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PSA With Virgin Pulse, Inc DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Z C)2-1 324 V (t) DocuSign Envelope ID:16D6381B-5D41-4227-B7EC-4B6FEF1E46B1 jai Z2. - cF Contract No.22-042-01 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND VIRIGN PULSE, INC. FOR WELLNESS SERVICES FOR ACTIVE EMPLOYEES, PURSUANT TO RFQ-2022-042-WG 1/24/2023 1 1:07 EST This Professional Services Agreement ("Professional Services Agreement") is entered into this January 5, 2023 ("Effective Date"), between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139 (the "City"), and VIRGIN PULSE, INC., a Corporation, whose address is 75 Fountain Street, Suite 310, Providence, Rhode Island, 02902 ("Consultant"). SECTION 1 DEFINITIONS Agreement: The term "Agreement" shall refer to this Professional Services Agreement and all exhibits hereto, including, but not limited to Consultant's Order Form (the "Order Form") and the Virgin Pulse Inc. Terms & Conditions (the "VP Terms") and all exhibits thereto ("Exhibits"), each as included in Exhibit"A" hereto. City Manager: The chief administrative officer of the City. City Manager's Designee: The City staff member who is designated by the City Manager to administer this Agreement on behalf of the City. The City Manager's designee shall be the Human Resources, Department Director. Consultant: For the purposes of this Agreement, Consultant shall be deemed to be an independent contractor, and not an agent or employee of the City. Services: All services, work and actions by the Consultant performed or undertaken pursuant to the Agreement, including, but not limited to those detailed in Exhibit"A" hereto. Fee: Amount paid to the Consultant as compensation for Services. Proposal Documents: Proposal Documents shall mean City of Miami Beach RFQ No. 2022-042- WG for Wellness Services for Active Employees, together with all amendments thereto, issued by the City in contemplation of this Agreement RFQ, and the Consultant's proposal in response thereto ("Proposal"), all of which are hereby incorporated and made a part hereof. 1 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381 B-5D41-4227-B7EC-4B6FEF1 E46B1 Contract No.22-042-01 Precedence: In the event of any conflict between the Proposal Documents, this Professional Services Agreement, the Order Form, the VP Terms, and the Exhibits, the following order of precedence shall prevail: mutually executed Change Orders; this Professional Services Agreement; the Order Form, the VP Terms; the Exhibitis; the RFQ; and the Proposal. Risk Manager: The Risk Manager of the City, with offices at 1700 Convention Center Drive, Third Floor, Miami Beach, Florida 33139; telephone number (305) 673-7000, Ext. 6435; and fax number(305) 673-7023. SECTION 2 SCOPE OF SERVICES 2.1 In consideration of the Fee to be paid to Consultant by the City, Consultant shall provide the work and services described in Exhibit"A"hereto(the"Services"). 2.2 Consultant's Services, and any deliverables incident thereto, shall be completed in accordance with the timeline and/or schedule in Exhibit"A" hereto. SECTION 3 TERM The term of this Agreement ("Term") shall commence upon execution of this Agreement by all parties hereto (the Effective Date set forth on p. 1 hereof), and shall have an initial term of Three (3) years, with two (2) one-year renewal options, to be exercised at the City Manager's sole option and discretion, by providing Consultant with written notice of same no less than thirty (30)days prior to the expiration of the initial term. SECTION 4 FEE 4.1 In consideration of the Services to be provided, Consultant shall be compensated pursuant to the Fee Schedule attached hereto and incorporated herein as Exhibit"A". 4.2 ESCALATION: The Fee's established-in 'Exhibit "A" Scope of Services shall remain constant for the Initial Term of the agreement. Ninety (90) days prior to expiration of the Initial Term, the City Manager may consider an adjustment to the preceding year's unit costs for the subsequent year. Any such adjustments, if any, shall be based on a corresponding increase in the Consumer Price Index for All Urban Consumers; U.S. City average (1982-84=100), as established by the United States Bureau of Labor Statistics ("CPI"), or material adjustments to the scope or requirements of the RFQ by the City, including (but not limited to) living wage increases, provided, however, that in no event shall any annual increase exceed more than the percentage increase or decrease in the Consumer Price Index CPI-U. In the event that the City Manager determines that the requested increase is unsubstantiated, the Consultant agrees to perform all duties at the current cost terms. 4.3 INTENTIONALLY DELETED 2 DocuSign Envelope ID:75F39255-CE0B-4467-S5BB-505CD5563023 DocuSign Envelope ID:18D6381 B-5D41-4227-B7EC-4B6FEF1 E46B1 Contract No.22-042-01 4.4 INVOICING Upon receipt of an acceptable and approved invoice, payment(s) shall be made within forty-five (45) days for that portion (or those portions) of the Services satisfactorily rendered (and referenced in the particular invoice). Invoices shall include a detailed description of the Services (or portions thereof) provided, and shall be submitted to the City at the following address: Accounts Payable: PavablesAmiamibeachfl.Qov SECTION 5 TERMINATION 5.1 TERMINATION FOR CAUSE Either Party may terminate this Agreement if: (i) the other Party makes an assignment for the benefit of creditors, ceases to do business, terminates its business operations, or becomes insolvent, or proceedings are instituted by or against it that are not terminated within sixty (60) days, (ii) the other Party materially breaches this Agreement and does not cure such failure within thirty (30) days' of receipt of notice from the non-breaching Party; or (iii) a change in Applicable Law occurs during the.Term that materially and adversely impairs Consultant's ability to provide the Services in compliance with Applicable Laws and the Parties acting in good faith are unable to reach agreement on an amendment to account for such change in Applicable Laws within a reasonable period of time, but no later than the first date on which the•change in law becomes effective. Notwithstanding the above, neither Party shall not be relieved of liability for damages sustained by the other Party by any breach of the Agreement by the first Party. A prevailing Party shall be entitled to recover all costs of such actions, including reasonable attorneys'fees. In the event there is any Order Form still in effect as of the effective date of a termination for cause, this Agreement•shall remain in full force and effect solely with respect to such Order Forms until (a) the date such Order Forms expire or (b) another date mutually agreed upon by the Parties in writing. Termination of this Agreement will not relieve either Party from any obligation or liability that has accrued prior to the effective date of termination, including City's obligation to pay Consultant for the Services up to the date of termination. 5.2 TERMINATION FOR LACK OF APPROPRIATED FUNDING IF SUFFICIENT FUNDS ARE NOT APPROPRIATED PR.ALLOCATED TO THE CITY FOR PAYMENT UNDER THIS AGREEMENT OR ARE WITHDRAWN BY THE CITY MANAGER FOR ANY CURRENT OR FUTURE FISCAL PERIOD, THEN CITY MAY, AT ITS OPTION, TERMINATE THIS AGREEMENT ON THE LAST DAY OF ANY CALENDAR MONTH, UPON NINETY (90) DAYS PRIOR WRITTEN NOTICE TO CONSULTANT, WITHOUT FUTURE OBLIGATIONS, LIABILITIES OR PENALTIES, EXCEPT THAT CITY SHALL REMAIN LIABLE FOR AMOUNTS DUE UP TO THE TIME OF TERMINATION. IN ADDITION, CITY SHALL CERTIFY IN WRITING THAT SUFFICIENT FUNDS HAVE NOT BEEN APPROPRIATED OR HAVE BEEN WITHDRAWN SUCH THAT CITY IS UNABLE TO CONTINUE THE AGREEMENT. 