FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENTFIRST AMENDMENT TO
PROFESSIONAL SERVICES AGREEMENT
This is the. First Amendment ("First Amendmene) to the Professional Services. Agreement ("Agreement")
between City of Clearwater ("Client") with offices located at 100 South MYrtle Avenue; Clearwater, Florida 33756
and Cigna Onsite. Health, LLC ("Cigna") with offices located 26500 North Norterra Drive, Phoenix, Arizona 85085
effective October 1, 2015, whereby Cigna agreed to provide for a Cigna Onsite Health Clinic ("Clinic") providing
low acuity, urgent and episodic care and ancillary services for the benefit of Client employees and Others (as
defined in the Agreement). This First Amendment is effective January 1, 2018 ("First Amendment Effective
Date"). Client and Cigna are sometimes referred to herein individually as a "Party' and collectively as the
"Parties."
WHEREAS, pursUanttO.SeCtion-28 of the Agreement, the Parties wish to amend the Agreement to add onsite
health coach..servkes to Client's clinic located at 401.Corbett Street in Clearwater, .Florida in accordance with
the terms stated herein.
NOW; THEREFORE, for valuable consideration, the receipt and sufficiency of which is hereby acknowledged,.as
of the First:Amendment Effective Date, the Agreement is hereby amended. as follows:
1. For purposes of this First Amendment, capitalized terms used 'herein shall. be as. defined in theAgreement,
as amended, orin any of the:Schedules orAppendices attached thereto, unless otherwise specified.
2. Section 4. Clinic Staff of Schedule A — Scope of Services of the Agreement is hereby deleted in its entirety
and replaced with:
4. CLINIC STAFF
a. All clinical and administrative, staff shall be employed by or independent contractors of Cigna or. its
Affiliates or parent companies Cigna shall determine in its sole discretion, whether such staff must be
independently Contracted in Order to ComPlyWith applicable state law..
b. Cigna shall arrange Or the following staff to provide Clinic Services ("Clinic Staffl.at the Clinic location
indicated:
Clinic Location
Clinic Staff
Powell Professional Center
401 Corbett Street, Ste. 240
Clearwater, FL. 33756
One (1) Full -Time Physician
One (1) Full -Time Nurse Practitioner ("Mid -Level
Practitioner")
One (1) Full -Time Health Educator Coach. (backfill.for
the RN position)
Two (2) Full -lime Medical Assistants
One (1) Full -Time Medical Administrative Assistant
One (1) Full -Time Licensed Practical Nurse
Full -Time is defined as regularly working a forty (40)
hour week.
3. Attachment 1, Onsite Health Coach Services, attached to this First Amendment is hereby added to the
Agreement to add onsite health coach services as further defined in the Attachment 1.
4. Except as modified by this First Amendment, all other terms and provisions of the Agreement, as amended,
and all Schedules and Appendices attached thereto, shall continue in full force and effect.
IN WITNESS THEREOF, the Parties hereto have caused this First Amendment to be executed in duplicate
and signed by their respective officers duly authorized to do so.
CIGNA ONSITE HEALTH, LLC
Name: Jeffrey T. Perry. DBA, PhD
Title: Chief Operating Offlicer,VP
Date: 5. • /4=i • �.e7/'
CITY OF CLEARWATER
Countersigned:
Cteoht CrC •'OS
George N. Cretekos
Mayor
Owen Kohler
Assistant City Attorney
Date:
CITY OF LEARWATER 0)141L44.ca--
By: .�.JP�
William B. Horne II
City Manager
Rosemarj Call
City Clerk
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Attachment 1.
Onsite Health Coach Services - (80% coaching/20% promotion)
Cigna Onsite Health, LLC will arrange through its affiliate, Cigna Onsite Health, LLC ("Cigna"), to provide to City of Clearwater ("Client") employees ("Participants")
onsite health coach services ("Health Coach Services") at Client's worksite locations. Health Coach Services described herein do not constitute professional medical
advice or the diagnosis or treatment of Client's Participants who utilize the Health Coach Services, and are intended to be educational in nature only. As used herein,
"Participants" means those employees of Client or employees and their dependents, eligible for the Health Coach Services provided hereunder as directed by Client.
Onsite Coach Services are included in the Clinic Scope of Work.
