any, of the Services Agreement as Covered Entity designates in its sole discretion if Business Associate has breached a material term of this Addendum; or iii If termination is not feasible, Covered Entity shall report the violation to the Secretary. c. Effect of Termination i Except as provided in paragraph ii. of this Section 5.c., upon termination of this Addendum, for any reason, Business Associate shall return or destroy all Protected Health Information received from Covered Entity, or created or received by Business Associate on behalf of Covered Entity. This provision shall apply to Protected Health Information that is in the possession of subcontractors or agents of Business Associate. Business Associate shall retain no copies of the Protected Health Information ii. In the event that Business Associate determines that returning or destroying the Protected Health Information is infeasible, Business Associate shall provide to Covered Entity notification of the conditions that make return or destruction infeasible. Upon mutual agreement of the Parties that return or destruction of Protected Health Information is infeasible, Business Associate shall extend the protections of this Addendum to such Protected Health Information and limit finther uses and disclosures of such Protected Health Information to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such Protected Health Information. If Covered Entity makes a reasonable determination that returning or destroying the Protected Health Information is feasible, Business Associate shall return or destroy the Protected Health Information in the time and manner designated by Covered Entity. 6. Miscellaneous. a. Regulatory References. A reference in this Addendum to a section in the Privacy Rule means the section as in effect or as amended. A -4 above. M d. Interpretation. Any ambiguity in this Addendum shall be resolved to permit Covered Entity to comply with the Privacy Rule. e. Miscellaneous. The terms of this Addendum are hereby incorporated into the Services Agreement. Except as otherwise set forth in Section 6.d. of this Addendum, in the event of a conflict between the terms of this Addendum and the terms of the Services Agreement, the terms of this Addendum shall prevail. The terms of the Agreement which are not modified by this Addendum shall remain in full force and effect in accordance with the terms thereof. The Services Agreement together with this Addendum constitutes the entire agreement between the parties with respect to the subject matter contained herein. IN WITNESS WHEREOF, the parties have executed this Addendum as of the date set forth DENTRUST DENTAL TEXAS, P.C. John M. Halcovich, D.M.D., CCHP President A -5 COUNTY OF 7&nc(y Snn APPENDIX "B" entrust ental TEXAS, P.C. 254 CAFFERTY ROAD, PIPERSVILLE, PENNSYVLANIA, 18947 TEL(610)294,7994 FAX (610)294 -7995 FEE SCHEDULE- Effective January 1, 2006 TYPE 1 SERVICES Diagnostic 0110 Initial Examination 30.00 0120 Periodic Examination 30.00 0140 Problem Focused Examination 35.00 0210 Full Mouth Series 85.00 0220 Periapical -First Film 15.00 0230 Periapical- Additional Film 10.00 0240 Occlusal X -ray 30.00 0270 Bitewing - Single 15.00 0272 Bitewing -Two Films 25.00 0273 Bitewing -Three Films 30.00 0274 Bitewing -Four Films 35.00 0460 Pulp Vitality Test 25.00 0470 Diagnostic Casts 40.00 Preventive 1110 Adult Prophylaxis 60.00 1120 Child Prophylaxis 50.00 1203 Topical Fluoride -Child 20.00 1204 Topical Fluoride -Adult 20.00 1350 Sealants- Quadrant 70.00 1351 Sealant -Per Tooth 25.00 1330 Oral Hygene Instruction - - - -- 1310 Nutritional Counseling - - - -- Space Management Therapv 1315 Night Guard Therapy For MPD 1510 Fixed Unilateral 1515 Fixed Bilateral 1520 Removable Unilateral 1525 Removable Bilateral 1550 Recement Space Maintainer 325.00 150.00 275.00 150.00 300.00 50.00 0 Dentmst Dental Texas, P.C. Appendix "B" Restorative 2110 Amalgam - Primary-One Surface 30.00 2120 Amalgam -Primary-Two Surface 41.00 2130 Amalgam- Primary-Three Surface 52.00 2131 Amalgam -Primary-Four Surface 63.00 2140 Amalgam- Permanant -One Surface 55.00 2150 Amalgam- Permanant -Two Surface 75.00 2160 Amalgam- Permanant -Three Surface 90.00 2161 Amalgam- Permanant -Four Surface 110.00 2162 Amalgam - Permanant -Five Surface 130.00 Anterior Composite Resins 2330 One Surface 55.00 2331 Two Surface 75.00 2332 Three Surface 90.00 2335 Four Surface or htcisal Angle 110.00 2336 Facial Veneer 130.00 Posterior Composite Resins 2391 Permanant -One Surface 80.00 2392 Pemmnant -Two Surface 110.00 2393 Permanant -Three Surface 150.00 2394 Permanent —Four or more Surfaces 185.00 Gold Foil 2410 One Surface 100.00 2420 Two Surface 175.00 Gold Inlay & Onlay 2510 hilay -One Surface market 2520 Inlay -Two Surface market 2530 Onlay -Three Surface market 2540 Onlay -Four Surface market Porcelain Inlays & Onlays 2610 Inlay -One Surface 425.00 2620 Inlay -Two Surface 500.00 2630 Onlay -Three Surface 625.00 Crowns- Single 2700 Porcelain Laminate 425.00 2710 Acrylic Temporary 100.00 2740 Porcelain Jacket 650.00 X Dentrust Dental Texas, P.C. Appendix `B" 2750 Porcelain -gold 725.00 2752 Porcelain- Semiprecious Metal 525.00 2790 Gold -Full Cast market 2792 Semiprecious -Full Cast 650.00 2830 Stainless Steel 125.00 Other Restorative Services 2891 Cast Post & Core 155.00 2892 Parapost 90.00 2893 Cast Post & Core as Part of Crown 155.00 2910 Recement Inlay 50.00 2920 Recement Crown 50.00 2940 Sedative Filling 50.00 2950 Buildup For Crown 85.00 2951 Pin Retention In Addition to Restoration 30.00 Endodontics 3110 Pulp Cap - Direct 25.00 3120 Pulp Cap - Indirect 25.00 3210 Theraputic Apical Closure 85.00 3220 Vital Pulpectorny 85.00 3310 Root Canal- Anterior Tooth 325.00 3320 Root Canal- Bicuspid Tooth 400.00 3330 Root Canal -Three Canal Molar 575.00 3340 Root Canal -Four Canal Molar 625.00 3910 Hemisection 90.00 Periodontics Complete Upper Denture 4050 Periodontal Evaluation 55.00 4320 Provisional Splinting Ittacoronal 85.00 4321 Provisional Splinting Extracoronal 85.00 4330 Occlusal Adjustment 50.00 4331 Occlusal Adjustment Complete 150.00 4340 Scaling & Rootplaning Full Mouth 375.00 4341 Scaling and Root Planing per Quadrant 125.00 4345 Theraputic Periodontal Scaling 100.00 4399 Isolated Scaling 70.00 4910 Periodontal Maintenance (perioprophy) 100.00 Removable Prosthodontics 5110 Complete Upper Denture 625.00 5120 Complete Lower Denture 625.00 5130 Immediate Upper Denture 625.00 5140 Immediate Lower Denture 625.00 5211 Resin Base Upper Partial 325.00 5212 Resin Base Lower Partial 325.00 q� 13 7 I Dentrust Dental Texas, P.C. Appendix "B" 5213 Upper Cast Partial 695.00 5214 Lower Cast Partial 695.00 5310 Each Additional Clasp With -Rest 85.00 5410 Adjustment Complete Upper 70.00 5411 Adjustment Complete Lower 70.00 5421 Adjustment Partial Upper 70.00 5422 Adjustment Partial lower 70.00 5850 Tissue Conditioning -Per Denture 175.00 5860 Overdenture- Complete 650.00 5861 Overdenture•Partial 725.00 Denture Repairs 5510 Complete Denture No Teeth Damaged 50.00 5520 Missing Tooth - Complete Denture (each) 40.00 5610 Partial Denture Acrylic Saddle 55.00 5620 Cast Framework of Partial 100.00 5630 Broken Clasp 100.00 5640 Missing Tooth - Partial Denture (each) 40.00 5650 