HomeMy Public PortalAboutORD15691 BILL NO. 2017-34
SPONSORED BY COUNCILWOMAN Wiseman
ORDINANCE NO. /T&! ' I
AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING THE
MAYOR AND CITY CLERK TO EXECUTE A CONTRACT WITH CHC WELLNESS
FOR PROVIDING WELLNESS SCREENINGS AND WELLNESS PROGRAM
SERVICES.
WHEREAS, CHC has been selected as the best qualified company to provide wellness
program services for the City of Jefferson.
NOW, THEREFORE, BE IT ENACTED BY THE COUNCIL OF THE CITY OF
JEFFERSON, MISSOURI, AS FOLLOWS:
Section 1. CHC is hereby approved as the best qualified wellness vendor to
provide services and its contract is hereby accepted.
Section 2. The Mayor and City Clerk are hereby authorized to execute an
agreement with CHC as our city's wellness provider.
Section 3. The ordinance shall be in full force and effective from and after the
date of its passage and approval.
Section 4. The agreement shall be substantially the same in form and content as
the attached agreement.
Passed: GL�Z/ti/�I �, d�� / Approved:
Presiding Officer Mayor Carrie Tergin
ATTEST:=- - =.r APPROVED AS TO FORM:
ov C erk�`. `_ Ci Co selor
r
QaJ>ISMI
CITY OF JEFFERSON
CONTRACT FOR PROFESSIONAL SERVICES
THIS CONTRACT,made and entered into the date last executed by a party as
indicated below, by and between the City of Jefferson,a municipal corporation of the
State of Missouri,hereinafter referred to as the "City,"with offices at 320 East
McCarty,Jefferson City,Missouri,65101,and CHC Wellness,Inc.,hereinafter
referred to as the "Consultant,"with offices at 5440 N.Cumberland Avenue,Suite
225,Chicago,Illinois,60656.
WITNESSETH:
THAT WHEREAS,the City desires to engage the Consultant to render certain
technical and professional planning services for a wellness program,hereinafter
described in Attachment 1 and Attachment 2.
WHEREAS,Consultant has made certain representations and statements to
the City with respect to the provision of such services,and the City has accepted said
proposal to enter into a contract with the Consultant for the performance of services
by the Consultant.
NOW THEREFORE,for the considerations herein expressed,it is agreed by
and between the City and the Consultant as follows:
Scope of Services.The City agrees to engage the services of the Consultant to
render certain technical and professional planning services for a wellness program,
hereinafter described in Attachment 1 and Attachment 2.In the event of a conflict
between this agreement and any attached exhibits,the provisions of this agreement
shall govern and prevail.
2.Term.This contract shall commence on the 18th day of September 2017,and
continue until the 17th day of September 2018.This agreement shall automatically
renew for an additional one (-1)year renewal period unless the City or Consultant
provides a written notice of non-renewal to the other party at least hundred (120)
days prior to the first day of the renewal period.
3.Additional Services.The City may add to consultant services or delete
therefrom activities of a similar nature to those set forth in Attachment 1 and
Attachment 2,provided that the total cost of such work does not exceed the total cost
allowance as specified in paragraph 7 hereof.The Consultant shall undertake such
changed activities only upon the direction of the City.All such directives and
changes shall be in written form and approved by the Director of Human Resources,
and shall be accepted and countersigned by the Consultant or its agreed
representatives.
4. Existing Data. All information, data and reports as are existing, available
and necessary for the carrying out of the work, shall be furnished to the Consultant
without charge by the City, and the City shall cooperate with the Consultant in every
reasonable way in carrying out the scope of services. The Consultant shall not be
liable for the accuracy of the information furnished by the City.
5. Personnel to be Provided. The Consultant represents that Consultant has or
will secure at its expense all personnel required to perform the services called for
under this contract by the Consultant. Such personnel shall not be employees of or
have any contractual relationship with the City, except as employees of the
Consultant. All of the services required hereunder will be performed by the
Consultant or under the Consultant's direct supervision, and all personnel engaged
in the work shall be fully qualified and shall be authorized under state and local law
to perform such services. None of the work or services covered by this contract shall
be subcontracted except as provided in Attachment 1 and Attachment 2 without the
written approval of the City..
6. Notice to Proceed. The services of the Consultant shall commence as directed
in the Notice to Proceed and shall be undertaken and completed in accordance with
the schedule contained in Attachment 1 and Attachment 2.
7. Compensation. The total amount for professional services rendered under
this contract shall not exceed the rate set forth herein for all consultant services. No
change in compensation shall be made unless there is a substantial and significant
difference between the work originally contemplated by this agreement and the work
actually required.
Fee Schedule:
• Biometric Screen - $112 per participant
• Nicotine Test - $10 per participant
• Weight, Waist Circumference and Measurements - Waived
• Specially bundled Customized Incentive plus Walking - $30 per participant
• Pass through travel fees for travel for 4 onsite screenings - $3,600
8. Failure to Perform, Cancellation. If, through any cause, the Consultant shall
fail to fulfill in timely and proper manner its obligations under this contract, or if the
Consultant shall violate any of the covenants, agreements, or stipulations of this
contract, the City shall thereupon have the right to terminate this contract by giving
written notice to the Consultant of such termination and specifying the effective date
thereof, at least five (5) days before the effective day of such termination. The
Consultant may without cause terminate this contract upon 30 days prior written
notice. In either such event all finished or unfinished documents, data, studies,
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prepared by the Consultant under this contract shall, at the option of the City,
become its property, and the compensation for any satisfactory work completed on
such documents and other materials shall be determined. Notwithstanding the
above, the Consultant shall not be relieved of liability to the City for damages
sustained by the City by virtue of any such breach of contract by the Consultant.
9. Assignment. The Consultant shall not assign any interest in this contract,
and shall not transfer any interest in the same (whether by assignment or novation),
without prior written consent of the City thereto. Any such assignment is expressly
subject to all rights and remedies of the City under this agreement, including the
right to change or delete activities from the contract or to terminate the same as
provided herein, and no such assignment shall require the City to give any notice to
any such assignee of any actions which the City may take under this agreement,
though City will attempt to so notify any such assignee.