Cigna will provide or arrange for the provision of the following health and wellness promotion services based on a ratio of approximately 80% onsite wellness
coaching services and 20% general onsite wellness promotion services:
Onsite Wellness
Coaching
(80%)
Health Coach shall provide one-on-one coaching sessions for Participants on topics, including:
is Nutrition
a. Establish nutritional health goals collaboratively;
b. Collaboratively (Participant and Health Coach) establish coaching for a duration and at a frequency based on the
Health Coach's prescribed wellness plan; and
c. Deliver topic -specific education and referrals, as needed.
ii. Physical Activity
a. Establish coaching duration and frequency collaboratively between Participant and Health Coach based on Health
Coach prescribed plan; and
b. Deliver topic specific education and referrals, as needed.
Hi, Wellness kr)qcation and Referrals For:
a. Prevention;
b. Women's issues (includes menopause, infertility);
c. Children's health issues (includes the importance of vaccines, healthy eating, exercise, etc.);
d. Men's health;
e. Sleep;
f. Stress;
g. Weight;
h. Other health topics and concerns; and
I. Collaboratively (Participant and Health Coach) establish coaching for a duration and at a frequency based on the
Health Coach's prescribed wellness plan.
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iv.. High Blood Pressure:
a. Establish blood pressure reduction goals collaboratively (Participant, Physician and Health Coach);
b. Collaboratively (Participant and Health Coach) establish: coaching for a duration and at a :frequency based on the
Health Coach's prescribed wellness plan;
.c. Deliver conditionspecific.education and referrals; as needed;'and
,d, Identifyany Gaps -in Care ("GIC")'and educate and assist in closingthe GICs.
v. Hieh.Cholesterol
.a. Establish cholesterol reduction goals collaboratively (Participant, Physician and Health Coach);
b. Collaboratively (Participant and Health Coach) establish coaching°for a duration and at a frequency based on the
Health:Coach'.s prescribed w.eilness plan;
c. Delivercondition=specific education and referrals; as needed;. and,
d. identify any Gaps in. Care ("GIC'') and. educate and assist inclosing the GICs.
vi. Maternity
a.. Education on and-referrals.to Health Pregnancy/Healthy-Baby program (if purchased by Client) or Healthy Babies;
b. Education. on. the importance'.of prenatal:care;
.c: Leverage clinical guidelines. used in existing programs; and
d: Coordinate:with a lactation consultant.
vii. Ben efits:'Navigation
a. Deliver basic information concerning benefit Yesources and tools to maximize benefits,. including cost and quality
tools, mycigna.comresources; etc.;
b. Refer to Client.Human Resources contact for detailed .plan questions, concerns, and issues requiring escalation;
c. Education and referrals to. plan clinical programs (internal and external); and
d.. Assist employees with healthcare professional, referrals, (e.g., primary care physician or specialist. referrals in the.
Cigna network).
Onsite Wellness
Promotion
(ZQ%)
Health Coach shall. support. onsite wellness promotion.eventsand activities for Client employee population, including:.
viii. Support One Annual Biometric Event
a. Assist with event logistics: suggest times of biometric event, measurements of location:space for holding event,
and conduct a pre -event interest survey to gauge estimated participation;
b.. Assist with biometric consultations on the dayof biometric event;. and
c; Promote the event, including posting signage.
ix, .SupporttHealth Risk Assessment ("HRA") Completion
a. ,Assist with HRA surveys delivered.annuallyto.employees;
b. .Provide wellness coaching:an.d:co.nsultations on HRA results;:and
c. Referrals to clinical programs where appropriate based on HRA results..
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x.
xi.
xii.
xiii.
Deliver Onsite Group Semina
a. Plan and deliver up to three (3) seminars per quarter, which may be presentation- style "lunch and learn' or a
seminar.
Deliver Annual Itkiorkshoos
a. Plan and deliver up to two (2) workshop per calendar year. A workshop is interactive and includes learning
activities, and a workshop can be delivered in a single session or multiple sessions.
Support Annual Flu Shot Event
a. Assist with event logistics; suggest times of flu shot clinic event, measurements of location space for holding
event, conduct a pre -event interest survey to gauge estimated participation; and
b. Promote the event, including posting signage.
