COBRA

Client's Responsibilities
You are the plan administrator and fiduciary as described under ERISA and the Internal Revenue Code. As such, only you have the power to waive, alter, breach or modify any of the terms and conditions of your Plan(s), and you exercise all discretion, control or authority with respect to the disposition of the available benefits. As such, you shall:
1. Provide WageWorks with a complete copy of all carrier and rate information, for our reference in connection with the provision of services.
2. Eligibility and Enrollment—Qualifying Event. Determine whether a Qualified Beneficiary has had a Qualifying Event and timely provide us with accurate and complete data regarding the Qualifying Event in the electronic data file format prescribed by WageWorks.
3. Eligibility and Enrollment—Open Enrollment.
  1. Notify WageWorks of the annual Open Enrollment Period.
  2. Determine which individuals are eligible to participate in your Plan(s) and provide us with accurate and complete eligibility data in the prescribed electronic data file format.
4. Provide accurate and timely changes to Participant enrollment and eligibility data, including, but not limited to, information that modifies a Participant's eligibility, status or election under a Plan, in the electronic data file format prescribed by WageWorks.
5. Notify WageWorks in writing of any changes in carriers and/or Plan(s) at least sixty (60) days prior to the effective date of the change.
6. Notify WageWorks in writing of any changes in premiums that shall apply at least sixty (60) days prior to the effective billing date of the new premium.
7. On a monthly basis, reconcile all carrier invoices and Participant reports, and notify both WageWorks and the carrier of any discrepancies.
8. Ensure that your Plan carriers and payroll/pension data processors provide timely, accurate and complete data files in the electronic data file format and method prescribed by WageWorks.
9. Obtain all required Participant consents necessary to disclose Participant PHI to WageWorks for the provision of services.
10. Correct all errors in any data, files or other materials provided to WageWorks by you or on your behalf by your third party service providers (e.g., carriers, payroll/pension data providers). WageWorks does not audit data, files or other information provided by you or your third-party service providers.
11. Timely pay all fees.
12. Timely pay all costs, including postage (billed at then-current USPS First Class Mail rates), print, copying and travel charges.
13. Manage access to the employer portal of our website by your personnel based upon your internal confidentiality and HIPAA privacy policies and procedures.
14. Comply with all applicable laws (e.g., HIPAA, COBRA and ERISA) with respect to your Plan(s) and make any required filings with the appropriate governmental agencies, including the DOL and the IRS.

WageWorks' Responsibilities
WageWorks has been engaged by you to provide certain COBRA administration services in connection with your Plan(s). Accordingly, you have authorized us to use our standard procedures for the provision of services that have been designed to ensure that the administration of your Plan(s) are in compliance with COBRA, ERISAand all other applicable regulations. We shall provide our services in accordance with the framework of policies, interpretations, rules, practicesand procedures as set forth in the Plan documents, and as otherwise mutually agreed upon or as directed by you. We shall provide the following services:

Provide you with a set of electronic file specifications for the delivery of data to WageWorks.
Process data files submitted by you in the electronic data file format prescribed by WageWorks.
Provide each Qualified Beneficiary with a COBRA Qualification Event notice and enrollment form packet after receipt of notification from you that a Qualifying Event has occurred.

Based on your election of partial, standard or custom Open Enrollment options, WageWorks will provide the following services, subject to applicable fees:

Partial Service	Standard Service	Custom Service
WageWorks will provide a sample Open Enrollment Election Form template for the client to provide to their participants. WageWorks will manage carrier and billing updates. Fee billed per enrolled participant.	WageWorks will produce and mail Participant Open Enrollment Notice & Election Form packages, up to 7 sheets of paper (double-sided). WageWorks will manage carrier and billing updates. Fee billed per packet. Postage and additional printing fees may apply in some situations and will be disclosed to the client.	WageWorks will produce and mail Participant Open Enrollment Notice & Election Form packages, up to 30 sheets of paper (double-sided). Special handling for division-based communications and/or custom inserts. WageWorks will manage carrier and billing updates. Fee billed per packet. Postage and additional printing fees may apply in some situations and will be disclosed to the client.