10. Confidentiality. Any reports, data or similar information given to or
prepared or assembled by the Consultant under this contract which the City requests
to be kept as confidential shall not be made available to any individual or
organization by the Consultant without prior written approval of the City.
11. Nondiscrimination. The Consultant agrees in the performance of the
contract not to discriminate on the grounds or because of race, creed, color, national
origin or ancestry, sex, religion, handicap, age or political affiliation, against any
employee of Consultant or applicant for employment, and shall include a similar
provision in all subcontracts let or awarded hereunder.
12. Independent Contractor. The Consultant is an independent contractor and
nothing herein shall constitute or designate the Consultant or any of its employees as
agents or employees of the City.
13. Benefits not Available. The Consultant shall not be entitled to any of the
benefits established for the employees of the City and shall not be covered by the
Workmen's Compensation Program of the City.
14. Liability. The parties mutually agree to the following:
a. In no event shall the City be liable to the Consultant for special,
indirect, or consequential damages, except those directly or
approximately caused by the City arising out of or in any way connected
with this contract.
b. The Consultant shall indemnify and hold the City harmless from and
against all claims, losses and liabilities arising out of personal injuries,
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including death, and damages to property to the extent caused by any
negligent act or omission on the part of the Consultant related to the
services performed under this contract.
15. Insurance. Consultant shall provide, at its sole expense, and maintain
during the term of this agreement commercial general liability insurance with a
reputable, qualified, and financially sound company licensed to do business in the
State of Missouri, and unless otherwise approved by the City, with a rating by Best of
not less than "A," that shall protect the Consultant, the City, and the City's officials,
officers, and employees from claims which may arise from operations under this
agreement, whether such operations are by the Consultant, its officers, directors,
employees and agents, or any subcontractors of Consultant. This liability insurance
shall include, but shall not be limited to, protection against claims arising from
bodily and personal injury and damage to property, resulting from all Consultant
operations, products, services or use of automobiles, or construction equipment at a
limit of $500,000 Each Occurrence, $3,000,000 Annual Aggregate; provided that
nothing herein shall be deemed a waiver of the City's sovereign immunity. An
endorsement shall be provided which states that the City is named as an additional
insured and stating that the policy shall not be cancelled or materially modified so as
to be out of compliance with the requirements of this Section, or not renewed without
30 days advance written notice of such event being given to the City.
16. Documents. Reproducible copies of tracings and maps prepared or obtained
under the terms of this Contract shall be delivered upon request to and become the
property of the City upon termination or completion of work. Copies of notes and
sketches, charts, computations and other data prepared or obtained under this
contract shall be made available, upon request, to the City without restrictions or
limitations on their use.
17. Nonsolicitation. The Consultant warrants that they had not employed or
retained any company or person, other than a bona fide employee working solely for
the Consultant, to solicit or secure this contract, and that they have not paid or
agreed to pay any company or person, other than a bona fide employee working solely
for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other
consideration, contingent upon or resulting from the award or making of this
contract. For breach or violation of this warranty, the City shall have the right to
annul this contract without liability, or, in its discretion, to deduct from the contract
price or consideration, or otherwise recover the full amount of such fee, commission,
percentage, brokerage fee, gifts, or contingent fee.
18. Books and Records. The Consultant and all subcontractors shall maintain all
books, documents, papers, accounting records and other evidence pertaining to costs
incurred in connection with this contract, and shall make such materials available at
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their respective offices at all reasonable times during the contract and for a period of
three (3) years following completion of the contract.
19. Delays. That the Consultant shall not be liable for delays resulting from
causes beyond the reasonable control of the Consultant; that the Consultant has
made no warranties, expressed or implied, which are not expressly set forth in this
contract; and that under no circumstances will the Consultant be liable for indirect or
consequential damages.
20. Illegal Immieration.
Prior to commencement of the work:
a. Contractor shall, by sworn affidavit and provision of documentation,
affirm its enrollment and participation in a federal work authorization
program with respect to the employees working in connection with the
contracted services.
b. Contractor shall sign an affidavit affirming that it does not knowingly
employ any person who is an unauthorized alien in connection with the
contracted services.
C. If Contractor is a sole proprietorship, partnership, or limited
partnership, contractor shall provide proof of citizenship or lawful
presence of the owner prior to issuance of the Notice to Proceed.
21. Notices. All notices required or permitted hereinunder and required to be in
writing may be given by first class mail addressed to the Department of Human
Resources, 320 East McCarty, Jefferson City, Missouri, 65101, and the Consultant,
at CHC Wellness, Inc., 5440 N. Cumberland Avenue, Suite 225, Chicago, Illinois,
60656. The date and delivery of any notice shall be the date falling on the second full
day after the day of its mailing.
CITY OF JEFFERSON, MISSOURI
Mayor
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Date
ATTEST:
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City G'lerk
CHC WELLNESS, INC.
Title: vr- - Ktes'-oe> -r
Date: 8/l, /
ATTEST:
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Title -Nota ublic State of Illinois
My Commission Ea ?gyres 07;74,7019
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APPROVED AS TO FORM:
City C&elor
Attachment 1
CONSULTANT AND PROFESSIONAL SERVICES AGREEMENT BETWEEN [CLIENT} AND
CHC WELLNESS, INC.
This agreement is made as of (Month} 151, 2017 between CHC Wellness Inc., an Illinois
corporation ("CHC") and (Client}, ("Client.) (CHC and Client are also referred to individually as
"Party" and together as "Parties").
Article I — Statement of Work
CHC shall provide services to Client.
CHC shall have sufficient staff to ensure prompt delivery of services and completion of assigned
tasks. CHC will assign an account manager and any others.
All work will be performed in accordance with all applicable local, state and federal laws. This
Agreement shall be governed by and interpreted in accordance with the laws of the state of
Illinois. Jurisdiction and venue for any dispute relating to this agreement shall rest exclusively
with the state and federal courts of Illinois.
All services shall be performed in accordance with the terms of this Agreement and shall
hereinafter be referred to as the "CHC Services." Client requests and CHC agrees to provide or
arrange to provide CHC Services as selected below, which are described in greater detail in
Exhibit A.