Miscellaneous
a. Staff a monthly "Stop By" booth theme that Is specific to each month and do the same at annual Wellness Fair;
b. Develop, monitor and manage a bulletin board topic of the month; and
c. Engage employees to establish coaching referrals.
d. Work in collaboration with the Cigna Healthcare account team to analyze health spending trends and related
actions (CAP report analysis); and
e. Attend Client wellness committee steering meetings.
Onsite Health Coach Staff
Cigna shall be responsiblefor providing onsite Health Coach staff at the following Client Locations, commencing on the dates listed below ("Effective Date of
Services") and continuing throughout the term of the Agreement as follows
Client Location/Effective Date of
Services
Staff/Days and Hours
Primary Location:
Health Coach: One (1) Full -Time Health Educator Coach providing coaching services at the Client Location. Health
Coach shall have a Bachelor/Masters level in clinical sciences related to wellness promotion and/or certifications as
defined by the Allied Health Leadership Council.
Full -Time is defined as regularly working forty (40) hours per week, including one hour per day for lunch.
Days and Hours to be mutually agreed, upon in writing between the Parties and shall be Monday through Friday, from
8:00am until 5:00 p.m. Notwithstanding anything in this Agreement to the contrary, electronic communication with
confirmation by both Parties is deemed acceptable for such written agreement and changes will not require an
amendment.
Powell Professional Center
401 Corbett Street, Suite 240
Clearwater, FL 33756*
Additional Site Locations (Wellness
' Promotion services only offered at these
locations]:
Municipal Services Building
100 S Myrtle Ave.
Clearwater, FL 33756
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Police Department
645 Pierce Street.
Clearwater, FL 33756
•Clearwater.Gas Dept.
400 N MyrtleAve
'Clearwater FL 33755
City of .Clearwater Yard Waste Transfer
Station
1701 N Hercules Ave
Clearwater, FL 33765
Public Utilities.
1650 N Arcturas Ave
Clearwater, FL 33765
General Services
1900 Grand Ave
Clearwater,. FL 33765
*Health Coach may provide coaching
and/or health promotion services at' other
locations. upon email. confirmation by the
Parties.
Effective Date of Services::March 1, 2018.
or a later date, mutually agreed upon 'by
the Parties:
The onsite Health, Coach will be an employee or independent contractor-of:Cigna or its Affiliates or parent companies.
Paid Time Off and Leave:'Client acknowledges and agrees that, in. addition to'Cigna' Holidays, the -Health Coach' shall be entitled t� paid'time off'(PTO).'and other
leave (" Leave:')'in,accordance with Cigna's standard policies. and procedures.("Policies"). PTO shall include: (a) vacation days;, (b) personal days; (c) purchased
days. off; .(d) sick dates; and (e) other PTO in accordance with.applicable law and current.Cigna.P.olicies.. Leave shall include: (a) military leave; (b)Family-Medical
Leave (FMLA); (C)disability-leave;: (d) caregiver leave; and' (d) other leave in accordance with applicable law and current Cigna' Policies.
In the event that the Onsite Health Coach. is absent' due to:PTO or Leave, Cigna:shall..not be required to.'back-fill the position or provide a substitute during,such
absence to provide the Services hereunder,. except in the case 'where the'Coach. 'is' absent for an extended 'period due.to military, FMLA, disability leave,'orany
other leave as..defined under the current Cigna' policies and practices, Cigna.shall as quickly as •possible use. its best'efforts, acting in good faith,, to recruit and
engage 'a qualified temporary substitute'.. Extended Absences" shall not include: (a.) inability to perform Services due to' weather conditions;. (b.) inability to
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perform Services due to a Force Majeure Event as defined in the Agreernent; (c.) FMLA utilizing paid vacation days;'or (d.) sick time not considered short'term.
'disability -MD) underCigna policies.