3 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381 B-5041-4227-B7EC-4B6FEF1 E46B1 Contract No.22-042-01 5.3 TERMINATION FOR CONVENIENCE THE CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR ITS CONVENIENCE AND WITHOUT CAUSE, TERMINATE THE AGREEMENT AT ANY TIME DURING THE TERM BY GIVING WRITTEN' NOTICE TO CONSULTANT OF SUCH TERMINATION; WHICH SHALL BECOME EFFECTIVE WITHIN THIRTY (30) DAYS FOLLOWING RECEIPT BY THE CONSULTANT OF SUCH NOTICE. ADDITIONALLY, IN THE EVENT OF A PUBLIC HEALTH, WELFARE OR SAFETY CONCERN, AS DETERMINED BY THE CITY MANAGER, IN THE CITY MANAGER'S SOLE DISCRETION, THE CITY MANAGER, PURSUANT TO A VERBAL OR WRITTEN NOTIFICATION TO CONSULTANT, MAY IMMEDIATELY SUSPEND THE SERVICES UNDER' THIS AGREEMENT FOR A TIME CERTAIN, OR IN THE ALTERNATIVE, TERMINATE THIS AGREEMENT ON A GIVEN DATE. IF THE AGREEMENT IS TERMINATED FOR CONVENIENCE BY THE, CITY, CONSULTANT SHALL BE PAID FOR,ANY SERVICES SATISFACTORILY PERFORMED UP TO THE DATE OF TERMINATION AND AN EARLY TERMINATION FEE EQUAL TO (A) FIFTEEN PERCENT (15%) OF THE FEES THAT WOULD BE PAYABLE DURING THE BALANCE OF THE INITIAL TERM IF THE TERMINATION FOR CONVENIENCE RIGHT IS EXERCISED DURING THE FIRST YEAR OF THE TERM; (B)TEN PERCENT(10%) OF THE FEES THAT WOULD BE PAYABLE DURING THE BALANCE OF THE INITIAL TERM IF THE TERMINATION FOR CONVENIENCE RIGHT IS EXERCISED DURING THE SECOND YEAR OF THE TERM; OR (C) TWO AND ONE-HALF PERCENT (2.5%) OF THE FEES THAT WOULD BE PAYABLE DURING THE BALANCE OF THE INITIAL TERM IF THE TERMINATION FOR CONVENIENCE RIGHT IS EXERCISED DURING THE THIRD YEAR OF THE TERM. . FOLLOWING SUCH PAYMENT, THE CITY SHALL BE DISCHARGED FROM ANY. AND ALL LIABILITIES, DUTIES, AND TERMS ARISING OUT OF, OR BY VIRTUE OF, THIS AGREEMENT. THERE SHALL BE NO TERMINATION FOR CONVENIENCE FEE PAYABLE IN RESPECT OF THE CITY'S EXERCISE OF ITS TERMINATION FOR CONVENIENCE RIGHT DURING ANY RENEWAL TERM. 5.4 DELETION OF CITY DATA. Upon.termination of this Agreement for any,reason, (a) all rights and licenses' granted hereunder shall immediately cease.and (b)the Consultant shall delete or cause the deletion of any Client Data (as defined in..the.VP Terms) in its, possession or control and certify such deletion in writing to the City. SECTION 6 INDEMNIFICATION AND INSURANCE REQUIREMENTS ' 6.1 'INDEMNIFICATION Each of Consultant and the City agrees to indemnify, defend and hold harmless the other Party in accordance with the terms of Section 8 (Indemnification) of the VP Terms in Exhibit A. The provisions of this' Section 6.1 and of this indemnification shall survive termination or expiration of this Agreement. . 4 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 Contract No.22-042-01 6,2 INSURANCE REQUIREMENTS 6.3 The Consultant shall maintain the below required insurance in effect prior to awarding the agreement and for the duration of the agreement. The maintenance of proper insurance coverage is a material element of the agreement and failure to maintain or renew coverage may be treated as a material breach of the contract, which could result in withholding of payments or termination of the Agreement. A. Worker's Compensation Insurance for all employees of the vendor as required by Florida Statute 440, and Employer Liability Insurance for bodily injury or disease. Should the Vendor be exempt from this Statute, the Vendor and each employee shall hold the City harmless from any injury incurred during performance of the Contract. The exempt Vendor shall also submit (i) a written statement detailing the number of employees and that they are not required to carry Workers' Compensation insurance and do not anticipate hiring any additional employees during the term of this contract or(ii) a copy of a Certificate of Exemption. B. Commercial General Liability Insurance on an occurrence basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence, and $2,000,000 general aggregate. C. Automobile Liability Insurance covering any automobile, if vendor has no owned automobiles, then coverage for hired and non-owned automobiles, with limit no less than $1,000,000 combined per accident for bodily injury and property damage. D. Professional Liability Insurance in an amount not less than$1,000,000. 6.4 Additional Insured — City of Miami Beach must be included by endorsement as an additional insured with respect to all liability policies (except Professional Liability and Workers' Compensation) arising out of work or operations performed on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired or borrowed in the form of an endorsement to the Consultant's insurance. 6.5 Notice of Cancellation — Each insurance policy required above shall provide that coverage shall not be cancelled, except with notice to the City of Miami Beach c/o EXIGIS Insurance Compliance Services. 6.6 Waiver of Subrogation — Consultant agrees to obtain any endorsement that may be necessary to affect the waiver of subrogation on the coverages required. However, this provision applies regardless of whether the City has received a waiver of subrogation endorsement from the insurer. 6.7 Acceptability of Insurers— Insurance must be placed with insurers with a current A.M. Best rating of A:VII or higher. If not rated, exceptions may be made for members of the Florida Insurance Funds (i.e. FWCIGA, FAJUA). Carriers may also be considered if they are licensed and authorized to do insurance business in the State of Florida. 5 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 Contract No.22-042-01 6.8 Verification of Coverage—Consultant shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this contract. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time. CERTIFICATE HOLDER ON ALL COI MUST READ: CITY OF MIAMI BEACH c/o EXIGIS Insurance Compliance Services P.O. Box 947 Murrieta, CA 92564 Kindly submit all certificates of insurance, endorsements, exemption letters to our servicing agent, EXIGIS, at: Certificates-miamibeach(ariskworks.com 6.9 Special Risks or Circumstances - The City of Miami Beach reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Compliance with the foregoing requirements shall not relieve the vendor of his liability and obligation under this section or under any other section of this agreement. SECTION 7 LITIGATION JURISDICTIONNENUE/JURY TRIAL WAIVER This Agreement shall be construed in accordance with the laws of the State of Florida. This Agreement shall be enforceable in Miami-Dade County, Florida, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for the enforcement of same shall lie in Miami-Dade County, Florida. By entering into this Agreement, Consultant and the City expressly waive any rights either party may have to a trial by jury of any civil litigation related to or arising out of this Agreement. SECTION 8 LIMITATION OF LIABILITY NEITHER PARTY SHALL BE LIABLE TO THE OTHER, OR TO ANY OTHER PERSON, FOR ANY SPECIAL, EXEMPLARY, INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, OR CONSEQUENTIAL DAMAGES, INCLUDING ANY DAMAGES RESULTING FROM LOSS OF USE OF DATA OR THE SERVICES, LOST BUSINESS, LOSS OF GOODWILL, LOST REVENUES, OR LOST PROFITS, AND ANY OTHER DAMAGES FOR ECONOMIC LOSS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE INSTALLATION, IMPLEMENTATION, CUSTOMIZATION, USE, INABILITY TO USE, OPERATION OR SUPPORT OF THE SERVICES. 6 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 Contract No.22-042-01 Each of the City and the Consultant desires to enter into this Agreement only if in so doing each Party can place a limit on its liability for any cause of action, for money damages due to an alleged breach of this Agreement, so that with the exception of City's obligation to pay the Fees • (as defined in the VP Terms) and Consultant's indemnification obligations (subject to the limit detailed below) its liability for any such breach never exceeds amounts stated below. Each of City and Consultant hereby expresses its willingness to enter into this Agreement with recovery from the other Party for any damage action for breach of contract to be limited to a maximum amount stated below. Accordingly, and notwithstanding any other term or condition of this Agreement, each of city and Consultant hereby agrees that the other Party shall not be liable for damages in an amount in excess the amounts stated below for any action or claim for breach of contract arising out of the performance or non-performance of any obligations imposed upon such Party by this Agreement. EXCEPT FOR THE CITY'S OBLIGATION TO PAY THE APPLICABLE FEES, THE CITY'S MAXIMUM LIABILITY TO CONSULTANT OR ANY OTHER PERSON FOR ANY LOSS ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE GREATER OF : (A) THE EARLY TERMINATION FEES THAT WOULD BE PAYABLE IF THE CITY EXERCISED ITS EARLY TERMINATION RIGHT AS OF THE DATE OF THE EVENT(S) GIVING RISE TO SUCH LIABILITY WITH REGARD TO EVENT(S) OCCURRING DURING THE APPLICABLE TERM OR (B) TEN THOUSAND DOLLARS ($10,000) . CONSULTANT'S MAXIMUM AGGREGATE LIABILITY TO THE CITY OR TO ANY OTHER PERSON FOR ANY LOSS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE INSTALLATION, IMPLEMENTATION, CUSTOMIZATION, USE, INABILITY TO USE, OPERATION OR SUPPORT OF THE SERVICES SHALLL NOT EXCEED THE TOTAL FEES PAID AND/OR PAYABLE BY CITY IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT(S) GIVING RISE TO SUCH LIABILITY. NOTWITHSTANDING THE FOREGOING, THE LIMITATIONS OF LIABILITY SET FORTH HEREIN SHALL NOT APPLY TO LIABILITY OF CONSULTANT RELATED TO ITS OBLIGATION OF INDEMNIFICATION, WHICH LIABILITY SHALL BE LIMITED TO FIVE MILLION DOLLARS ($5 MILLION) IN THE AGGREGATE. Nothing contained in this section or elsewhere in this Agreement is in any way intended to be a waiver of the limitation placed upon the City's liability, as set forth in Section 768.28, Florida Statutes. • SECTION 9 DUTY OF CARE/COMPLIANCE WITH APPLICABLE LAWS/PATENT RIGHTS; COPYRIGHT; AND CONFIDENTIAL FINDINGS 9.1 DUTY OF CARE With respect to the performance of the Services contemplated herein, Consultant shall exercise that degree of skill, care, efficiency and diligence normally exercised by reasonable persons and/or recognized professionals with respect to the performance of comparable work and/or services. • 9.2 COMPLIANCE WITH APPLICABLE LAWS In its performance of the Services, Consultant shall comply with all applicable laws, ordinances, and regulations of the City, Miami-Dade County, the State of Florida, and the federal government, as applicable. 