2000 - Magellan Health Services of California - Employee Assistant Program0
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EMPLOYEE ASSISTANCE PROGRAM SERVICES AGREEMENT
THIS SERVICES AGREEMENT (the "Agreement') is entered into as of the 1,~ day of July, 2009 (the
"Effective Date' by and between MAGELLAN HEALTH SERVICES OF CALIFORNIA, INC.-
EMPLOYER SERVICES, a California corporation, with offices at 300 Continental Boulevard, Suite 240, El
Segundo, CA 90245 ("Magellan Employer Services"), and CITY OF ROSEMEAD, with offices at 8838 East
Valley Blvd, Rosemead, CA 91770 ("Sponsor o.
RECITALS
1. Magellan Employer Services is an entity licensed under California's Knox-Keene Health Care Service
Plan Act of 1975 ("Knox-Keene' and is engaged in the business of providing employee assistance
program ("EAP") services in the state of California.
1 Magellan Employer Services and Magellan Employer Services' affiliate, Magellan Behavioral Health,
Inc., have an agreement with Principal Life Insurance Company ("Principal' under which they
provide EAP services to designated customers of Principal ("Principal Agreement").
3. Sponsor has a contract with Principal for disability insurance and/or other insurance or products (the
"Principal Policy"), which includes certain EAP services.
4. Sponsor now desires to contract with Magellan Employer Services for those EAP services to be
delivered in the state of California that are required to be provided by a Knox-Keene licensed entity
and Magellan Employer Services agrees to provide such services in accordance with the terms of this
Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and promises set forth herein, Magellan
Employer Services and Sponsor hereby agree as follows:
1. Definitions
AGREEMENT
1.1 Combined Evidence of Coverage and Disclosure Form: the document issued to an Enrollee setting
forth his/her eligibility for participation in the EAP.
1.2 Employee: an individual whose a, Grit employment or employment status (e.g., retiree, beneficiary
under the Consolidated Ortuubus Budget Reconciliation Act of 1985, as amended) with Sponsor, is the basis for
the individual's eligibility to participate in the EAP.
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1.3 Employee Assistance Program ("F.AP"1: a systematic program to help individuals resolve personal
problems, such as family confect, stress, and drug or alcohol abuse, and address common work/life issues,
and to provide training, consultation, and other management services relating to the effective utilization of
the EAP by Sponsor and its Employees.
1.4 p'.AP Counselor: a psychologist, clinical social worker, marriage family and child counselor, or other
professional licensed or certified to deliver behavioral health counseling services under the laws of the state in
which he or she practices, who is under contract with Magellan Employer Services to provide EAP services,
and who has (a) training and experience in assessing substance abuse problems and in conducting focused,
problem-resolution counseling and (b) at least a master's level degree in an appropriate field.
1.5 Enrollee: an Employee or a Household Member.
Subject to approval from the CA
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1.6 ER SA: the Employee Retirement Income Security Act of 1974, as amended.
1.7 Household Member: an individual who permanently, physically resides in the household of an
Employee, or who meets the requirements of a "dependent" as defined by the U.S. Internal Revenue Code.
2. Services
Magellan Employer Services will provide services to Sponsor and Enrollees as set forth in Addendum A.
Magellan Employer Services will not decrease the level of such services unless Sponsor has been given at least
thirty (30) days' notice as described in Section 9.4 of this Agreement. EAP services will be delivered only to
those Enrollees whose residence or place of employment with Sponsor is located within the state of
California. As of the Effective Date, the number of Employees eligible for services under this Agreement is
63.
3. Service Fees
The parties acknowledge that the capitated fees for the EAP services provided hereunder that are due to
Magellan Employer Services will be paid by Principal pursuant to the Principal Agreement. Sponsor's
payment obligation, if any, for the EAP services described herein is included in premiums due to Principal
pursuant to the Principal Policy. Magellan Employer Services will not increase the fees due for EAP services
hereunder unless Sponsor has been given at least thirty (30) days' notice as described in Section 9.4 of this
Agreement.
4. Term and Termination
4.1 TTe. ru. The term of this Agreement shall be coincident with the term of the Principal Policy, or any
renewal thereof.
4.2 Termination.
4.2.1 Automatic Termination. This Agreement will terminate automatically upon the earlier of (i)
termnation of the Principal Agreement or (ii) termination of the Principal Policy.