Addition of Tooth - Partial Denture (each) 40.00 5660 Addition of Clasp 100.00 Denture Relines 5730 Upper Complete•Chairside 165.00 5731 Lower Complete - Chairside 165.00 5740 Upper Partial - Chairside 140.00 5741 Lower Partial - Chairside 140.00 5750 Upper Complete- Laboratory 175.00 5751 Lower Complete- Laboratory 175.00 5760 Upper Partial - Laboratory 175.00 5761 Lower Partial - Laboratory 175.00 Fixed Prosthodontics 6210 Gold -Full Cast Pontic market 6212 Semiprecious -Full Cast Pontic 650.00 6240 Porcelain -Gold Pontic 725.00 6252 Porcelain - Semiprecious Pontic 625.00 6545 Maryland Bridge 450.00 6750 Porcelain -Gold Abutment 725.00 6752 Porcelain - Semiprecious Abutment 625.00 6790 Gold -Full Cast Abutment market 6792 Semiprecious -Full Cast Abutment 650.00 4 Denttust Dental Texas, P.C. Appendix "B" Other Prosthetic Services 6920 Recementation of Maryland Bridge 60.00 6930 Recement Bridge 60.00 Oral Sureery 7140 Simple Extraction 70.00 7140 Simple Extraction (third molar) 80.00 7210 Surgical Extraction 95.00 7210 Surgical Extraction (third molar) 110.00 7220 Soft Tissue Impaction 165.00 7230 Partial Bony Impaction 225.00 7240 Full Bony hnpaction 275.00 7250 Removal of Residual Root Tip 85.00 7260 Fistula Closure 275.00 7281 Exposure of Unerupted/Impacted Tooth 95.00 7285 Hard Tissue Biopsy (exc. path report) 195.00 7286 Soft Tissue Biopsy (exc. path report) 195.00 7310 Alveoloplasty With Extractions 105.00 7320 Alveoloplasty Without Extractions 185.00 7321 Tuberosity Reduction 95.00 7425 Operculectany 65.00 7452 Excision of Hyperplastic Tissue-Quadrant 105.00 7510 Incision & Drainage Intraoral 175.00 Miscellaneous 9110 Palliative Treatment 9240 Nitrous Oxide Analgesia 9910 Desensitizing Medicaments 9941 Athletic Mouthguard d_ ,. 8-5 70.00 40.00 15.00 85.00 A BRAZOS COUNTY COMMISSIONERS' COURT ACTION FORM DEPARTMENT Road and Bridee NUMBER 56001000 DATE OF COURT MEETING: March 6, 2007 ITEM: Request for permission to enter Raymond Murphy's property located off Grove Drive for the purpose of constructing a temporary detour to be used during a major roadway culvert(s) replacement proiect on Shady Lane (Shady Grove Subdivision) for the health, safety and welfare of the general public Site is located in Precinct 2 PRESENTATION: Detour will be removed when replacement of culverts has been completed. SUBMITTED BY: APPROVED BY: Richard F. Vance, P.E. Commissioner E. Duane eters County Engineer Precinct 2 CC07 -017 This Request is n �Approved l' (or) Denied by Commissioners' Court Date: Z IV7lIM Z2 s Randy Simsxounty Judge -0 BRAZOS COUNTY PRIVATE PROPERTY ACCESS PERMISSION FORM Randy Sims Brazos County Road 8 Bridge Dept Brazos County Judge 2817 Hwy 21 Weed enter property for Bryan, Tom 77803 Lloyd Wassemrann emcee 979-822.2117 Commissioner Pct 1 FW 979- 775 -D453 E. Duane Paten Commissioner Pot 2 Kenny Mallard Commissioner Pct 3 Carey Ceuley ComMsalnner Pct 4 DATE: 2 -21 -07 I. LAND OWNER AND ADDRESS: Raymond Murphy 8188 Scasta Road Bryan, Texas 77808 II. LOCATION OF WORK: 8712 Grove Drive Bryan, Texas 77808 III. DESCRIPTION OF WORK TO BE DONE: Permission to enter property for the purpose of constructing a temporary detour to be used by the general public during the installation of culverts under Shady Lane. Upon completion of installation of culverts detour will be removed. IV. MAINTENANCE YES _ NO xx IF YES, ESTIMATE FREQUENCY OF MAINTENANCE: O rner will be notified prior to maintenance.) Richard F. Vance, P.E. Engineer Aide /Foreman /Right of Way Agent County Engineer Owner's Signature: Date: Z lD I BRAZOS COUNTY / COMMISSIONERS' COURT ACTION FORM DEPA RTMENT