7 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:1806381B-5D41-4227-B7EC-4B6FEFIE46B1 Contract No.22-042-01 SECTION 10 GENERAL PROVISIONS 10.1 AUDIT AND INSPECTION OF RECORDS Upon reasonable written notice to Consultant of no less than fifteen (15) days, and at any time during normal.business hours (i.e. 9AM — 5PM, Monday through Fridays, excluding nationally recognized holidays), but no more often than once annually, there shall be made available to the City Manager, and/or such representatives as the City Manager may deem to act on the City's behalf (subject to written obligations of confidentiality), to examine, and/ or inspect, copies of any documents and/or records directly relating to the provision of the Services provided under this Agreement. Consultant shall maintain any and all such records at its place of business at the address set forth in the"Notices"section of this Agreement. 10.2 INSPECTOR GENERAL AUDIT RIGHTS (A) Pursuant to Section 2-256 of the Code of the City of Miami Beach, the City has established the Office of the Inspector General which may, on a random basis, perform reviews, audits, inspections and investigations on all City contracts, throughout the duration of said contracts. This random audit is separate and distinct from any other audit performed by or on behalf of the City. (B) The Office of the Inspector General is authorized to investigate City affairs and empowered to review past, present and proposed City programs, accounts, records, contracts and transactions. In addition, the Inspector General has the power to subpoena witnesses, administer oaths, require the production of witnesses and monitor City projects and programs. Monitoring of an existing City project or program may include a report concerning whether the project is on time, within budget and in conformance with the contract documents and applicable law. The Inspector General shall have the power to audit, investigate, monitor, oversee, inspect and review operations, activities, performance and procurement process including but not limited to project design, bid specifications, (bid/proposal) submittals, activities of the Consultant, its officers, agents and employees, lobbyists, City staff and elected officials to ensure compliance with the contract documents and to detect fraud and corruption. Pursuant to Section 2-378 of the City Code, the City is allocating a percentage of its overall annual contract expenditures to fund the activities and operations of the Office of Inspector General. (C) Upon ten (10) days written notice to the Consultant, the Consultant shall make all requested records and documents available to the Inspector General for inspection and copying. The Inspector General is empowered to retain the services of independent private sector auditors to audit, investigate, monitor, oversee, inspect and review operations activities, performance and procurement process including but not limited to project design, bid specifications, (bid/proposal) submittals, activities of the Consultant its officers, agents and employees, lobbyists, City staff and elected officials to ensure compliance with the contract documents and to detect fraud and corruption. • (D) The Inspector General shall have the right to inspect and copy all documents and records in the Consultant's possession, custody or control which in the Inspector 8 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 Contract No.22-042-01 General's sole judgment, pertain to performance of the contract, including, but not limited to original estimate files, change order estimate files, worksheets, proposals and agreements from and with successful subcontractors and suppliers, all project-related correspondence, memoranda, instructions, financial documents, construction documents, (bid/proposal) and contract documents, back-change documents, all documents and records which involve cash, trade or volume discounts, insurance proceeds, rebates, or dividends received, payroll and personnel records and supporting documentation for the aforesaid documents and records. (E) The Consultant shall make available at its office at all reasonable times the records, materials, and other evidence regarding the acquisition (bid preparation) and performance of this Agreement, for examination, audit, or reproduction, until three (3). years after final payment under this Agreement or for any longer period required by statute or by other clauses of this Agreement. In addition: i. If this Agreement is completely or partially terminated, the Consultant shall make available records relating to the work terminated until three (3) years after any resulting final termination settlement; and ii. The Consultant shall make available records relating to appeals or to litigation or the settlement of claims arising under or relating to this Agreement until such appeals, litigation, or claims are finally resolved. (F) The provisions in this section shall apply to the Consultant, its officers, agents, employees, subcontractors and suppliers. The Consultant shall incorporate the provisions in this section in all subcontracts and all other agreements executed by the Consultant in connection with the performance of this Agreement. (G) Nothing in this section shall impair any independent right to the City to conduct audits or investigative activities. The provisions of this section are neither intended nor shall they be construed to impose any liability on the City by the Consultant or third parties. 10.3 ASSIGNMENT.TRANSFER OR SUBCONSULTING Except as otherwise stated in the VP Terms, or in the case of merger, acquisition or sale of all, or substantially all, of Consultant's assets or capital stock, Consultant shall not assign, or transfer all or any portion of any work and/or service under this Agreement without the prior written consent of the City, which consent, if given at all, shall be in the other City's sole judgment and discretion. Neither this Agreement, nor any term or provision hereof, or right hereunder, shall be assignable unless as approved pursuant to this section, and any attempt to make such assignment(unless approved) shall be void. 10.4 PUBLIC ENTITY CRIMES Prior to commencement of the Services, the Consultant shall file a State of Florida Form PUR 7068, Sworn Statement under Section 287.133(3)(a) Florida Statute on Public Entity Crimes with the City's Procurement Division. 9 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:13D6381 B-5D41-4227-B7EC-4B6FEF1E46B1 Contract No.22-042-01 10.5 NO DISCRIMINATION In connection with the performance of the Services, the Consultant shall not exclude from participation in, deny the benefits of, or subject to discrimination anyone on the grounds of race, color, national origin, sex, age, disability, religion, income or family status. Additionally, Consultant shall comply fully with the City of Miami Beach Human Rights Ordinance, codified in Chapter 62 of the City Code, as may be amended from time to time, prohibiting discrimination in employment, housing, public accommodations, and public services on account of actual or perceived race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital and familial status, age, disability, ancestry, height, weight, domestic partner status, labor organization membership, familial situation, or political affiliation. 