422 Material Breach. Either party may terminate for a serious or recurring material breach of the
Agreement, other than non-payment of fees, including but not limited to a breach of the provisions of
Sections 6.1, 6.2, 6.3, 7.1, 7.2, 8.1, and 8.4 of the Agreement, but only if the party seeking to terminate has
first given the party in breach written notice specifying the nature and, so far as then known, the extent of the
breach and the action required to correct the breach. The party in breach shall be afforded thirty (30) days (or
such additional time as the complaining party may reasonably allow, as confirmed in writing) to cure the breach
or achieve substantial cure if a complete cure cannot be reasonably effectuated within the designated period. If
- the_breacliremains.-unrutetiat_the_expiration.-of.thc-dcaigDd_t(: -pcd9d. the com laming.pacty_may at any tune
that the breach remains uncured thereafter, terminate this Agreement upon five (5) business days' advance
written notice.
4.2.3 Default in Payment. Magellan Employer Services shall not terminate the Agreement for non-
payment of fees unless Principal has been billed the amount due, Principal's payment is delinquent for more
than thirty (30) days, Principal and Sponsor has been duly notified of the delinquency, and at least fifteen (15)
days have elapsed since the date of notification of delinquency. If Principal pays the delinquent amount in full,
including accrued interest, prior to the next payment date after such cancellation of the Agreement and the
Agreement was not previously cancelled for non-payment during the 12-month period prior to the effective
date of cancellation, Magellan Employer Services shall reinstate the Agreement as though it had never
terminated. During the period commencing with the date of notification of delinquency and prior to
reinstatement of this Agreement, Magellan Employer Services shall not be obligated to link any Participant to
an EAP Counselor for In-Person Sessions or deliver communications materials to Sponsor.
Subject to approval from the CA DMHC
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Subject to approval from the CA CMHC
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4.3 EFfg£t of Termination.
4.3.1 Continuity of Cace. Sponsor and Magellan Employer Services shall cooperate to avoid any
interruption in the continuity of care to Enrollees.
4.3.2 Use of Materials. Sponsor's right to use Magellan Employer Services' proprietary materials
furnished during the term of this Agreement, such as manuals, videotapes/DVDs, employee
communications, Web site, shall cease upon the effective date of termination.
4.3.3 Pro-Rata Return of Fees. In the event of termination of the Agreement by Magellan
Employer Services (except in the case of fraud or deception in the use of EAP services or knowingly
permitting such fraud or deception by another) or Sponsor, Magellan Employer Services shall within thirty
(30) days return to Sponsor the pro rata portion of the money paid to Magellan Employer Services, if any,
which corresponds to any unexpired period for which payment had been received, less any amounts due to
Magellan Employer Services.
5. Enrollee Disputes and Complaints
5.1 Grievance Process. Magellan Employer Services will maintain grievance policies and procedures that
comply with Knox-Keene and make them available to Sponsor and to Enrollees upon request. Magellan
Employer Services will offer a resolution for each grievance within thirty (30) days of receipt.
5.2 Prohibition of Retaliation. Neither Magellan Employer Services nor any EAP Counselor will
discriminate against an Enrollee for having filed a grievance. Magellan Employer Services will investigate any
alleged retaliation and take appropriate action.
5.3 Department of MmaZed Health Cate. The following information will be made available to Enrollees.
on all communications relating to Magellan Employer Services' grievance procedures or Enrollee, grievances:
The California Department of Managed Health Cue is responsible for regulating health care service
plans. If you have a grievance against your health plan, you should fast telephone your health plan at
1-800-356-7089 and use your health plm s grievance process before contacting the department.
Utilizing this grievance procedure does not prolvbit any potential legal rights or remedies that may be
available to you. If you need help with a grievance involving an emergency, a grievance that has not
been satisfactorily resolved by your health plan, or a grievance that has remained unresolved for more
than 30 days, you may call the department for assistance. You may also be eligible for an
Independent Medical Review C 1MR'~, If you me eligible for IMR, the IMR process will provide an
impartial review of medical decisions [Wade by a health plan related to the medical necessity of a
department also has a toll-free telephone
9891) for the hearing and speech
http•//www.hmebelp.ca,gQv/ has coi
online.