Road and Bridge NUMBER 56001000 DATE OF COURT MEETING: March 6, 2007 ITEM: Request from Verizon Communications to relocate /replace 430 feet of 1.25 inch buried cable in the right of wav of Alexander Road at a minimum depth of 30 inches to accommodate county roadway widening and bridge replacement project. Verizon will directionally bore creek at this location. Site is located in Precinct 2. SOURCE OF FUNDS: N/A PRESENTATION: This cable will replace 2 existing buried cables that are in the way of the construction site. REQUIREMENTS: 1) No work will be permitted between front slope and /or back slope. 2) All installation(s) shall be constructed in designated utility easements, if applicable. If no utility easement exists, the installation(s) shall be 1) within 3 -5' of and parallel to the right -of -way line and /or 2) in the case of a road bore, perpendicular to the right -of -way line. 3) If clearing of brush, trees and other obstruction is necessary, it shall be the Applicant's responsibility to do so and to remove all cleared brush, trees etc. from county right -of -way. 4) Ditch line shall be compacted to 90% standard density ASTM -Test Method No. D -698; test shall be conducted by an independent geotechnical testing firm; copies of all test results shall be furnished to the office of the Brazos County Engineer. 5) Construction shall be in strict conformance to the latest Texas Manual of Uniform Traffic Control Devices for Streets and Highways, published by the Texas Department of Transportation, and all other State and Federal laws governing utility construction. SUBMITTED BY: APP OVED BY: Ichard F. Vance, P.E. Commissionetr E. Duane Peters County Engineer Precinct 2 CC07 -018 i This Request is Approved / Denied El by Commissioners' Court Date: U j,2/0 7 t Si VGr'% Engineering & Planning 301 Industrial Blvd. Bryan, TX 77803 February 22, 2007 Richard Vance Brazos County Engineering Office County Engineer 2617 W. Hwy 21 Bryan, TX 77803 Dear Mr. Vance: Subject: AGRMNTS 24 BURIED CABLE Enclosed are Form ED -135 and a work location sketch showing the location of our proposed buried cable line on County Roads in Brazos County at Bryan, Texas. This work is to be completed on Work Order 5435- 3POAOM which is scheduled for March 21, 2007. If you have any questions concerning this work, please contact Joe Young at our office in Bryan, telephone 979 - 821 -4303 within 15 days so that we may explain of modify our proposal, otherwise, it is understood that this proposal is approved. Sincerely, Jim Survant Supervisor — Network Engineer JS:ec Attachment VOL l 2AGIE -7 Al /ff VERIZON COMMUNICATION Notice of Line Installation February 22, 2007 To The Commissioner's Court of Brazos County ATTENTION COUNTY JUDGE: Formal notice is hereby given that GTE SOUTHWEST INC. d /b /a VERIZON SOUTHWEST will construct a communication line within the right -of -way of a County Road in Brazos County, Texas as follows: Verizon will place a buried communications cable 1.25 inches in diameter 3 feet in the right -of -way of Alexander Rd for a distance of 430 feet at a minimum depth of 30 inches. This work is being done at the site of a county bridge replacement and right -of -way widening along Alexander Rd 462 feet southeast of Collette Ln. Verizon will directionally bore the creek at this location. This cable will replace 2 existing buried cables that are in the way of the construction site. The location and description of this line and associated appurtenances is more fully shown by four (4) copies of drawings attached to this notice. The line will be constructed and maintained on the County