10.6 CONFLICT OF INTEREST Consultant herein agrees to adhere to and be governed by all applicable Miami-Dade County Conflict of Interest Ordinances and Ethics provisions, as set forth in the Miami-Dade County Code, as may be amended from time to time; and by the City of Miami Beach Charter and Code, as may be amended from time to time; both of which are incorporated by reference as if fully set forth herein. Consultant covenants that it presently has no interest and shall not acquire any interest, directly or indirectly, in any entity or business arrangement which could conflict in any manner or degree with the performance of the Services. Consultant further covenants that in the • performance of this Agreement, Consultant shall not employ any person having any such interest. 10.7 CONSULTANT'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW (A) Consultant shall comply with Florida Public Records law under Chapter 119, Florida Statutes, as may be amended from time to time. (B) The term "public records" shall have the meaning set forth in Section 119.011(12), which means all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business of the City. (C) Pursuant to Section 119.0701 of the Florida Statutes, if the Consultant meets the definition of"Contractor"as defined in Section 119.0701(1)(a),the Consultant shall: (1) Keep and maintain public records required by the City to perform the service; • (2) Upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes or as otherwise provided by law; (3) ' Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the contract term and following completion of the Agreement if the Consultant does not transfer the records to the City; (4) Upon completion of the Agreement, transfer, at no cost to the City, all public 10 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 1 ' DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEFIE46B1 Contract No.22-042-01 records in possession of the Consultant or keep and maintain public records required by the City to perform the service. If the Consultant transfers all public records to the City upon completion of the Agreement, the Consultant shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Consultant keeps and maintains public records upon completion of the Agreement, the Consultant shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the City, upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. (D) REQUEST FOR RECORDS; NONCOMPLIANCE. (1) A request to inspect or copy public records relating to the City's contract for services must be made directly to the City. If the City does not possess the requested records, the City shall immediately notify the Consultant of the request, and the Consultant must provide the records to the City or allow the records to be inspected or copied within a reasonable time. (2) Consultant's failure to comply with the City's request for records shall constitute a breach of this Agreement, and the City, at its sole discretion, may: (1) unilaterally terminate the Agreement; (2) avail, itself of the remedies set forth under the Agreement; and/or(3)avail itself of any available remedies at law or in equity. (3) A Consultant who fails to provide the public records to the City within a reasonable time may be subject to penalties under s. 119.10. (E) CIVIL ACTION. (1) If a civil action is filed against a Consultant to compel production of public records relating to the City's contract for services, the court shall assess and award 1 against the Consultant the reasonable costs of enforcement, including reasonable attorneys'fees, if: ' a. The court determines that the Consultant unlawfully refused to comply with the public records request within a reasonable time; and b. At least 8 business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that the Consultant has not complied with the request, to the City and to the Consultant. (2) A notice complies with subparagraph (1)(b) if it is sent to the City's custodian of public records and to the'Consultant at the Consultant's address listed on its contract with the City or to the Consultant's registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail, with postage or shipping paid by the sender and with evidence of delivery,which may be in an electronic format. (3) A Consultant who complies with a public records request within 8 business days after the notice is sent is not liable for the reasonable costs of enforcement. • (F) IF THE CONSULTANT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONSULTANT'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: 11 DocuSign Envelope ID:75F39255-CE0B-4467-8513B-505CD5563023 Docti§19n Eneope ID 1008107504144077070.07486FEF(E4eS) •Contract 22,00,81 CITY OF MIAMI BEACH ATTENTION: RAFAEL E GRANADO, CITY CLERK 1700 CONVENTION.CENTER DRIVE - MIAMI BEACH, FLORIDA 33139 E-MAIL: AAFAELGR- ANADOOMIAMIBEACHFL.GOV PHONE:' 396,6734411 118 FORCE MAJEURE (A): A.,'Force Majeure,'event iS an event that(i) In fact caUsei,a,delay in,the performance.of. the Consultant.or the City'S obligations under the Agreement and (ii) is beyond The reasonable control of such party unable to perform;the obligation, and (iii) is not due to an intentional-act, error, omission., or negligence of such party, and-(1v)could not have reasonably been foreseen and prepared for by Mich,.party at any time prior to the occurrence of the Went. Subject to the Meg-Ong criteria, Force Majeure may include events such as. war, civil insurrection, fiat fires, epidemics, pandemics, terrorism, sabotage, explosions, embargo restrictions; quarantine reStriCtipha, transportation accidents, strikes,strong nUrricanes,Or tornadoes, earthquakes; or other ads.of God Which!prevent performance. Force Majeure shall nOt_inciUde technological inclement weather, or failure to secure any .Of the required permits pursuant to the Agreement: ,(I3) If the City or Consultant's performance of its contractual ,Obligations is prevented or delayed by .an event'believed by to be Force Majeure, such party shall immediately, upon learning of the occurrence of the event or of the commencement of any such delay, but in;any base within fifteen (15) business days thereat provide notice: (i) of the occurrence of event,.Of•Force Majeure .(ii) of the nature of the event and the cause thereof, of the anticipated impact on the Agreement(iv) of the anticipated period of the delay, and (v) of what Comte of action such;party plans;to take in order to mitigate the detrimental effects of the event.The timely delivery of the notice,of the'occurrence of a Force Majeure event is a condition precedent to allowance of any relief pursuant to this section, however, receipt of such notice shall not constitute acceptance that the event Claimed to be a Force Majeure event;is in fact Force,Majeure,and the burden of proof of the,OcCurrence of a'Force'Majeure event shall be on the requestingparty. '(0 No party hereto shall be liable for its failure to daffy out its obligations under the Agreement during a period when such party is rendered unable,in Whale or in part, by FOrce;Majetirelo carry but:such obligations The suspension of any of the obligations Under this Agreement dye to.a Force Majeure event shall be of no greater and no longer duration than is.required. The :Party shall use its reasonable best. efforts to continue to perform its obligations hereunder to the extent such obligations are not affected or are only partially affected by the Force Majeure event,.and to correct or cure the ,event or condition excusing performance and otherwise to remedy its inability to perform to the extent its'inability-to perform is,the direct result of the Force Majeure event withall reasonable dispatch; .