® HRA ® Blood Pressure ® Health Coaching
® Full Venipuncture Breath Nicotine Test ® E -Learning
® Waist Circumference ® Incentive Tracking ® Mid Year "Check -In" Screening
® Height and Weight ® CHC Walking Program
CHC and Client agree to be bound by the terms and conditions specified in this Agreement, the
documents listed below, and by any amendments made thereto, each of which is part of this
Agreement. Client acknowledges that the CHC Services are entirely voluntary and no employee
of the Client shall be required to participate in the CHC Services.
Article 11— General Terms and Conditions
A. Performance Standard - CHC will perform the CHC Services in a proficient manner, and
conforming to applicable industry and professional standards, using personnel having a level of
skill in the area commensurate with the requirements of the CHC Services to be performed. If
CRC's employees are located on Client's property, they shall observe the reasonable security
and safety policies of Client, provided that such policies are communicated to CHC sufficiently in
advance from time to time.
B. Accuracy of Client Information - All CHC Services provided hereunder will be based upon
information provided to CHC by Client. Upon receipt from CHC, whether electronically or
otherwise, Client will promptly review all records and other reports prepared by CHC for validity
and accuracy according to Client's records.
C. Fees and Billing - The Client shall pay CHC for the Services indicated herein and as described
in Exhibit A. Client shall pay CHC for the Services added by Client after the date hereof at prices
mutually agreed upon for such services. CHC will issue an invoice to Client for review and
approval following program enrollment and as enrollment changes require. Payment will be made
by Client upon receipt of invoice, for all approved invoices. Participants will not be responsible
for any cost of the Health and Wellness Screening described in Exhibit A unless they choose to
pay out of pocket for voluntary additional tests and/or services, including but not limited to Optional
Tests, as described in Exhibit A. Client will not be responsible for any such additional charges.
Article III —Warranty
All CHC Services provided for herein shall be performed in the best workmanlike manner by
persons qualified to provide the CHC Services rendered. To the extent that Client requires it, and
without costs to Client, any defective CHC Services which are a result of negligence or bad faith
shall be corrected to the satisfaction of Client.
Article IV — Disclaimer
EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, OR REQUIRED BY LAW, CHC
EXPRESSLY DISCLAIMS ANY WARRANTY, EITHER EXPRESS OR IMPLIED, INCLUDING
ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE, NON -INFRINGEMENT, NON -INTERRUPTION OF USE, AND FREEDOM FROM
PROGRAM ERRORS WITH RESPECT TO THE CHC SERVICES, THE CHC PRODUCTS, ANY
CUSTOM PROGRAMS CREATED BY CHC OR ANY THIRD -PARTY SOFTWARE DELIVERED
BY CHC. CHC DOES NOT RECOMMEND SELF-DIAGNOSIS OR SELF-MEDICATION, AND
NO INFORMATION PRESENTED BY CHC OR ITS ASSOCIATES SHOULD BE CONSTRUED
OR INTERPRETED AS RECOMMENDATIONS FOR SELF-DIAGNOSIS OR SELF-
MEDICATION.
IN ADDITION, NEITHER CLIENT NOR CHC SHALL BE LIABLE FOR ANY INCIDENTAL,
CONSEQUENTIAL, SPECIAL, INDIRECT, PUNITIVE DAMAGES OR CLAIMS, INCLUDING
LOST PROFITS, LOST SAVINGS, LOST PRODUCTIVITY, AND LOSS FROM INTERRUPTION
OF BUSINESS, EVEN IF PREVIOUSLY ADVISED OF THEIR POSSIBILITY.
Article V -- Intellectual Property
A. Ownership of Proprietary Rights - All computer programs (other than pre-packaged third -party
software) tutorials and related documentation made available, directly or indirectly, by CHC to
Client as part of the CHC Services (the "CHC Products") are the exclusive property of CHC. All
rights, title and interest in or to any copyright, trademark, service mark, trade secret, and other
proprietary right relating to the CHC products and the related logos, product names, etc., are
reserved.
B. Ownership of Data — All current and historical HIPAA-allowed participant data, including
biometric data, steps and activities entered into Activity Tracker, collected on behalf of Client is
the exclusive property of Client, and shall be timely transferred as directed by Client upon
termination of agreement.
Article VI — HIPAA Compliance
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CHC and Client are required to meet the requirements of the Health Insurance Portability and
Accountability Act of 1996, the Health Information Technology for Economic and Clinical Health
Act, and the regulations promulgated there under, as they may be amended from time to time
(collectively, "HIPAA"). CHC will only release a participant's information, results or any other
component of their file received, created, or maintained by CHC to a third -party upon receipt of a
valid authorization for such release from the participant. The Parties' obligations pursuant to
HIPAA are more fully outlined in Exhibit B of this Agreement.
Article VII — Term and Termination
A. Term - The term of this Agreement shall be for one year. This agreement will automatically
renew for consecutive one-year terms unless termination is requested in writing by either party
as specified in Section B below.
B. Termination - With respect to the CHC Services covered by this Agreement, Client or CHC
may terminate this Agreement at any time upon 30 days prior written notice to the other Party.
Article VIII — Indemnification
CHC shall indemnify and hold harmless Client and its agents and employees from and against all
claims, damages, losses and expenses, including attorney's fees arising out of, or resulting from
the negligent performance of the CHC Services.
Article IV — Extent of Agreement
This Agreement represents the entire and integrated agreement between Client and CHC and
supersedes all prior negotiations, representations or agreements, either written or oral. This
Agreement may be amended only by written instrument signed by both Client and CHC.
Client and CHC have read this agreement and each attachment, and understand that all apply
fully to this agreement and acknowledge that they are bound by this agreement.
In witness whereof, the parties hereto have hereunto caused their names to be set and to a
duplicate of the same date and tenor as of the day and year first written above.
[Signature page follows]
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows:
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{Client}
Client Signature
Title
Printed Name
Date
Exhibit A: Program Description and Costs
1. General
CHC Wellness, Inc.
A
CHC Signature
A. CHC will assist Client in developing and administering a practical, legal and population -
appropriate activity- and outcome -based Wellness Program that reflects Client's specific
needs. Elements of the program, and their costs, are described below.
B. Eligibility for the Wellness Program will be determined at Client's sole discretion.
C. CHC will provide customer service directly to Client's Wellness Program participants as it
relates to their individual activity records and health information.