6. Obligations of Sponsor Under Knox-Keene
(1-888-HMO-2219) and a TDD line (1-877-688-
ed. The department's Internet Web site
forms, IMR application forms and instructions
6.1 Distribution of Information. Sponsor shall disseminate to Employees its information about the EAP
and their eligibility for participation in the EAP, and copies of Magellan Employer Services' Combined
Evidence of Coverage and Disclosure Form, a sample of which is provided under separate attachment, and
incorporated herein by reference, as Exhibit #1. Sponsor shall distribute the Combined Evidence of
Coverage and Disclosure Form to Employees at the inception of the program, to all individuals who become
Subject to approval from the CA DMHC
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Employees after the inception of the program, and following receipt from Magellan Employer Services of a
Combined Evidence of Coverage and Disclosure Form with material revisions.
6.2 Notice of Cancellation. In the event that Magellan Employer Services sends notice of cancellation
for any reason to Sponsor, Sponsor shall mail promptly to each Employee a legible, true copy of such notice
and shall, within thirty (30) days of receipt of such notice from Magellan Employer Services, provide
Magellan Employer Services with proof of such mailing and the date thereof.
6.3 Notice of Material Changes. In the event that Magellan Employer Services sends notice to Sponsor
with respect to a material matter, Sponsor shall disseminate such notice to Employees by the next regular
communication to employees but in no event later than 30 days after receipt of the notice From Magellan
Employer Services.
7. Disruption of Service by EAP Counselors
7.1 Notice to Sponsor. In the event that any termination, breach of contract, or inability to perform of
any EAP Counselor could materially and adversely affect Sponsor, Magellan Employer Services shall provide
Sponsor written notice thereof within thirty (30) days of termination of Magellan Employer Services' contract
with such EAP Counselor.
7.2 Continuation of Care. In the event that the EAP Counselor from whom an Enrollee is receiving
counseling under the Agreement terminates his/her contractual relationship with Magellan. Employer
Services, Magellan Employer Services will permit the Enrollee to continue counseling with. that EAP
Counselor, as clinically appropriate, up to the limit on maximum number of In-person Sessions, provided the,
EAP Counselor agrees to provide the.counseling on the same terms and conditions, unless Magellan
Employer Services terminated the provider contract because of fraud; criminal activity, incompetence or
unprofessional conduct likely to be harmful to clients. If counseling with that LAP Counselor is not available,,.
Magellan Employer Services will arrange for another EAP Counselor without charge to,.Sponsor-or the:
Enrollee.
8. Compliance with Law
8.1 General. Each party shall comply with all applicable federal, state and local laws and regulations
relating to performance under this Agreement. Magellan Employer Services will not discriminate against any
Enrollee or applicant for employment because of race, color, religion, gender, national origin, ancestry, marital
status, sexual orientation, age or disability and will reasonably accommodate Enrollees seeking services.
Magellan Employer Services shall obtain and maintain all licenses and permits necessary for it to perform
services pursuant to this Agreement
8.2. Knox-Keene. The PAP described in this Agreement is subject to Chapter 2.2 of Divisioh 2 of the
California Health and Safety Code and to Title 28 of the California Code of Regulations. Any provision
required to be in the Agreement by either of the foregoing shall bind Magellan Employer Services whether or
not any such provision appears in the Agreement. Magellan Employer Services and Sponsor acknowledge
that Magellan Employer Services is required by statute to include a provision in its provider contracts holding
Enrollees harmless for sums owed by Magellan Employer Services.
8.3 Fiduciary Status. To the extent that any services hereunder are governed by ERISA, Magellan
Employer Services shall be a fiduciary, within the meaning of ERISA, of the applicable group health plan.
Such fiduciary status, however, is limited to fiduciary status with respect to the responsibilities specified in
this Agreement. Notwithstanding any term of this Agreement, Magellan Employer Services is not intended
to be and shall not be the plan administrator, within the meaning of ERISA, of such group health plan.
Subject to approval from the CA DMHC
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8.4 Fnnrollee Information. Magellan Employer Services and Sponsor agree to comply with all applicable
state and federal laws and regulations related to the confidentiality of medical records and protected health
information, including without limitation, the Confidentiality of Medical Information Act, California Civil
Code 56 et scel.
9. Miscellaneous
9.1 Status of the Parties. Magellan Employer Services and Sponsor agree that neither Magellan
Employer Services nor Sponsor is the agent of the other, nor is either party authorized to act on behalf of the
other in any manner.
9.2 Third Party _Beneficiaries. The parties have not created and do not intend to create by this
Agreement any enforceable rights in any Enrollee, EAP Counselor, or other person not a party to this
Agreement.
9.3 urvival. Any terms of this Agreement that by their nature extend beyond their expiration or
termination shall remain in effect until fulfilled. This Agreement shall bind the parties and their legal
representatives, successors, heirs and assigns.