(p) Obligations pursuant to the Agreement that arose before the occurrence of a.Force Majeure.event causing the suspension of performance, shall not be excused as a result of,such occurrence, Unless such occUrrence makes such performance not reasonaWy 12 IDocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 Contract No.22-042-01 possible. The obligation to pay money in a timely manner for obligations and liabilities which matured prior to the occurrence of a Force Majeure event shall not be subject to the Force Majeure provisions. (E) Notwithstanding any other provision to the contrary herein, in the event of a Force Majeure occurrence, the City may, at the sole discretion of the City Manager, suspend the City's payment obligations under the Agreement, and may take such action without regard to the notice requirements herein. Additionally, if an event of Force Majeure delays a party's performance under the Agreement for a time period greater than thirty (30) days, the other Party may, terminate the Agreement on a given date, by giving thirty (30) days written notice to the other Party of such termination (and such termination shall not constitute a termination for material breach). If the Agreement is terminated pursuant to this section, Consultant shall be paid for any Services satisfactorily performed up to the date of termination; following which the City shall be discharged from any and all liabilities, duties, and terms arising out of, or by virtue of, this Agreement. In no event will any condition of Force Majeure extend this Agreement beyond its stated term. 10.9 E-VERIFY (A) Consultant shall comply with Section 448.095, Florida Statutes, "Employment Eligibility" ("E-Verify Statute"), as may be amended from time to time. Pursuant to the E-Verify Statute, commencing on January 1, 2021, Consultant shall register with and use the E- Verify system to verify the work authorization status of all newly hired employees'durin the Term of the Agreement. Additionally, Consultant shall expressly require any subconsultant performing work or providing services pursuant to the Agreement to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the subconsultant during the contract Term. If Consultant enters into a contract with an approved subconsultant, the subconsultant must provide the Consultant with an affidavit stating that the subconsultant does not employ, contract with, or subcontract with an unauthorized alien. Consultant shall maintain a copy of such affidavit for the duration of the Agreement or such other extended period as may be required under this Agreement. (B) TERMINATION RIGHTS. (1) If the City has a good faith belief that Consultant has knowingly violated Section 448.09(1), Florida Statutes, the City shall terminate this Agreement with Consultant for cause, and the City shall thereafter have or owe no further obligation or liability to Consultant. (2) If the City has a good faith belief that a subconsultant has knowingly violated the foregoing Subsection 10.9(A), but the Consultant otherwise complied with such subsection, the City will promptly notify the Consultant and order the Consultant to immediately terminate the Agreement with the subconsultant. Consultant's failure to terminate a subconsultant shall be an event of default under this Agreement, entitling City to terminate the Consultant's contract for cause. (3) A contract terminated under the foregoing Subsection (B)(1) or (B)(2) is not in breach of contract and may not be considered as such. (4) The City or Consultant or a subconsultant may file an action with the Circuit or County Court to challenge a termination under the foregoing Subsection (B)(1) or (B)(2) no later than 20 calendar days after the date on which the contract was terminated. 13 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D63818-5D41-4227-B7EC-4B6FEF1E4661 Contract No.22-042-01 (5) If the City terminates the Agreement with Consultant under the foregoing Subsection (B)(1), Consultant may not be awarded a public contract for at least 1 year after the date of termination of this Agreement. (6) Consultant is liable for any additional costs incurred by the City as a result of the termination of this Agreement under this Section 10.9. SECTION 11 NOTICES Until changed by notice, in writing, all such notices and communications shall be addressed as follows: TO CONSULTANT: Ryan Craig Regional Sales Manager, Public Sector. Virgin Pulse, Inc. 75 Fountain Street, Ste 310 Providence, RI 02902 Ph: 508-766-3300 1888-671-9395 Email: rvan.craigOvirianpulse.com TO CITY: Sonia.Walthour Asst. Director, Human Resources Department City of Miami Beach 1700 Convention Center.Drive Miami Beach, FL 33139 Ph: 305-673-7000 Ext 26515 Email: soniawalthourOmiamibeachfl.gov All notices mailed electronically to either party shall be deemed to be sufficiently transmitted. SECTION 12 MISCELLANEOUS PROVISIONS 12.1 CHANGES AND ADDITIONS This Agreement cannot be, modified or amended without the express written consent of the parties. No modification, amendment, or alteration of the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 12.2 SEVERABILITY If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall not be affected and every other term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law. 12.3 WAIVER OF BREACH A party's failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision or modification of this Agreement. A party's waiver of any breach of a provision 14 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 • DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 Contract No.22-042-01 of this Agreement shall not be deemed a waiver of any subsequent breach and shall not be construed to be a modification of the terms of this Agreement. 12.4 JOINT PREPARATION The parties hereto acknowledge that they have sought and received whatever competent advice and counsel as was necessary for them to form a full and complete understanding of all rights and obligations herein and that the preparation of this Agreement has been a joint effort of the parties, the language has been agreed to by parties to express their mutual intent and the resulting document shall not, solely as a matter of judicial construction, be construed more severely against one of the parties than the other. 12.5 ENTIRETY OF AGREEMENT The City and Consultant agree that this Agreement, including, but not limited to Consultant's Order Form and the Virgin Pulse Inc. Terms & Conditions, each as included in Exhibit "A" hereto, is the entire agreement between the parties. This Agreement supersedes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein, and there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained in this document. Title and paragraph headings are for convenient reference and are not intended to confer any rights or obligations upon the parties to this Agreement. [REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK] 15 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DoctiSidn'EnvelOpeiD Br:61141-422.7,B7c,4BBFEF;104Biiii.' Contract Ne,:g2,042,0t 10 WITNESS WHEREOF,the parties hereto,have caused this Agreement ta,be,executed by:their'apprppriate pfitiolgi§„,*of tbe date tirot,enteredaWve:, FOR CITY CITY OFMIAMI BEACH,FLORIDA ATTEST.: DocuSigned by: ,By: Farad . a'cuitzth slplagitrOMacIp;City Clerk ,fthaT, Hudak, City _nage!' 1/24/2023 i 1:07 EST Date: APPROVED AS TO FORM&LANGUAGE &FOR EXECUTION Xisei-LE-•c, 12/30/2022 .r.c.;- City Attorney Dote FOR CONSULTANT- VIRGIN PyLSE, rtileeuSI ned b: BY: AleiGnigA2C^M76. - Fred ri k Thorbecke chief Financial officer Print-Name and Title ,1/6/26i3 Date: [nobusigned by: 90141‘Stii1;?1,44:15a4r&p _703A(F1wE445 diba tiMenelli Baxter A0tan 'General counsel 16 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 Contract No, 22-042-01 EXHIBIT "A" SCOPE OF SERVICES ORDER FORM 17 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID: 18D6381B-5D41.4227-B7EC-4Fti rFF 11-46F3I EXHIBIT A SCOPE OF SERVICES ORDER FORM Ir it Order Form: Virgin Pulse �I Order Form Prepared for. City of Miami Beach Bill To Address: Pavablcsas?iuiun,iheachll.gopu I se Prepared By: Ryan Craig Contact Name Sonia Walthour Order Form Expiration Contact Email: soniawalthour:rjlniantibeachII,a,\ Date: 12/31/22 Contact Phone: This Order Form("Order Form")is entered into as of the date last signed by both Parties below("Effective Date")and incorporates by reference the following appendices(collectively,the"Agreement): Appendix A—Solution Descriptions Appendix B—Terms&Conditions Appendix C—Data Security Standards Appendix D—Rosiness Associate Agreement Appendix E—Optional Services Attachment Appendix F—Performance Guarantees This Agreement shall be legally binding as of the Effective Date and,unless terminated in accordance with the Terms&Conditions,continue until the"Initial Order End Date"set forth in the table below(the"Agreement Term"). Selected Services& Fees Initial Billing Initial Minimum Initial Order Order Knit Per Price Estimated Total Price Per Services Order End Units Start Bate Date "term Per Unit Committed 1'nits Year (years) PEPY Platform:Employees 3/1/2023 2/28/2026 3 S39.78 1250 1315 S52,310.70 Platform:Spouses 3/1/2023 ; 2/28/2026 ± 3 PEPY $19.89 $0 Implementation 3/1/2023 2/28/2026 3 Per $3,500 I I $3,500 Launch Total Population 3/1/20232/28/2026 3 PEPY $12 1250 1315 $15,780 Health Coaching Custom 2/28/2026 Annual Communications 3/1/2023 3 Credit ($3,000) ($3,000) Service Credit Custom 2/28/2026 Hourly Communications 3/12(123 3 $150 Services Custom Reporting 3/1/2023 2/28/2026 3 Ilourly $200 Services Virgin Pulse Health 3/1/2023 2/28/2026 3 Per Unit $749 g $5 99 Stations-!pad Part Time Health ' 2/28/2026 Per and Wellbeing 3/1/2023 3 Specialist S70.0011 I I $70.01111 Specialist Per Year Year One Fees: xl47,582.70 The Client has selected,and V t'will endeavor to achieve,the Performance Cuarantees detailed in Appendix F hereto. Payment Terms and Conditions: 1. For those Services listed above with an eligibility-based Billing Unit, the Selected Services Fees will be invoiced annually in advance on the Initial Order Start Date and on the anniversary of thereafter for the duration of the Term, based on the greater of the(a)Minimum Number of Units Committed as set forth in the Table above;or(b)the actual number of Units on record in Provider's system at the time of invoice.Any increase in the number of Units above the invoiced number of Units in a given year will result in a pro-rated price for such additional Units for that year and invoiced quarterly. 