D. All services, procedures, materials, and communications provided by CHC will be ADA -
compliant.
Insert services and fee schedule.
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II. Health Risk Assessment (HRA)
CHC uses the HRA developed and maintained by the University of Michigan's Health
Management Resource Center (HMRC). The HRA is constantly evaluated and updated to be
an accurate tool for reporting risk and cost. CHC has added some clinical questions to ensure
accurate biometric ranges. The HRA is available only on the CHC web portal
(www.chcw.com).
*NOTE: Client has the option of adding up to 5 additional questions to the HRA. This
customization will allow Client to acquire any information that it deems valuable. Note,
however, depending on the content of these questions and the participants' responses, Client
may not be entitled to access the responses to these questions based on applicable federal
and state medical privacy laws, including but not limited to the Employee Retirement Income
Security Act ("ERISA"), GINA, HIPAA, and any other applicable laws. Specifically, any
information obtained by CHC pursuant to its performance of the CHC Services that is covered
by the GINA rules and regulations (i.e., a participant's family medical history) will not be
provided to the Client. CHC assumes that Client's intended uses of the CHC Services' results
or reports are compliant with GINA, ERISA, HIPAA, and all other applicable health privacy
laws, and CHC makes no representations as to whether Client's intended uses are compliant
with such laws. Client should consult with its legal counsel regarding its intended uses of the
CHC Services' results or reports, as well as its health plan documents, to avoid violating the
aforementioned health privacy laws.
III. Health and Wellness Screening
The screening will include full venipuncture, height and weight, waist circumference, blood
pressure and breath nicotine test for those participants who self-report as non-smokers.
Standard Venipuncture Screening Tests
(provided to all screening participants as part of screening package)
Chem -Screen Profile:
- Glucose
- Chloride
- BUM/Creatinine Ratio
- Calcium
- Calculated Globulin
- Direct Bilirubin
- AST
- Iron
Coronary Risk Assessment:
Triglycerides
LDL Cholesterol
Complete Blood Count:
Sodium
- Potassium
Urea Nitrogen
- Creatinine
Uric Acid
- Phosphorus
Total Protein
- Albumin
A/G Ratio
- Total Bilirubin
Alkaline Phosphatase
- GGT
ALT
- LD
Carbon Dioxide
- Total Cholesterol - HDL Cholesterol
- Cholesterol/HDL Ratio
White Blood Cells - Red Blood Cells - Hemoglobin
- Hematocrit - MCV - MCH
- MCHC - RDW - Platelet Count
Optional Tests
(available at additional cost, due from participant at time of screening)
TSH:
Tests for thyroid disorder
$42
PSA:
Early detection of prostate cancer for men
$39
Homocysteine:
Test for risk of both heart disease and Alzheimer's Disease risk
$54
H. Pylori:
Test detects the level of stomach bacteria, H. Pylori
$41
Cardio C:
A very sensitive test that measures inflammation within the arteries
$39
Hemoglobin A1c:
Estimates the amount of glucose in an individual over the last 3
$34
mnnths
VAP:
Analysis of cholesterol subclasses which increases heart disease
$99
detection by 40-90%
Blood Type:
Determines your ABO blood type and Rh factor
$25
Vitamin D:
Test for vitamin D deficiency
$40
Testosterone:
Measures the amount of male hormone androgen
$42
B12 & Folate:
Tests B12 and folate levels. Can cause depression, irritability, and
$42
other symptoms
Gluten Allergy:
Determines gluten specific allergy
$29
Colon Cancer
Colon cancer screening test to be completed in the privacy of the
$10
Screening
participants home.
A. Onsite screenings at multiple Client locations and times, on a mutually agreeable
schedule.
B. Remote screening option alternative for employees unable to participate in an on-site
screening.
1. Participant must register for screen and complete HRA on CHC's secure website.
2. Participant will visit nearest LabCorp office during established time frame for a blood
draw.
3. Remote screenings will include venipuncture only. The participant is responsible to
make an appointment at Client's employee health clinic to obtain other tests and
measurements.
4. Biometric data gathered by LabCorp and by the employee health clinic will be entered
into CHC's system. The data gathered for remote screening participants will be
included in the aggregate CHC report in the same manner as the data collected for
on-site screening participants.
C. CHC will provide electronic sign-up, marketing materials, staffing, equipment and supplies
for on-site screenings. Client will provide space on-site and communicate directly with
employees.
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D. Cost of screenings will be passed through to participants' insurance company as
preventive care. CHC will prepare a list bill for participants on Client's insurance plan.
IV. Screening Results
Every participant's screening results will be reviewed by a practicing physician.
A. A CHC medical director will immediately telephone any participant who has one or more
test results that are dangerously out of range to discuss such test result(s).
B. Any participant with a combination of results that are of concern to reviewing physicians,
but are not immediately dangerous, will receive a follow-up letter.
C. Screening results will be made available to participant in several ways:
1. Results will be available for on-line viewing by the participant approximately 2-3 days
after the screening.
2. A hard copy will be mailed by USPS to the participant's home address approximately
two weeks after the screening (unless the participant has opted out of mailings).
3. If the participant provides CHC with their personal physician's name and contact
information and authorizes the disclosure of the results to such physician, a copy of
the results will be sent directly to the physician free of charge.
D. Individual results will be maintained indefinitely to allow participant to track long-term
health.
E. Participants will also be provided with educational materials designed to help them
understand their results and to provide follow-up outlets that encourage them to take
action based on their results.
F. Client will not have access to the individual participants' results. Client will receive
aggregate data to assist with program development and outcome assessment.
V. Web Portal
CHC shall maintain a web portal (www.chcw.com) exclusively for the use of Client's Wellness
Program participants. Uses of the portal include:
A. Reporting screening results and biometric score
B. Tracking steps and other physical activities
C. Access to e -learning, webinars and newsletters
D. Monitoring progress toward incentives
E. Comparing progress on group challenges
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F. Presenting program information to participants
VI. Records and Reports
CHC shall keep records pertaining to all group and individual activities and results related to
Client's Wellness Program, and provide the following:
A. Quarterly Reports: Total steps and points toward incentive, on a participant -by -participant
basis.