Health Coach Personnel Performance. !tithe event that Client is dissatisfied with the performance of any+ Health. Coach Personnel providing'Ser-vices. hereunder,
or asserts that 'any -Cigna Personnel has engaged in misconduct as defined by -Client or has' materially failed to perform the Services in.accordance with the
Agree.rnent, Client'shaliso advise Cigna immediately and provide in wr€ting.the facts necessary to validate the concern or complaint Cigna shall promptly consult
with Clientas to the.'nature. of the condrfct.complained of and the:severity.of Client's.tdissatisfaction, arid shall endeavor to resolve.such issues to thesatisfaction.
of Client•provided such resolution. is nondiscriminatory and otherwise legal. Client acknowledges and agrees' that the policies and procedures of Cigna .orsits,
Affiliates as to the' performance shall govern, including any confidentiality requirements contained therein. Client 'agrees, where necessa.ry,•to cooperate with
Cigna in conducting any investigation or inquiry, and in providing documentation and testimonial support in event of litigation concerning:Health. Coach. Personnel
misconduct orfailure.to perform.
Non -Solicitation: During tthe term of this Agreement, and for a period: of :one (1) year afterexpiration termination of this'Agreement for any 'reason, Client
shall not directly or indirectly, alone or in concert with others, solicit or entice the employee or independent contractor engaged by Cigna to provide 'services
under this Agreement, to.leave'the. employment.or engagement of Cigna in order to provide substantially similar seniices as those provided in this Agreement,
to or on behalf ofCClient, or to otherwise work in competition with Cigna.
Termination of Onsite Health Coach 'Services:
1. Either Party may terminate HeaithCoach Services under this Agreement in'theirentirety or fora specific Location by providing the.other Party with.sixty (60)
days. prior.written notice.
2. 'in the eventof a material'breach, the non -breaching Party may 'terminate, this Agreement upon providing sixty (60) days .prior'written'notice to'the breaching
Party.. The.Party'claiming the righttto terminate hereunder shall set forth in.the notice the facts underlying the.c€airn that the'other Party is in breach of this
Agreement. If such .breach is. remedied to' the. reasonable satisfaction Of the non breaching Party within sixty (60) days' of receipt .of such notice,'this
Agreement shall continue in effect for the remainder of the term. Material breach includes but is not limited to afailure .by either Party to. perform.in'whole
or in part an affirmative obligation to the other'Party under this Agreement.
• 3. In the event that the "ASO Agreement'.' entered into.between Client and Cigna Health and Life Insurance Company. terminates for any reason, onsite Health
Coach Services shalt'automatically'terminate on the effectivedate:of termination of the ASO Agreement.
ONSITE HEALTH COACH OFFICE AND IT REQUIREMENTS:
Client acknowledges and agrees that individual one-on-one coaching sessions between the onsite Health Coach andeligible Participants is contingent
upon Client providing, ateach Location where one-on-one ,coaching shall take:place, a:private, confidential space and Internet access asdescribed immediately
below, to. aliowithe Health Coach to utilize Cigna!s coaching database. If such private, confidential space with internet accessas'described below isnot provided
by Client at any Location, Cigna will not perform one-on-one coaching services or reporting under the Agreement at such Location(s).
Client General (Non -IT) Onsite Health.Coach Office Requirements. Clientshail provideand maintain an Onsite Health Coach.Office in'accordancewith.thefollowing
general (non -IT). requirements: Office Location. Health Coed Office shall be located in an.area that has.viabie:andreliable wireless internetconnectivity, preferably
not on 'a basement or»underground level.
'1. Office Location. Health.Coach.Office'shall be located in an area that has viable and reliable wireless Internet connectivity; preferably not on a basement'
or underground level.
2.
Office Layout. For Locations and times the Health Coach:will provide one-on-one coaching sessions; Health Coach Office layout requirements include:
a. Provides:a private environment.for Health Coach/employee conversation;
b. 120 -'180 square feet of office:space;
c... Locking.office door(s);
d. Locking file cabinet and/or locking cabinet;
e. At least -one (1) electrical outlet;
f. One (1) desk withlocking. drawers: (locking desk drawers are not necessary nave locking file cabinet and/or locking cabinet);
g. Two (2) chairs (one (1) for Health Coach.and:one (1)'for employee).
3. Office Utilities.and Services
a. Utility and service requirements for the.Health Coach Office:
b, Adequate heating, ventilation; and air conditioningtomaintain conditions' at appropriatetemperatures between 65° F. arid 75° F during office
.hours;
C. Electricity adequate. for computer systems, lighting; normal office use, and heating and air conditioning;•
d. Adequate lighting for. normal office use, and replacement'ofstandard lamps when necessary;.and
e. Janitorial services. for Onsite..Health.Coach'Office and restroom facilities (including restroom supplies).