1 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSigti Envelope ID. 18D6381B-5D41-4227-B7EC-486FEF1E4681 2. PUPY:For those Services listed above with a PUPY or Per Unit Billing Unit,the Selected Services Fees will be invoiced monthly in arrears based on the actual number of Units provided during the month. Should the actual number of participants be less than the Minimum Units Committed,the difference between the Minimum Units Committed and the actual number of participants invoiced will be invoiced at the end of the Program Year. 3. Billing Definitions:PEPY=Per Eligible Per Year,PUPY=Per Unit Per Year. 4. 10 SSO's(inbound or outbound)included at no additional cost. 5. The Communications Service Credit is annual and expires a 6. t the end of each program year. Unused credit cannot be carried over each year; it cannot be applied to non- communication related services(e.g.,reporting).It cannot be applied to hard costs like printing of materials or postage for shipping,or language translation services. 7. Optional Services are as set forth in the Optional Services Attachment attached hereto as Appendix E . Pricing and availability as set forth in the Optional Services Attachment is subject to change and will be confirmed within an agreed upon Amendment or Statement of Work. R. Rewards will be invoiced bi-monthly in arrears based on the total value of rewards earned by each Member during the applicable period. (rewards shall be invoiced monthly,consistent with all other billings that we process;if not possible we will agree to it,but if it causes a disruption in our processes,we will go to monthly billing). 9. The Implementation Fee will be invoiced on the Effective Date. The Parties have caused their duly authorized representatives to execute this Agreement as of the dates set forth below. "—Dead nalit_AW: CLIENT: CITY OF MI BE C VIRGIN PIII SE,INC. By(Signature): By(Signature): Fre r1 7. Tttt)rbecke Name(Printed): Alina' . ludak Name(Printed): Title: (:it anager,City of Miami Beach I itle: Chief Financial Officer 1/6/2023 Date: Date: ,—DocuSigned by. APPROVED AS�<, Ow." 5a4.44.o114 144st s FORM&LANGUAGE --7Q93AOF1MVO, Si FOR EXECu11ON ,,Ers • 0:4”:..w 12/3012022 Gina Simonelli Baxter r money '>or. Assistant General Counsel DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Dow Sign Envelope ID:18063818-5041-4227-B7EC-4B6FEF 1 E4BB1 APPENDIX A: SOLUTION DESCRIPTIONS Product descriptions may he updated from time to time to reflect feature changes. PRROD1lCT CAPABILITIES Branding,Theming&Content Organization Configure platform elements to reflect your culture and brand. Align content and wellbeing pillars to your organizational focus areas. Personalization Engine Targeted programming and content delivered in an automated fashion to members based on their interests,health risks,&demographics to ensure a personalized experience. Incentive Management Framework Configure incentive structures to your requirements.Reward options can be outcomes-based,task-based,and/or points-based designs.As members engage in healthy behaviors and participate in differing activities,they can I'latfuriu Design earn rewards,i.e..cash,healthcare contributions,local incentives,or store credits.Incentives can be segmented by employee group,i.e.,employee vs spouse.US vs. International.Incentive management can be facilitated Configurationsthrough the VP platform and/or VP can provide reporting to you to administer the incentive. Integration Framework Integrate specific benefits and programming to your population.Configure available programs determined by client.Integrate and promote benefits,tools,events,and information to drive awareness,usage and impact both on-platform via web&mobile and of platform.Integrate client-specific programming as well as Virgin Pulse partnerships with the potential for data transfer and rewarding. Language Options The platform and mobile app arc available in the following languages: US English, UK English, Chinese (Simplified),Chinese(Traditional),French(European),French(Canadian),German,Italian,Japanese,Korean, Malay, Polish, Portuguese (Brazilian), Russian, Spanish (Latin American), Spanish (European), Swedish, Vietnamese,Dutch,Thai,and Ilindi. DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 DowSign Envelope ID. 180638 I8-5041-4227.87EC-486F EF I E46B I Healthy Habit Trackers Members self-track health and wellbeing behaviors in key areas:activity,nutrition,learning,sleep,community, relationships,stress,productivity,financial wellbeing,safety,sustainability,diversity,inclusion,effectiveness. and health conditions with the intent of prompting members to make small but daily changes in their lifestyle. Daily Health&Wellbeing Tips Members receive personalized daily tip cards based on their selected interests.The cards take a micro-learning and small steps approach to cue healthy actions.The tip cards encompass key areas:activity,nutrition,learning, sleep, community, relationships, stress, productivity, financial wellbeing, safety, sustainahility, diversity, inclusion,effectiveness,and health conditions. Digital Coaching Virgin Pulse Journeys*are daily,self-guided courses that breaks a key behavior or a larger goal into smaller achievable steps,helping people improve their health literacy and form new habits as they go.They cover a variety of lifestyle and health related topics including topics such as,nutrition,stress,finance,tobacco,and Ilahit Building& diabetes. Behavior Change Sleep&Nutrition Modules fot•' Personalized plans that provide practical guidance and a framework to adopt healthy habits with tracking tools, resources,and tips,&reminders. Challenges Corporate and Peer competitions that drive step increases andi'or healthy habit development. Also includes promotions and configuration options. Supported challenge types include destination,staged,basic,charity, spotlight,cross-sponsor,family,and healthy habits. Social Connections Members can connect with colleagues,leverage a leaderboard to show activity among friends and join groups based on interests. Additionally,members can invite up to 10 Friends& Family to participate in a limited experience. Shoutouts An employee and peer recognition tool to facilitate a culture of recognition and appreciation and drive engagement with company values. Health Assessment—Health Check Flagship assessment that leverages NCQA-certified content to offer members a fresh look at their lifestyle 'ssessrnent& choices and personal health. ltcasuremcnt Surveys Client-built custom surveys that can segmented and deployed through VP platform.Surveys include reporting to help clients act on the insights provided by their population. Condition My Care Checklist loamy ement My Care Checklist provides personalized reminders based on data and 11EDIS measures to help members stay on top of condition-specific and preventive care actions throughout the year. VP Navigate VP Navigate simplifies benefit access into one connected and rewarded experience.Built within the Virgin Benrlits ac+ent ioo Pulse daily engagement platform,VP Navigate delivers benefit visibility and removes uncertainty about which benefits to utilise.VP Navigate features a new benefits first experience,on request program analytics and live benefits support. DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID.18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 IkGI\ Phl tiE t.ItF it t ti Guides Guides arc who provide live,on-demand,one-on-one personalized support for members'whole health.Guides deliver highly personalized service to help onboard and familiarize members with your program, answer questions to address member needs and support activation and utilization ofbenelits.Guides assist members in (uideN maximizing their wellbeing program and health benefits by discovering their next best action relative to their unique needs and goals.Guides are there to answer questions,help members