B. Annual Reports: In-depth analysis of Client's aggregate wellness data, as gathered from
HRAs and screenings, including progress, trends, risks, recommendations and ROI.
C. Ad Hoc Reports: Other reports requested by Client on a case-by-case basis.
VII. Follow -Up Programs
A. E -Learning: Wellness participants will have unlimited access for an entire year to more
than 500 interactive online tutorials on a variety of health and wellness topics. Tutorials
test participants for comprehension to ensure participant develops an understanding of
the material.
B. Health Coaching:
1. Participants will have inbound access, via the phone, internet or instant messaging, to
a Health Coach for behavior modification, education, and referrals in the areas of:
➢ Nutrition management
Weight management
Fitness and exercise
➢ Chronic condition management:
(high cholesterol, high blood
pressure, diabetes, etc.)
➢ Stress management
➢ Pre/Post-natal care
➢ Smoking cessation
➢ Complementary care: (chiropractic,
yoga, acupuncture, massage)
2. Participants will also have unlimited access to the wellness coaching portion of the
CHC website, including a proprietary Online Weight Management Program, Smoking
Cessation Program and Walking Program as well as other educational information.
3. CHC will provide free educational materials at the discretion of the Health Coach and
discount memberships to 2000+ gyms in the nationwide Globalfit gym network.
VIII. Services and Programs Available for Purchase at Additional Cost
A. Walking Program:
1. CHC will provide the following:
• Assistance in setting up and organizing the annual program
■ Support for a variety of popular pedometer brands and styles
■ User set-up and maintenance instructions for Client and users
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■ Program tracking through the CHC Wellness web portal
■ Assistance in developing and promoting walking challenges
2. Participant online capabilities include:
• Logging steps, aerobic steps, calories burned and distance via web browser
• Tracking individually progress daily, weekly, monthly and annually
• Tracking team progress against competing teams
3. Client is solely responsible for pedometers. CHC has no obligation with regard to
pedometers.
4. The cost for the walking program shall be [insert fee] per participant [per year or per
month], renewable annually.
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Exhibit B: HIPAA Business Associate Addendum
HIPAA BUSINESS ASSOCIATE ADDENDUM FOR THE
CHC WELLNESS SERVICES AGREEMENT
The Parties hereto wish to enter into this HIPAA Business Associate Addendum for the CHC
Wellness Services Agreement (the Addendum and the Services Agreement collectively referred
to herein as the "Agreement"), effective as of January 1111, 2016 (the "Effective Date"). The
Parties hereby agree to abide by the requirements of the Health Insurance Portability and
Accountability Act of 1996, Pub. L. No. 104-191 (the "Act"), the privacy standards adopted by the
U.S. Department of Health and Human Services (the "Department) as they may be amended
from time to time, 45 C.F.R. parts 160 and 164, subparts A and E (the "Privacy Rule"), the security
standards adopted by the Department as they may be amended from time to time, 45 C.F.R.
parts 160, 162, and 164, subpart C (the "Security Rule"), and the Privacy provisions (Subtitle D)
of the Health Information Technology for Economic Clinical Health Act, Division A, Title XIII of
Pub. L. 111-5, and its implementing regulations (the "HITECH Act), due to their status as a
"Covered Entity or a "Business Associate" under the Act. (The Act, the Privacy Rule, the Security
Rule, and the HITECH Act are collectively referred to as "HIPAA" for the purposes of this
Agreement.) The following are the terms and conditions pursuant to which protected health
information ("PHI") that is provided by, or created or received by, CHC (the "Business Associate")
from or on behalf of Client (the "Covered Entity), will be handled between CHC and the Client
during the term of the Agreement.
1. DEFINITIONS
Terms Used. Terms used, but not otherwise defined, in this Addendum shall have the same
meaning as those terms in 45 CFR 160.103 and 164.501.
2. HIPAA OBLIGATIONS
(a) Permitted Uses and Disclosures of Patient Information. Each Party shall comply with
confidentiality, medical records and/or other applicable laws and regulations with regard
to any and all information directly or indirectly accessed or used by the respective Parties
and their personnel, including without limitation HIPAA. To the extent required by HIPAA,
the Parties agree that:
i. CHC shall use the minimum PHI necessary only as permitted by the Privacy Rule to
perform its services under the Agreement or in performing other administrative
services required or requested by Client as set forth in the Agreement between the
Parties or as may be required by HIPAA. CHC may -use and disclose PHI as is
necessary for its proper management and administration of CHC's duties under the
Agreement or to fulfill any legal responsibilities of CHC.
ii. Nothing in this Section 2 shall limit or restrict any Party from de -identifying such data
and information so that it is not individually identifiable health information or
otherwise does not constitute PHI as defined under HIPAA.
iii. With respect to PHI received by CHC under the Agreement, in furtherance of
performing CHC services under the Agreement and for program development, CHC
Cej
reserves the right to use such data and information for statistical evaluation and
research, provided that the results of this statistical evaluation and research will only
be disclosed in aggregate form and such disclosures will not identify Client or any
individual, unless a valid prior authorization has been received.
(b) Responsibilities of CHC. With regards to CHC's use and/or disclosure of Client's PHI,
CHC hereby agrees to:
i. Use and/or disclose PHI only as permitted or required by the Agreements or as
otherwise permitted or required by applicable law.
ii. Disclose to its subcontractors, agents or other third parties, and request from Client
or Client's business associates, only the minimum PHI necessary to perform or
fulfill a specific function required or permitted by the Agreement.
iii. Use appropriate safeguards to prevent use or disclosure of PHI other than as
provided in the Agreement.
iv. Report to Client's Privacy Officer in writing any use and/or disclosure of unsecured
PHI not provided for in the Agreements of which CHC becomes aware as soon as
practicable following CRC's discovery of such unauthorized use and/or disclosure.
