Embassy of Italy Washington, DC Description of Contract Agreement ACA compliant policy-agreement for a fully insured group contract for the medical costs of locally hired employees (US citizen and dual national employees) under contract with Institutions of the Italian Government in the United States (diplomatic missions, consular offices, cultural institutes, etc.) and their dependents. between The Embassy of Italy, located at 3000 Whitehaven Street, NW, Washington DC 20008, represented by Mr Claudio Bisogniero, Ambassador, (hereinafter referred to as The Embassy) and the Insurance Company………………………located in………………………….., registered with the Federal Government with Employer Identification Number …………….registered and licensed to do business in the the District of Columbia, License Number ……………………and represented by Mr. ………………………………… Whereas: The Embassy is interested in providing ACA compliant large group health insurance under a fully insured large group contract for its US citizen and dual national employees and dependents that live and work in the US; The Embassy will enter into a public bid process starting in February 2015; Upon completion of the public bid process, the contract will be awarded to the lowest bidder that meets all of the minimum requirements of the bid; The expected effective date of the ACA compliant, fully insured large group contract will be July 1, 2015; The contract arising from this public bid process shall be valid for 36 months from the effective date of coverage; The financial offer presented by the Insurance Company is outlined as follows: Total amount for the 36 months is ………………….. $...........for 2015: from July 1 2015 up to 31 December 2015 $...........for 2016: from January 1 2016 up to 31 December 2016 $...........for 2017: from January 1 2017 up to December 31 2017 $...........for 2018: from January 1 2018 up to June 30 2018 The ACA compliant, fully insured large group contract will be situs in Washington, DC. It is understood that all potential contractors that submit proposals under this invitation to bid will include the following non-negotiable elements: Article 1 (Forward): 1.1 All attached Technical Specifications (Exhibit A) must be included in the proposal. Article 2 (Contract): 2.1 The Embassy and the winning Contractor agree to be legally and formally bound, particularly with respect to Italian laws and US federal and state insurance laws and regulations, to perform and provide the services outlined in this Contract Agreement. Article 3 (Scope of Work): 3.1 The scope of work of the final Contract will be to provide an ACA compliant, fully insured large group health insurance plan for the US citizens and dual national employees of the Institutions of the Italian Government in the United States (diplomatic missions, consular offices, cultural institutes, etc.) and their dependents. 3.2 Enrollments of other Institutions of the Italian Government in the United States will be paid separately by the other Italian Institutions. The final enrollment number will be for the total number of employees and thus all submitted proposals must be in the large group market segment. 3.3 The services and cost sharing arrangements to be included in the proposal are listed in the Technical Specifications in Exhibit A. Article 4 (Definitions): 4.1 “ACA” refers to the Affordable Care Act, as known as the Patient Protection and Affordable Care Act, of 2010. 4.2 “Fully insured” is defined as a group health insurance plan in which the employer contracts with an insurance carrier to assume the financial responsibility for the covered medical and prescription drug costs for all enrolled employees and their enrolled dependents as well as all incurred administrative 4.3 “Annual deductible” refers to the fixed dollar amount during a benefit period (i.e., coverage year) that an insured member must pay before the insurance carrier starts to make payments for covered medical services. 4.4 “Annual out-of-pocket maximum” refers to the maximum dollar amount an insured member is required to pay out of pocket during a benefit period (i.e., coverage year). Until this annual maximum is met, the insured member and the insurance carrier will share in the cost of all covered expenses. After this annual maximum is reached, the insurance carrier will pay 100% of all covered expenses, without regard to any annual or lifetime benefit maximums. 4.5 “Coinsurance” refers to a stated percentage of the cost of covered medical services that an insured member must pay after the annual deductible has been met. 4.6 “Copay” or “Copayment” refers to a fixed dollar amount that an insured member must pay for a covered service. The insurance carrier is responsible for the rest of the provider reimbursement after the copay or copayment has been made by the insured member. Article 5 (Contract Modifications): 5.1 The final Contract can only be modified in writing and only if agreed upon by both parties. Article 6 (Contract Amounts and Payments): 6.1 The Embassy agrees to pay the Insurance Company as determined in the present Agreement as follow: for the year 2015 $............; from July 1 up to December 31 2015 for the year 2016 $.............; from January 1 up to December 31 2016 for the year 2017 $............; from January 1 up to December 31 2017 for the year 2018 $...........; from January 1 up to June 30 2018 6.2 The Embassy agrees to make equal monthly premium payments based on the values stated on the table of the point 6.1. 6.3 Payment of the monthly premium amounts will be accomplished through a bank check or bank wire transfer. 6.4 The final agreed upon monthly premium amounts will include all claims for covered medical and prescription drug expenses as well as all administrative costs including but not limited to all taxes required under the ACA for fully insured, non-grandfathered large group coverage. Article 7 (Assignment): 7.1 The final Contract cannot be assigned by the insurance carrier to another party without the Embassy’s written consent. Article 8 (Force majeure): 8.1 Neither party to the final Contract will be held responsible if the non-fulfillment of the Contract is caused by forces beyond their control, such as natural calamities or terrorist acts. A strike is not considered a cause beyond one’s control. In these circumstances the party whose performance is directly or indirectly affected by these forces must quickly inform the other party and take all possible actions and precautions to resolve the situation as soon as possible. Article 9 (Termination of the Contract): 9.1 The Embassy will have the right to terminate the group health insurance contract for any reason with 30 days written notice. Article 10 (Compliance with Federal and State laws): 10.1 The insurance carrier will be responsible for making sure that the ACA compliant fully insured large group contract is compliant with all applicable Federal and State insurance laws and regulations. Article 11 (Domicile): 11.1 The insurance carrier expressly declares that it is licensed and registered to do business in Washington DC. Article 12 (Disputes): 12.1 The Embassy and the insurance carrier pledge to collaborate in good faith towards a mutual resolution of any eventual dispute that might arise in the administration and execution of the final Contract. Article 13 (Contract Efficacy): 13.1 The contract is immediately binding for the Insurance Company whereas it will becomes binding for the Embassy only upon approval of the Italian Government Audit Agencies. Article 14 (Expenses): 14.1 All expenses related to the preparation of a proposal will be the responsibility of the bidder.