engage with their benefits,direct to tools and resources and activate programs best suited for individual health and wellbeing goals across the entire care continuum. When combined with our Engage platform,our Guides service also includes a Next Steps Consult to learn more about the specific health and wellbeing needs of the member and connect them with the appropriate next best action including coaching services. Total Population health Live,multimodal 1:1 coaching Members are matched to a coach based on member goals and preferences across all lifestyle topics and 22 Virgin Pulse 1 ive conditions.Also includes tobacco cessation coaching. Coaching Coaching may include proactive outreach to eligible members based on program design--any member can participate. VP Workplace Health Coach Full-time employee. A client-dedicated role designed to build a culture of health within the organization through face-to-face coaching sessions,group coaching sessions, and shared learning experiences based on workforce needs/desires.If VP engages an independent contractor through an unaffiliated entity to perform this function and the contract includes an annual cost escalation,then VP may pass such annual cost escalation through to the Client subject to a cap of three percent(3%). Reimbursable expenses(if any)that have been incurred at the written request of the Client,including but not limited to travel,will be passed through to the Client.Part-time roles require scoping and pricing. VP Ilcalth&Wellbeing Specialist Part-time employee. A client-dedicated role, focused on building a culture of health,enhancing health and Virgin Pulse wellbeing engagement,and driving health behavior change through awareness and activation.If VP engages \Vnrkplace Ilcalth& an independent contractor through an unaffiliated entity to perform this function and the contract includes an Wellbeing Soluuunti annual cost escalation,then VP may pass such annual cost escalation through to the Client subject to a cap of three percent(3%).Reimbursable expenses(if any)that have been incurred at the written request of the Client, including but not limited to travel,will be passed through to the Client.Part-time roles require scoping and pricing. VP Health&Wellbeing Program Manager Full-time employee. A client-dedicated role providing subject matter expertise and direction of the Client's workplace health&wellbeing strategy,to drive a culture of health and enhance engagement.If VP engages an independent contractor through an unaffiliated entity to perform this function and the contract includes an annual cost escalation,then VP may pass such annual cost escalation through to the Client subject to a cap of three percent(3%).Reimbursable expenses(if any)that have been incurred at the written request of the Client, including but not limited to travel,will be passed through to the Client.Part-time roles require scoping and pricing. DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 uncuSIgi E.velope ID 1806381B-5D41-4227-B7EC-4B6FEF1E4681 1'IRCIN PULSE CONCIERCE SCREEN I\GSl•:RVI( I;S--ONSFI'F:EVENTS Concierge Onsite Health Screening-Fingerstick Full-servicc planning, administration and scheduling of Onsite Biometric Health Screening event, including Consent&Authorization forms.One privacy screen is included per station for events with over 50 participants. Otherwise,Client can add fir fee.Minimum 30 participants.Post-screening,each participant receives a live 1-3- minute educational consultation and a Results Brochure with their personal screening data&basic health info. Concierge Onsite Health Screening-Venipuncture Full-service planning, administration and scheduling of Onsitc Biometric Health Screening event, including Consent&Authorization forms.One privacy screen is included for events with over 50 participants.Otherwise, Client can add for fee.Minimum 20 participants.Note for Venipuncture events:post-screening,results arc mailed to the participant's home via regular mail within 10 business days as well as securely uploaded to our partner, oncierge Onsite llestlth Screenings Quest,and electronically posted to the Virgin Pulse platform. Se/lariat .17ulcruurrr Concierge Onsite Health Screening-Onsite Flu Vaccinations(Standalone) ol16'rrrn crewed Full-service planning,administration and scheduling of onsite llu vaccinations.Minimum 30 participants per once event rclredulc event. Minimum 250 per campaign.Additional fees apply for campaigns with less than 1000 expected shots. c4 cervices ref/tared Spanish-speaking screeners are available for an hourly rate by request. tire linerlize'! Concierge Onsite Health Screenings-Remote Screening Option—Lab Voucher Nationwide access to biometric screenings for employees,remote worksites,spouses and dependents who arc unable to attend a Concierge Onsite Screening Event.Access provided through our partner Quest,with locations across the nation. Results securely uploaded to our screening partner,Quest,and electronically posted to the Virgin Pulse plattorm.Available in US. Additional fees may apply including:cotinine-only and customized screening panels. Concierge Onsite Health Screenings—Remote Screening Option-Home Screening Kits Employees who are unable to attend a Concierge Onsite Screening Event will be mailed an at-home screening kit with instructions completing&submitting.Note:In the state of New York,we arc unable to offer Home Screening Kits due to clinical laboratory requirements and licensure. VIRGIN PULSE CONCIERGE SCREENING SERVICES—ADD-ONS AND OPTIONS Concierge Onsite Health Screenings-Fingerstick-Cotinine Swab Add-on Saliva,processed at lab.Priced as add-on to Onsitc Fingerstick Event. Concierge Onsite Ile:rlth Screenings Concierge Onsite Ilealth Screenings—Venipuncture-Cotinine Serum Add-on Serum,with standard lab draw.Priced as add-on to Onsite Venipuncture Event. Screening Add-nns Concierge Onsite Health Screenings-Hemoglobin Ate(hA lc)Add-on Concierge Onsite Health Screenings—Flu Vaccination Add-on DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID: 1806381 B-5041.4227-B7E0-486F EF 1 E488 I VIRGIN PULSE P.1R1'NERS—ADD-ONS AND OPTIONS VP+ VP+ features twelve integrated partners in a one-contract buying solution at considerable cost savings. VP+ partners are pre-selected and vetted through a high level of security,data sharing and privacy standards for ease and efficiency.Bundles start at just S14.99. Aaptiv Aaptiv is a mobile application offering hundreds of fitness and wellness audio classes on-demand.Aaptiv classes can be taken at-home,at the gym,or anywhere in between.All you need is your phone and a pair of headphones. Aapliv t classes,led by expert trainers,are available across a wide range of categories,including cardio,slew meditation,strength training and more. Enrich Enrich is a personalized financial literacy digital solution.It provides financial management education,increases employee productivity,reduces employee financial stress and measures financial literacy efficacy. Kaia Health The Kaia Program is an app based on multimodal pain management therapy; it delivers daily,personalized physical exercises,behavioral therapy exercises,and patient education on an enrolled user's own smart device. and includes access to our human Health Coaches through text.Kale's proprietary Al engine enables real-time user motion tracking and feedback,built in order to ensure users perform their physical exercises correctly.The primary objective is pain level reduction among users and improvement.Kaia is accessed by end users via an i0S/Android native application for smartphone or tablet for is available for 6 weeks total,per individual,in a given year. Kos Health A digital wellbeing and therapeutics solutions combine the latest clinical research and breakthrough technologies to deliver mental health support that is accessible,personalized and effective across a range of conditions I' I'artnirs MORE Health MORE Health offers Expert Medical Second Opinion through their Virtual Co-Diagnosis Service. When diagnosed with a serious illness,members get peace of mind connecting with a medical expert virtually via the MORE stealth platform.The MORE health platform was created for patients and designed for employers.It's an enhanced employee benefit that reduces healthcare costs and more. Ovia Health Ovia Health is a maternity and family benefit solution.Ovia health's benefits help parents grow their families and their careers,while reducing healthcare costs.improving clinical outcomes,and helping employers retain and attract talent.Ovia apps,Ovia Fertility,Ovia Pregnancy,and Ovia Parenting,help women