9.4 Notices. Unless otherwise provided in this Agreement, all notices required or permitted under this
Agreement shall be in writing and shall be deemed sufficiently given if given by personal service or sent by
registered, certified or express mail, reputable overnight courier service or facsimile with receipt confirmed as
follows:
To Magellan Employer Services: Magellan Health Services of California, Inc.--Employee
Services
300 Continental Boulevard, Suite 240
El Segundo, CA 90245
Attic: President
Facsimile Transmission: (310) 726-7090
To Sponsor: City of Rosemead
8838 East Valley Blvd
Rosemead, CA 91770
- Attn: Matt Hawkesworth
9.5 Waiver. The failure of any parry in any one or more instances to insist upon strict performance of
any of the teems and provisions of this Agreement, or to exercise any option conferred in this Agreement,
shall not be construed as a waiver or relinquishment, to any extent, of the right to assert or rely upon any
------_stash..[e[tIIS.-FroYisisit).3_oLQpL4C1S..~ an~ltSldee occasion.
9.6 Force Majeure. Neither party shall be liable to the other for damages or monetary penalties of any kind
or deemed in default under this Agreement for any failure to perform or delay in performing to the extent that
its performance is hindered, delayed, or tendered impossible due to an event or occurrence beyond the
reasonable control of the party, and without its fault or negligence, including, without Imitation, the
breakdown, malfunction or other failure of any external third party telecommunication system or other
system or mechanism by which information and data is stored or transmitted.
9.7 Enforceabili . The invalidity or unenforceability of any term or provision herein shall in no way
affect the validity or enforceability of any other term or provision.
9.8 Entire Agreement. This Agreement represents the entire agreement between the parties and
supersedes any and all previously written or oral agreements or understandings.
Subject to approval from the CA DMHC
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IN WITNESS WHEREOF, Magellan Employer Services and Sponsor have executed this Agreement by their
duly authorized representatives.
MAGELLAN HEALTH SERVICES OF
CAL RNIA, INC.-EMPL ER SERVICES
y:
Date: JUL 3 0 2009
CITY OF ROSEMEAD
By:
Date: 7 ~.Z7 !
Subject to approval from the CA DMHC
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ADDENDUM A
STATEMENT OF WORK
1. Definitions
1.1 Brief Counseline: a problem-focused form of individual or family outpatient counseling that (a) seeks
resolution of problems in living parenting concerns, emotional stress, marital and family distress,
alcohol- and drug-related problems) rather than basic character change; (b) emphasizes counselee skills,
strengths and resources; (c) involves setting and maintaining realistic goals that are achievable in a one (1) to
five (5) month period; (d) encourages counselees to practice behavior outside die counseling session to
promote therapeutic goals; and (e) in which the counselor provides structure, interprets behavior, offers
suggestions, and assigns "homework" activities.
1.2 Crisis Counseling: the process of promptly responding to a request for immediate services in order to
determine whether an emergency exists and, based on that determination, of making a referral to emergency
behavioral health services, to community resources, or to an EAP Counselor. Crisis Counseling includes
communication with the person in crisis that is focused on defusing the person's severe emotional reaction to
a situation in order to enable that person to accept the referral and deal with the immediate crisis without
causing harm to self or others.
1.3 RAP Consultant a licensed behavioral health professional employed by Magellan Employer Services
at its service center to respond telephonically to Enrollee requests for EAP services. .
1.4 )episode of Care: a continuous course of counseling for a specific problem or set of problems, up to
the number of In-person Sessions available.
1.5 In-person Session: a 50-minute counseling session at the office of an EAP Counselor foran Enrollee,-
individuiUy or with Enrollees or others, as appropriate.
2. Personal Consultation Services
2.1 Telephone Access Line. Magellan Employer Services will maintain a toll-free telephone number by
which Enrollees may access EAP services. EAP Consultants will be available through the telephone access
fine to assess the caller's problem, arrange for appropriate assistance (e.g., provide educational materials, refer
to benefit program, community resource or other treatment provider) and provide any necessary Crisis
Counseling.
2.2 In-person EAP Services. Magellan Employer Services will fink each Enrollee who requests in-person
counseling services to an EAP Counselor. The EAP Counselor will assess the Enrollee's problem(s) and, in
_._---.---.---.-accordance-with-thx ILAP-Counselors-best-judgmentrprovide.Brief.Counselingand/~r_refee_the~ncollee_tn _
an appropriate treatment provider and/or community resource. Each Enrollee is eligible for up to 3 In-
person Sessions per problem per year, as clinically appropriate.