V. Require any and all agents and subcontractors that receive or use, or have access
to, PHI under the Agreement to agree, in writing, to adhere to the same restrictions
and conditions on the use and/or disclosure of PHI that apply to CHC pursuant to
the Agreement.
vi. To the extent practicable, mitigate any harmful effect that is known to CHC of a
use or disclosure of unsecured PHI by CHC, or any of its agents or subcontractors,
in violation of the requirements of the Agreement.
vii. Document any uses or disclosures of PHI and information related to such use or
disclosure that would be required under the Privacy Rule for Client to respond to
a request by an individual for an accounting of uses or disclosures of PHI.
viii. if applicable, make available to Client the information required for Client to provide
an accounting of the disclosures in accordance with 45 C.F.R. §164.528, in the
time and manner reasonably designated by Client.
ix. At the request of Client, provide access to PHI in a reasonable time and manner
designated by Client, or, as directed by the Client, to an individual for purposes of
accessing, inspecting or copying as further described and limited in accordance
with 45 C. F. R. § 164.524.
X. At the request of Client or an individual, amend PHI that Client reasonably directs
or agrees to in accordance with 45 C.F.R. §164.526 in a reasonable time and
manner designated by Client.
xi. Make its internal practices, books, and records relating to the use and disclosure
of PHI received from, or created or received by CHC available to Client or to the
Secretary of Health and Human Services, in the time and manner designated by
7
Client or the Secretary, for purposes of determining Client's or CRC's compliance
with H I PAA.
xii. In addition to any other right to terminate the Agreement, this Agreement will
terminate when all of the PHI provided by Client to CHC, or created or received by
CHC on behalf of Client, is destroyed or returned to Client, or, upon mutual written
agreement of the Parties that such return or destruction of PHI is infeasible, CHC
will extend the protections of this Agreement to the PHI and limit further uses and
disclosures to those purposes that make the return or destruction of the information
infeasible, for so long as CHC maintains such PHI. In the event that CHC
reasonably believes that returning or destroying PHI is infeasible, CHC will provide
to Client written notification of the specific conditions that make return or
destruction infeasible.
(c) Responsibilities of Client. With regard to the use and/or disclosure of Client's PHI by
CHC, Client hereby agree to:
i. provide CHC with Client's Notice of Privacy Practices, as well as any changes to
such notice if such changes affect the services provided by CHC under the
Agreement, as soon as practicable after the distribution of such notice to
participants; and
ii. inform CHC of any changes in an individual's written authorization, to the extent
that it knows of such changes and such changes affect CHC's permitted or
required uses and disclosures, pursuant to 45 C.F.R. §164.506 and/or §164.508.
(d) Termination for Failure to Comply. If either Party to this Agreement breaches a material
term of this HIPAA Business Associate Addendum and has not cured such breach within
a reasonable amount of time after receiving written notice from the non -breaching Party,
such cure period not to be less than ten (10) days, the non -breaching Party may
immediately terminate the Agreement.
3. MISCELLANEOUS
(a) Applicability. The provisions of this HIPAA Business Associate Addendum have been
included based on the understanding of the Parties that they are required by HIPAA. To
the extent that any relevant provision of HIPAA is amended or interpreted in a manner that
changes the obligations of the Parties that are embodied in the terms of the Agreement,
the Parties agree to negotiate in good faith appropriate amendments to the Agreement to
give effect to such revised obligations. Notwithstanding the above, the terms of the
Agreement will be construed in light of any interpretation and/or guidance on HIPAA
issued from time to time by the U.S. Department of Health and Human Services, the
Centers for Medicare and Medicaid of the Office of Civil Rights and any relevant court
decisions. Any ambiguity in this Agreement will be resolved in favor of a meaning that
permits the Parties to comply with HIPAA.
(b) Notices. All notices records or reports required to be given to either party under this
Agreement will be in writing and sent by traceable carrier to each party's address indicated
below, or such other address as a party may indicate by at least ten (10) days' prior written
notice to the other party. Notices will be effective upon receipt.
CLIENT/COVERED ENTITY:
Attn:
CHC/BUSINESS ASSOCIATE:
CHC Wellness
5440 N Cumberland Avenue
Suite 225
Chicago, IL 60656
Attn:
(c) Term. This HIPAA Business Associate Addendum will continue in full force and effect for
as long as the Services Agreement remains in full force and effect unless it is earlier
terminated pursuant to Section 2(e). This HIPAA Business Associate Addendum will
terminate upon the cancellation, termination, expiration or other conclusion of the Services
Agreement.
(d) Governing Law. This Agreement shall be governed by and interpreted in accordance
with the laws of the State of Illinois. Jurisdiction and venue for any dispute relating to this
Agreement shall rest exclusively with the state and federal courts of Indiana.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be signed by
their duly authorized representatives as of the Effective Date.
CHC/BUSINESS ASSOCIATE
Date:
CLIENT/COVERED ENTITY
Date:
Date:
Date:
ATTEST:
Date:
CHC
'WELLBEING
WELLBEING STRATEGY
PROPOSAL
BEYOND WELLNESS
TO TRUE POTENTIAL
Wellbeing Strategy Proposal
Attachment 2
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CHC Wellbeing
Name
Title
Email Address
Office #
Cell #
1
Why CHC Wellbeing?
We go beyond wellness to true potential. We help individuals excel in every facet of their lives. Our
belief is that everyone has a right to thrive.
• Our focus is on benchmark risks for physical, emotional, social and financial wellbeing
• We reduce these benchmark wellbeing risks by 25 percent
• The reduced risks directly impact cost and productivity
• We shape a culture of organizational trustworthiness and embed a sense of personal
wellbeing
Wellbeing Strategy Proposal
SOLUTION HIGHLIGHTS
Our solution offers the following:
Our Wellbeing Assessment provides a comprehensive understanding of your organization's
wellbeing. We gain a holistic view of each individual and set a baseline for your population
against the benchmark wellbeing risks through:
• Comprehensive Screenings: Our comprehensive screenings provide a detailed report to help
identify individuals at risk or out of range for key health indicators.
• Online Questionnaire: Our online questionnaire examines physical, emotional, social and
financial aspects of wellbeing.
• Cultural Survey, We ask individuals in your population what they need to be happy, content,
confident and more in control of their lives.
• Onsite evaluations provided by dedicated, full time CHC phlebotomists. Each phlebotomist has
average experience of over 5 years.