Process COBRA enrollment and change forms submitted directly by Qualified Beneficiaries and/or Participants through proper methods (e.g., WageWorks' website). Enrollment and elections will be considered timely made if the form is postmarked by the U.S. Postal Service or express delivery service within the applicable statutory period or Open Enrollment Period.
Provide monthly premium payment coupons to Participants.
Collect premium payments (and administrative surcharges) via a WageWorks-owned lockbox and deposit those funds in a WageWorks-owned bank account. Premiums shall be considered timely paid if postmarked by the U.S. Postal Service or express delivery service within thirty (30) days of the due date.
Remit premium payments received, less a 2% surcharge retained by WageWorks, to you by the 20th business day of each month.
Process data files received from and/or prepare data files for submission to your medical plan carriers and/or payroll data processor in the format and method prescribed by WageWorks.
Provide notice of termination of COBRA coverage to Participants upon termination of coverage.
Provide compliance management services, including processing disability extensions, Medicare entitlement and all second Qualifying Events and changes, upon receipt of proper and timely notification from you or the Participant in the format and method prescribed by WageWorks.
Provide you with access to our website where you may:
1. View and download standard reports
2. View individual account information
3. Access to our online communications gateway and download standard electronic communication material at no additional charge. Customized items may be provided for an additional fee, plus charges for applicable bulk sales, taxes, shipping and handling.
Provide you with a client services representative to answer phone or email inquiries by your staff regarding any service matters during the period of 8:00 a.m. (ET) to 8:00 p.m. (ET), Monday through Friday, excluding holidays and other non-business days.
Provide customer service representatives who are available to answer Eligible, Qualified Beneficiary and Participant phone calls during the period of 8:00 AM ET to 8:00 PM ET, Monday through Friday, excluding holidays and other non-business days.
Provide Qualified Beneficiaries and Participants with 24/7 access (excluding scheduled maintenance) to our website where Participants can access information regarding their COBRA coverage.
Provide eligibility reporting to carriers in the electronic data file format prescribed by WageWorks.

Additional Services
In addition to the services set forth above, WageWorks may also provide you with the following optional services, as elected and subject to the payment of additional fees. Optional services may include the following:
1. On-site Meetings. Participate in enrollment meetings and benefits fairs.
2. DOL Initial Notification of Rights. Provide DOL Initial Notification of Rights to all Eligibles.
3. Customization Services. Provide customization services for non-standard files and/or communications.
4. Carrier Reconciliation and Remittance Services. Reconcile carrier files against eligibility and enrollment information maintained by WageWorks and remit premiums directly to the carrier.
5. Post-termination Transition Services. Provide mutually agreed upon post-termination transition services. WageWorks shall not be obligated to provide post-termination transition services if services are terminated due to your failure to pay amounts due.
Disclaimer
Notwithstanding anything to the contrary, WageWorks shall not be responsible to receive or review claims for benefits under any Plan(s), or be liable for the payment of any claims for benefits under, or in connection with, any Plan(s).
Definitions
1. "Eligible" means an employee who is eligible to receive COBRA continuation coverage.
2. "COBRA" means the Consolidated Omnibus Budget Reconciliation Act of 1985.
3. "Open Enrollment Period" means the period during which a Qualified Beneficiary may elect COBRA continuation coverage and enroll in or change coverage under a Plan.
4. "Participant" means any Qualified Beneficiary who elects COBRA continuation coverage under a Plan.
5. "PEPM” means Per Eligible Per Month and it refers to the COBRA eligible population. With respect to the WageWorks billing, “Per Eligible Per Month” (PEPM) is equivalent to “per covered lives”. Client shall provide a good faith estimate of the total number of COBRA eligible employees which is equivalent to covered lives during each plan year’s open enrollment period and shall, prior to commencement of each plan year, submit a copy of the health insurance invoices (e.g., medical, dental, vision and/or EAP, if applicable) to substantiate the COBRA eligible (covered lives) count.
6. "Plan" means any healthcare plan established by you.
7. "Qualified Beneficiary" means an Eligible or an Eligible's dependent with individual rights to COBRA continuation coverage, including a surviving spouse.
8. "Qualifying Event" means:
  1. i. the death of an Eligible, if such event results in the loss of coverage by a Qualified Beneficiary under your Plan(s); ii. termination of employment or reduction in hours of an Eligible, iii. divorce/legal separation from an Eligible; iv. the filing for bankruptcy by you (provided that if you file for bankruptcy under Title 11, U.S.C., you shall advise WageWorks of any loss or substantial elimination of coverage under your Plan(s) with respect to any Qualified Beneficiaries); and v. any other event resulting in a Qualified Beneficiary losing coverage under your Plan(s);
  2. a determination under Title II or XVI of the Social Security Act that a Qualified Beneficiary was disabled at the time of a Qualifying Event described in (a) above, or a determination that a Qualified Beneficiary is no longer disabled; or
  3. the termination of any Plan(s).

[V. 1/1/19]