4. •Office 5ienage. Appropriate signage'can be placed on or outside the Health Coach office door which:
a... Identifies the office as the. Health. Coach Iodation; and
b. Identifies hours the Health Coach is on the campus and a phone -number to contact. the Health Coach when:not in the office but is onsite.
5. Health Coach information Box. A secured information box.(to.be opened only by the Health Coach) placed outside 'the Health Coach office for
employees to drop messages when the.Health'Coach is'and%oris. notoiisite.
6. Bulletin 'Board. A bulletin board that can: be placed at the various campus or building locations so that the Health -Coach can post health'related
Information. The board will be updated no less frequently than nionthly based on the'health topic for the month, etc..
Client - IT Requirements for Onsite Health. Coach Office. At Its sole cost and expense, unless otherwiseindicated therein, Client shall provide. or arrange for the
provision of those Client obligations set forth below:
1. Desktop or'laptop computer on Client''s network;
2. High:Speed lnternet.Access / UPN Conn.ectiviity;:
3. .A minimum.20..Mbps Down./ 10 Mbps Up.bandwidth connection to•enable Health Coach to access to data tracking documentation and reporting.
.system throughout theworksite and any other expanded se.rvices.that require bandwidth;
4. Client provided network'acco.unt (With.email address);:
5. Client provided. telephone within Client network, preferably with speaker phone, voicemail'access and message capabilities (Including remote access);
call waiting,. and, the ability to,make.and receive local, long distance and toll-free calls.
6. Client provided printer or access'to nearby printer for the computer on Client's network'with appropriate security standards aligned with printing PHI,
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7. Client shall'ensure that High Speed Internet.services: are available to the building and extended Ia.-the Health Coach Office. If 'no Internet service
providers have services established.. to the building, Client. shall be responsible for all costs associated with .establishing service to the building and
installation of the line, including but not limited to.trenching, wiring, materials,and labor charges. Onsite coach service implementation timelines may
be dependent upon Internet service.installation timelines
8. Client shall provide IT resources to work. collaboratively with Cigna' to:
a. Coordinate with the Internet service provider to resolve issues with€nternet service or Client-provided equipment;
b. Acknowledge notice of the issue within one (1) hour;'and
c. Be available and.make.:best and most diligent.efforts to. assist and resolve any IT issUes.that involve Client provided. internet services'or access'
to Client restricted building areas and infrastructure within a three: (3) hour timeframe after acknowledgement of issue: If Client IT resources
are.unable to provi.de.IT'ass€stance. within the three 0) hourtimefram.e, Client shall be..responsible for travel expenses incurred to resolve the.
issue..
d. The Client-supplied computer Is used for .collaborative side-by-side workstation sessions to help Participants complete online health
assessments, look up online health information, navigate www.mvciena.com and othere-sessionswh'erethe Health Coach and Participant need
to:use e.-health technology: The.Cllent-sup.pfied printer it used for printing e-health reports.
e. Client. IT shall: support their 1T equipment provided in.the onsite Health.Coach Office: Cigna IT will participate. in collaborative troubleshooting,
if :required.
f. It Client is unable.to meet IT Requirements, Cigna will suggest anyreasonable alternate accommodations tthat'will:help allow the Health Coach
to provide the.. Health Coach Services. This may include having the. Health Coach work some hours remotely, which may reduce :the. hours.
available fo:rthe Health Coach to conduct fact-to-face coaching services.at the Client's location.: Client understands Health Coach Services may
be.impacted if Client does not meet IT Requirements.
9. Cigna.shall provide or.arrange.for the provision of ITRequirements for -the. Health Coach Office as follows:
a. Cigna Laptop for our Health Coach;
b. Two Cigna printers which will be connected to the Cigna Laptop for Health Coach reports (one is print/fax/scan•black. printer —color prfnter.is
for Health Coach reports requiring color);
c. Paper.shredder;
d. Air card 'and cell phone forour.Health Coaches;.and
e: Cigna IT supports this ITequipment above: provided to Our Cigna onsite Health Coaches.
CIGNA ONSITE HEALTH COACH FEES
Health Coach mileage cost for travel to the health promotion locations:will be includedin the monthly clinic invoice.
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