• Remote screening options for participants unable to attend an onsite event
Physician form is ideal for participants who have visited their physician recently and already have
blood test results (optional)
• Physician Connect, to share results, upon participant authorization, with their primary physician
• Medical outreach to participants via letter for out -of -range conditions and via phone call for
those participants deemed to be at immediate risk
• Access to 700 e-leaming courses online, including a 14 -week online tobacco cessation program
• Inbound telephonic health coaching to support a range of wellbeing goals
• Comprehensive participant and employer outcome reports
• Year-round, dedicated Account Management and program support
• CHC's verified and tracked Custom Reward Programs (optional)
• Custom Walking Challenges (optional)
• Data Analytics (optional)
Wellbeing Strategy Proposal
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CHC
S 0 4 U IONS
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COMPREHENSIVE WELLBEING ASSESSMENT
Comprehensive Screenings
The comprehensive 37 panel screening (see Exhibit A) includes a lipid panel (cholesterol and
additional tests related to coronary heart disease). Additional tests investigate the functions of all
the major organs of the body, including liver, kidney and lung function. CHC's certified phlebotomists
perform the health evaluation and complete blood pressure readings on each participant. Optional
tests are also available per participant request.
Health evaluations will be scheduled at your preferred location(s). We will work closely with you to
generate interest and excitement and to achieve maximum participation and value to you and your
employees. This provides a strong foundation for your program, which creates and supports a
culture of wellbeing. This also reduces overall healthcare costs.
Online Questionnaire
Our online questionnaire collects information across the four domains of wellbeing (physical,
emotional, social and financial) including smoking, alcohol use, exercise, workdays missed, and
adherence to recommended preventive exams, as well as input regarding stress, depression, and
job/life satisfaction. It can be taken online or can be completed at the on-site screening. It is
available in English, Spanish and Polish, both on-line and on paper. Our clients have the option of
adding questions. This customization will allow your group to poll participants in a multiple choice
format OR stratify the reporting based on response. Results from our comprehensive screening and
online questionnaire are seamlessly integrated by CHC to produce the aggregate and participant
results.
Cultural Survey
We ask individuals in your population what they need to be happy, content, confident and more in
control of their lives.
Remote Evaluations
Employees who travel, who don't work near a company facility, or who may be away at the time of the
screening have a convenient option of visiting one of the 1,800 partner LabCorp facilities around the
country. As with our on-site screenings, the participant experience will be facilitated by a trained
professional. Participants can visit any of these labs at a time that is convenient for them, including
Saturdays in many cases. The data gathered at off-site facilities will be combined with onsite health
evaluation results and included in aggregate company reports.
Physician Form
This option is ideal for participants who have visited their physician recently and already have test
results, as well as international employees, spouses, and employees in certain remote locations.
After the physician form is completed, the participant simply sends their results securely to CHC. As
with our remote screening option, the data will be reflected in the participant and company reports.
Physician Connect
Our Physician Connect service will allow the participants' lab results to be sent to their personal
physician. Since many people do not adhere to a recommended annual doctor visit, this feature
provides a convenient way for individuals to gather important biometric data, thus facilitating a more
Wellbeing Strategy Proposal 5
meaningful interaction with their physician during a visit. CHC receives positive feedback from
physicians because this data enables them to effectively treat and manage the health of their
patients.
e -LEARNING
CHC offers a wide variety of 700 e -Learning courses tailored to a participant's specific wellbeing
needs. Participants can access the e -Learning Library through their personal online member portal.
The courses are highly interactive, easy to understand and enjoyable. The multi -media modules
present information in simple format based on proven theories of learning and behavior
modification. Best of all, members can access modules and learn at their own pace and
convenience.
FINANCIAL WELLBEING
Our robust and unique curriculum increases your employees' financial confidence by engaging them
with topics such as budgeting, bank accounts, student loans, credit cards and retirement. CHC
equips your employees with interactive tools to personalize their experience. They can earn rewards
along the way as they achieve specific goals.
Support tools include finance experts, articles, interactive modules, webinars, resource
recommendations and more! With a wide range of tools at their fingertips, your employees can take a
big step toward true potential by taking control of their finances.
HEALTH COACHING
Each participant has access to inbound health coaching via the phone or internet, for ongoing
behavior modification, education, and access to proprietary online weight management and smoking
cessation programs. Coaches educate on a wide variety of wellbeing topics including, but not limited
to, Nutrition Planning, Stress Management, Exercise Programs, Sleep Improvement, Cholesterol
Management, Healthy Pregnancy and Diabetes Control.
CHC offers outbound health coaching as an optional program component for at -risk participants. At -
risk participants are typically identified by an out -of -range wellness score, which triggers an outbound
health coaching session. Outbound health coaching can also be recommended based on specific
health risks as identified by the client.
RESULTS
Employee Results
CHC is concerned about the environment and proud to be a Green Company. Each participant has
access to their own personal health portal on our website. This includes summarized and detailed
results within 72 hours of their screening, along with explanations and trending information and easy
access to additional resources such as e -learning and health coaching. Printed results are also
available through the mail upon request.
Aggregate Reporting & Company Profile
Following the health evaluations, your Account Manager will meet with your management team to
review the aggregate results of the screening and highlight areas that can be addressed to lower
Wellbeing Strategy Proposal 6
claims costs and improve health and productivity. Your Account Manager will work closely with you to
review and interpret the data, and to translate it into actionable information for your company.
Wellbeing Strategy Proposal
ACCOUNT MANAGEMENT &
CUSTOMIZED MARKETING
Account Management is a pillar of our service to you. Your Account Manager will work closely with
you to understand your goals, and will be your partner year-round in facilitating a sustainable, long-
term wellbeing strategy that fits your business and culture. It is their role to support both the
strategic and tactical efforts throughout every phase of the implementation and engagement. The
responsibilities include but are not limited to:
• Provide process and timeline for program implementation
• Develop and deliver customized program communications
• Provide FAQs for both participant and management
• Provide weekly updates during program registration
• Develop and implement incentive tracking and reward program
• Manage day to day employee questions
• Provide updates on new or enhanced solutions
• Analyze participant and aggregate reports to identify progress and next -step action
items
• Work with management to develop strategies for phases of engagement from year to
year
CUSTOM REWARD PROGRAMS
Optional
We scientifically apply rewards to promote specific habits that lead to true potential. Our proprietary
algorithm ensures the proper type and timing of rewards to create lasting change.