2.3. Treatment Cornplilnce Monitorin . Upon request and with the concurrence of the Employee,
Magellan Employer Services will monitor an Employee's compliance with a substance abuse treatment
program, monthly as needed, for up to one year.
3. Exclusions
The EAP services provided hereunder do not include any of the following:
(a) Evaluations required by any state or federal judicial officer or other governmental official or
agency mandating that an Enrollee undergo counseling;
Subject to approval from the CA DMHC
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(b) Court-mandated counseling; evaluations or recommendations to be used in child custody
proceedings, child abuse proceedings, criminal proceedings, workers' compensation proceedings,
or any legal actions of any kind;
(c) Evaluations for fitness for duty determinations or excuses for leaves of absence or time off;
(d) Medical care, including services for a condition that requires psychiatric treatment (for example,
a psychosis);
(e) Inpatient treatment;
(1) Services by providers who arc not part.of Magellan Employer Setvices' EAP Counselor network;
(g) In-person Sessions that were not accessed through Magellan Employer Services for the particular
Episode of Care;
(h) Psychological, psychiatric, neurological, educational, or IQ testing;
(i) Remedial and social skills education services, such as evaluation or treatment of learning
disabilities, learning disorders, academic skill disorders, language disorders, mental retardation,
motor skill disorder, or communication disorders; behavioral trahhing; cognitive rehabilitation;
(j) Medication or medication management;
(k) Examinations and diagnostic services in connection with obtaining employment or a particular
employment assignment, admission to or continuing in school, securing any kind of license
(including professional licenses), or obtaining any kind of insurance coverage;,
(1) Testimony, creation of records, or other services in connection with legal proceedings;
(m) Guidance on workplace issues when the Enrollee sues, or threatens to sue, Sponsor;
(n) Acupuncture;
(o) Biofeedback or hypnotherapy; and
(p) Gatekecping to the behavioral health component of Sponsor's group health plan..
4. Financial Responsibility
Enrollees have no financial responsibility in connection with EAP services provided under this Agreement.
However, fees for professional services provided by resources other than Magellan Employer Services- or
EAP Counselors, including, but not limited to, the retention of lawyers, financial consultants, dependent care
providers, or other professional or service providers, will be the responsibility of the Enrollee and/or his or
her group health plan or other benefit programs, as applicable.
5. Enrollee Coverage
5.1 Commencement and Termination of Coverage. The eligibility of an Employee for services under
this Agreement shall continence an the later of (r) the effective date of the Principal Policy or (ii) the first day
of his or her employment on or after the Effective Date. A Household Member shall commence eligibility
on the later of the date he or she becomes a Household Member and the date on which the Employee
becomes eligible. The eligibility of an Employee for services under the Agreement shall terminate on the
earlier of (i) the last day of the month following the month of his or her termination of employment by
Sensor or, if the individual is a b_cnefrciary under COBRA, the last day of his or her continuation coverage
under COBRA, or (ii) termination of the Agreement. Household Members shall remain eligible for services
until the eligibility of the Employee related to them ceases or until they cease to be Household Members,
whichever occurs first. However, each Enrollee will be entitled to receive the full number of In-person
Sessions available for an identified problem, as clinically appropriate, if he or she has scheduled an
appointment with an EAP Counselor for that problem prior to the last date of eligibility as specified in this
section. Magellan Employer Services reserves the right to terminate the eligibility of any Enrollee, without
right of reinstatement, for fraud or deception in the use of services or for knowingly permitting such fraud or
deception by another, for threatening the safety of Magellan Employer Services employees, EAP Counselors,
or others eligible for or receiving EAP services and for repeated behavior substantially interfering with
Magellan Employer Services' ability to furnish or arrange services for the Enrollee or others or the ability of
an EAP Counselor to provide services to others. Any such termination will be effective on the date Magellan
Employer Services mails notice of cancellation, unless the notice specifies a later date. Magellan Employer
Services will not terminate the eligibility of any Enrollee because of his or her health status or use of the EAP.
Subject to approval from the CA DMHC
5.2 Individual ontinultign of Eligibility. An individual Enrollee does not have the right to renew [Its or
her eligibility for services under this Agreement once his or her relationship (employment or otherwise) to
Sponsor is terminated. An Enrollee's right to receive such services is determined solely by this Agreement.
Subject to approval from the CA DMHC
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