Road right -of -way in accordance with governing laws. Notwithstanding any other provision contained herein, it is expressly understood that the tender of this notice by the Verizon Southwest Incorporated does not constitute a waiver, surrender, abandonment or impairment of any property rights, franchise, easement, license, authority, permission, privilege or right now granted by law or may be granted in the future and any provision or provisions so construed shall be null and void. Construction of this line will begin on or after March 21, 2007. VERIZON COMMUNICATIONS Jim Survant Supervisor- Network Engineer 301 Industrial Blvd. Bryan, TX 77803 �a lay 5435- 3POAOAM 2c.. 22... 23... 24... 25... � 4� T gi �" •. m a' m N 1- £ vN p�l(11m[1 N Q � p m 09 �Ymll[1O N I G2 Q Iff W O �£NQUO ¢ N U j C .. CL ED C: U $ Q N Y v in 4 Q x wm`: m r 000 m ai ? ry N6hv m- m a a 3 ems_m e_ 0 m N m a: Na a mp m� n mans- I n� to. R r i i O .ry. ? u� m r tz O =m So� S"ai� / W> L! a Q Q. imry nbem nN ¢U%U% > 0 3 r O LL co oma ma p{6 Z f my h e Lo 0 C' X ^ a9•B /= Li W ,has ♦)S J 07 O J fOd 6brS �!}r � u W 3 r /S6. 6b6e°v� rf iyd25.6 BB2 e9dO� )� i cr .U.. W Z 'F i i / 4j Q d CL e oeo, b, ° pcir ggo Q� / W 00 co m W W °gyp, ♦ / U O F- 0 O �ar``� Bp9� S ♦ / ♦a's°e i/ Z F mx sa�l9r�rsyy�� br a w r Ld LLI (r ras♦ ra2T ♦i rs 4 CL LL Z U ra b i -h/ 3d xi rsr/ �. LL, O Q O a� s Q brS �v d / > L Z / O xN i J O U mr r/ N H W m`'�tin''L°iim� Q P f `pr /m°j m �arv� m O O W 2 2 Z a e rr,Q Q U ^ a ry N Q P U UT 26 e� ^ ^mmp�pAryp /`byr m 0 W i% J 00 Nj m .ParyhO�h��, P Z CO Q j 0 LL U rV'6,SL W U7 j 3 W 0 m Z d errs 1 U W LO _ W W W O N LO J J 7 O W O Q CL 2•s LLI > W m W W W LL LO co O 7 N1 Z m W I- �� J J CO N X s %JS6 i`A�aR2°�Sa`Bf,�y ¢ IW- W j `p2p2� "eb Q U z a29. r �aa W U zoao Q O ��r/ 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 Zyfl— day of N(Qf A.D. 2001 Karen McQueen County Clerk, County of BRAZOS, State of Texas Examined and approved in open Commissioners' Court this (o k— day of Lloyd Wassermann, Commissioner Precinct #1 Duane Peters, Commissioner Precinct #2 Kenny Mallard, C issioner Pr 'nct #3 Carey Caule , Commission r recinct #4 Treasurer's Report for the MONTH of JANUARY 2007 y q� 10 Oct -06 Nov -06 Dec-06 Q/E 12/31/2006 Jan -07 Feb -07 Mar -07 Q/E 03/31/2007 Apr -07 May -07 Jun -07 Q/E 06/30/2007 Jul -07 Aug -07 Sep-07 Q/E 09/30/2007 YTD TOTALS INTEREST EARNED FISCAL YEAR 2007 TOTAL INTEREST EARNED Fiscal Year 2007: $1,047,941.79 ATTACHMENT TO TREASURER'S REPORT qq ma TexPool Interest Interest Rate Checking Acct Interest Earnings Credit Rate $ $ $ 24,790.84 24,075.56 25 023.61 5.283% 5.278% 5.286% $ $ $ 227,152.92 212,867.88 233 085.44 5.391% 5.470% 5.490% 73 890.01 $ 673 106.24 $ 25,068.94 5.272% $ 275,876.60 5.400% $ 98 958.95 948 982.84 TOTAL INTEREST EARNED Fiscal Year 2007: $1,047,941.79 ATTACHMENT TO TREASURER'S REPORT qq ma C 3 q� 5 �i S q3 q py� 0 t y� pN b s a N Z, J 0 MINNOW .. 8 T i y N g� o o�o�S� 4 ° 70 ° y� nS i W 0 m W P d W 1d/1 N V N N tAl1 b N N r N O N N N r q O ': 1N' O� W W N P Oyyu P WN N Y A 3 yN� qyO �Npp pW VW 8W p� yN y� �p m W �G VYV11 � ®p N �p VmI O r N ypOyp N V V yV d O P O� lNil y N � Z y pTNy O N e a r o N 1 y 44� Y V N N V r N V V 41 W P N N P P P N A N P> 0 d O P O 01 0 b V N W 0 N A t r W qpb V �py� yA ��yy y yJ tNJ (yygygyNC�� P N W yl qW -V W S N N Yy m P N A C .P b N m r Vqp Y V Y d W N b Y N q P WQ N r O A W P W V W N N y� VI m Oq W Pqppp� O W N C qqy> qW Q p yy N q W N Z N N N O m � O Is � « Q NO V m V V d W b W P W N O W m V W !J m O W P W O W N« Y Y Y ym yN ��pp yq O pp,. 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