CHC's approach to rewards is flexible and customizable. We allow clients and employees to
measure results and to reward and reinforce the habits that will achieve their wellbeing goals. The
platform will capture the components of your specific wellbeing program, including both those that
you define and those provided by CHC.
With our rewards programs, CHC manages HIPAA compliant reporting on those participants that
have achieved program components and achieved target rewards. While a wide variety of reward
types can be utilized, premium differentials are our recommendation as they consistently deliver
the strongest participation and program engagement.
WALKING PROGRAM
Optional
The CHC Walking Program motivates employees to be more active, builds community and inspires a
healthy culture that encourages lower-cost behaviors.
• Customizable walking challenges and 30+ challenge library
• Online team results and leader board for competitive challenges
• Account management assistance with program set up and implementation
• How-to guides to help get participants started
• Targeted and engaging marketing
• Training for team set up and program use
Wellbeing Strategy Proposal 8
• Complete program tracking through CHC user portal
• Ability to combine and analyze your walking and bio -behavioral data
DATA ANALYTICS
Optional
Data Analytics integrates multiple risk data silos and provides employers with the relevant data and
statistically validated solutions needed to make money -saving, empirical decisions. By integrating
medical claims data, pharmacy data, and workers compensation data with the wellbeing plan
biometric data, CHC utilizes data -driven analytics to help organizations effectively manage health
plan spend. Clients gain crucial insight into which risks are driving costs and the specific target
areas (lifestyle, utilization, compliance, gaps in care, etc.) for a population health management
strategy.
With Data Analytics, CHC provides you with valuable insight into the following areas:
• How your entire population is utilizing the current health plan.
• What risk factors are driving costs, and what strategies can mitigate future risks?
• What is the relationship between gaps in care and disease severity?
• What is the lost productivity and absenteeism related to specific health risks?
• What are the specific targets for a population health management strategy?
• How is my wellbeing program impacting the health plan cost trends?
Data Analytics serves as an independent, digital data warehouse, and provides data crucial to
managing and negotiating future health plan costs.
Wellbeing Strategy Proposal
Wellbeing Strategy Proposal 10
Anemia, Infections & Heart Disease & Stroke
Certain Cancers Cholesterol
Iron Percentile Cholesterol
WBC, RBC, MCV, MCHC, Triglycerides
RDW HDL and LDL
Platelet count, HDL/Cholesterol-Risk
Hemoglobin Ratio
Hematocrit
Globulin, Total: Albumin
Serum
A/G Ratio
Kidney Disease Nutritional &
�= BUN/Creatinine Ratio Gastrointestinal Disorders
Phosphorus Total Protein
Sodium Albumin
Potassium Uric Acid
Chloride Calcium
Urea Nitrogen
Carbon Dioxide
Liver & Gallbladder Diabetes
Total Direct Bilirubin Blood Glucose
Alkaline and Phosphates
AST, ALT, and GGT
Albumin Total Protein
OBlood Pressure Reading The CHC Wellness
Taken before blood is ® research -based Health
drawn and again after Risk Appraisal (HRA) is a
blood draw if initial questionnaire that
reading is elevated (white assesses lifestyle choices
coat syndrome) to better evaluate a
participant's overall
health
Wellbeing Strategy Proposal 11
•40
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ri
EXHIBIT B
FEE
SCHEDULE
PROPOSED 3 -YEAR STRATEGY
Wellbeing Strategy Proposal 13
Year 1
Year 2
Year 3
Program Elements
Program Set-up
,
Custom Marketing Materials
,
Full Service Sign -Up
,
Online Heath Risk Assessment
,
Health Evaluation
,
Online Participant Health Portal with Nutrition and Activity Tracking
,
Online Company Health Portal
,
Individual and Company Results Reporting
700 CHC e -Learning Courses
,
CHC Inbound Telephonic Health Coaching
,
Financial Wellbeing Resource Center
,
Recommended Value Added Services (optional)
A1C Reflex Testing - When blood glucose level is > 100
Custom Incentive Programs & Tracking
,
CHC Walking Program
,
Data Analytics
Wellbeing Strategy Proposal 13
PROPOSED SOLUTION
• A dedicated, consultative Account Manager, along with CHC executive
Included
sponsorship
• Onsite screenings including Health Risk Assessment, and custom
Included
reporting
• Biometric testing, which analyzes liver and kidney function, coronary
heart health, anemia, white and red blood counts (for early detection of
Included
cancer), along with lipid components.
• Physician outreach to participants with out -of -range conditions indicating
Included
potentially urgent health risks
• Web portal access for all participants, with nutrition and activity tracking
Included
• A mobile app for convenient access to online resources and reports
Included
• Follow-up programs which include e -Learning, a 14 -week online tobacco
Included
cessation program, and health coaching
• Financial Wellbeing Resource Center
Included
• Aggregate Report: Review valuable data gathered from the screening
and assist with the interpretation of the data and design of appropriate
Included
action plans.
• Customized marketing materials
Included
• LabCorp services for participants who cannot attend onsite screenings
Included
Comprehensive Health & Wellness Program (per participant) Enter $ of Program
• A1C Reflex Testing - When blood glucose level is > 100
Proposed Solution Page 1 of 2
N/A
Wellbeing Strategy Proposal 14
PROPOSED SOLUTION continued
Value Added Services:
• TSH (Thyroid)
N/A
• PSA (Prostrate)
N/A
• Cotinine
N/A
• Height, Weight, Waist Circumference (onsite)
N/A
• Height, Weight, Waist Circumference (remote)
N/A
• Custom Incentive Platform
N/A
• Walking Program
N/A
• Data Analytics
N/A
Under minimum cost
Choose an item.
Minimum participation per event
30
Travel costs
Actual Costs
• Allow 6-8 weeks to implement services.
• Travel costs will be provided as appropriate when screening logistics are discussed.
• Fees for onsite screening services will be based on a minimum of 30 participants.
• Walking Program options are available to employees who are not participants in the CHC solution.
Additional fees apply.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be signed by their duly
authorized representatives as of the Effective Date.
Client:
Date
CHC Wellbeing:
Proposed Solution Page 2 of 2
Wellbeing strategy Proposal is