and families make important life and health decisions on the parenthood journey. RethinkCare RethinkCare is the leading digital training platform for mindfulness, stress resilience, sleep and mental & emotional wellbeing. With VP+,enjoy 3 of RethinkCarc's 12 training collections to help employees learn to meditate,reduce stress and be happier with daily sessions and science-based mini courses seamlessly integrated into the Virgin Pulse experience. Rx Savings Solutions Rx Savings Solutions is a patented prescription cost savings services system to analyse possible clinical therapies and costs to lessen Member's out-of-pocket costs and reduce Client's pharmacy spend. Sworkit Video workouts,guided coaching,monthly webinars and team challenges. Fitness for all ages and to fit busy schedules. DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID 18D6381B-5D41-4227-B7EC-4B6FEF1E4681 EX Program by Truth Initiative Empower employees to quit tobacco with the only program that combines Mayo Clinic's proven treatment model with scientific leadership in digital tobacco solutions from Truth Initiative'O.Truth Initiative is America's largest nonprofit public health organization committed to ending tobacco use.The EX Program provides quit support for all tobacco usc,including smoking,vaping,and chewing/dipping,and also provides support for parents to help their child quit vaping. Wellhesis Wcllbeats offers 30 channels and hundreds of virtual fitness classes with something for every age,stage and ability.User-friendly filters make it easy to find exactly what members arc looking for.Tutorial,Basic,and other classes are offered, with classes ranging from I to 60 minutes in length. Channels include TKO, Zumba, Pregnancy Express,Bar Strong,Bosu,Circuits,Recovery,and Strides. Foodsmart by Zipongo Zipongo's Foodsmart addresses nutrition as the foundational health issue your population faces by helping your members make sustainable changes to eating behaviors.Foodsmart provides personalized tools to make healthy eating convenient, delicious, and affordable for your entire population, in a manner that creates positive outcomes. AI)\II\IS"FRATIVE RFSOI to ES Admin Portal Program administrators can usc web-based management tools to manage and segment components of their Virgin 1�Imin l'ort.tl Pulse program including calendar events to promote events broadly or to specific locations.'there is also the ability to configure wellbeing pillars and topics.Administrators can create daily cards and healthy habits for their employees.Lastly,this tool may be used to deploy unlimited Destination,Basic and Healthy I labit challenges. Choose from the Virgin Pulse Challenge Theme Library or create your own custom theme(client supplies custom content and images),and configure challenge settings(start/end dates,etc.) On-Demand Reporting Program administers will have 24/7 access to on-demand, self-serve analytics dashboard to configure and access a range of reports,track member engagement,measure outcomes,and tailor content and programming in real-time.Refreshed daily,metrics may be filtered by organizational hierarchy,rewards segmentation,and many other attributes,providing all the information necessary to manage diverse populations.Reports can he explored as Excel,CSV,and PowerPoint files for easy viewing and additional analysis. On-Demand Reporting Dashboards Include: Participation:Easy to access and highly visual key metric overview gives you the pulse of your program and your workforce with real-time participation, engagement and location-specific reporting that help you put your data to work for your organization. At-a-Glance Executive View Enrollment Engagement Risk:Virgin Pulse Analytics eliminates data silos by bringing all your biometric solutions together I'rog;rant Reporting on one platform for a complete view into your population's risk profile. &Attalytics IIRA Biometrics Utilization:Deep engagement and participate metrics deliver valuable insight into the wellbeing areas of highest interest to your employees. I.evels and Incentives Corporate Challenges External Programs Topics Self-Serve Data Extracts Monthly member-level reporting automatically uploaded to Program administrators account to support internal reporting needs. Eligibility Report DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID I5D6381D-5D4t-4227-137EC-4I36FEF1E46BI Member Activation Billable Cash Earned Report Non-Billable Cash Device Subsidy Orders Month End(if applicable) Coaching Month End(if applicable) Standard Data Extracts Monthly member-level reporting available upon request.Delivered for current reported month and in standard file format only.Client Success Manager will work with Program Administrator to determine applicable reports and cadence. Challenge Activity Healthy Habit Tracking Levels&Points Activity Complete Aggregated Rewards Trigger I)vice Subsidy and Shipping Reward and Incentive Drawing File Billable Cash Tobacco iw Non-standard data feeds that require customization may incur a professional services rate of$200 per hour. Claims Reporting 1, Medical and pharmaceutical PDF report aggregating claims risk, conditions, gaps and gaps in closure for participants and non-participants within cohort and total population. Client Reviews Strategic review of all programming delivered with insightful recommendations. The Virgin Pulse Client Success team follows a consultative and collaborative support methodology.The Client Review is a critical part of the process and a key time for an in-depth analysis of data sets and KPIs relevant to your organization.Your Client Success Manager(CSM)will present an exhaustive,detailed analysis across all your program data, evaluate and uncover program highlights,trends,insights and opportunities,review strategic recommendations, detailed plans and Virgin Pulse product roadmap. ('OMMt \[CATIONS Standard Member Communications Includes launch campaign options with emails,posters,digital displays,and leadership kit to support enrollment.Additionally,on-going auto-generated comma arc delivered to individuals based on their interactions with the platform via email and/or mobile app. Custom Communications Services Credit The Communications Service Credit is annual and expires at the end of each program year.Applicable examples of custom deliverables include: ('ununmric:+tl nn Modification of Catalog Email Multi-channel Custom Comms Campaign New Custom Email Site Pop-Ups In-app messages/Mobile Push Notifications Print-Ready Posters/Digital Displays Print-Ready Post Card Content for Custom Challenges,healthy Ilabits,and Daily Cards Custom Video Work(travel expenses billed separately) Third Party Expenses,such as travel,printing and translation,will be billed separately ,‘((Ot1NT MAN.%CEMENf Sk:R‘'ICES DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID 1306381B-5D41-4227-B7EC-4B6FEF1E46B1 A account manager will be responsible for proactive program management and client outreach to optimize program performance.Services will include: Recurring program strategy calls with account manager Annual program review with focus on mutually agreed upon KPI's Comprehensive annual planning process Account Annual review of Virgin Pulse Product Roadmap Management Access to Client Service Portal,a self-service ticketing tool where clients can request feature configuration Services changes,custom content and support on member issues Ability to create one(I)custom Basic or Destination challenge per year for clients,as requested.Client supplies custom content and images. Ability to configure one(I)Basic or Destination challenges from the Challenge Theme Library per year for clients,as requested.For Destination challenges,client has option to supply custom destination content and images for up two(2)of the challenge locations. Client newsletter including new feature announcements and engagement promotion updates Invitation to the annual Virgin Pulse Thrive conference tii.\IBEIt SERVICES S1'11'ORT Online Support Members may access a knowledgebase of helpful program information and problem resolutions via the Support section of the program site or they may submit questions via the Support form. Member Services Provides member-level support after launch via phone(888-671-9395)and email(,,surnwrt'&virginpulsc.eonr! from 8an-9pm EST,Monday-Friday;and chat 2am-9pm EST,Monday-Friday. I%11'LE`1F:N'l.\1'ION SERVICES All clients have a designated Implementation Project Manager who is responsible for facilitating and coordinating execution of program launch.Services include: Designated Implementation Project Manager Scheduled implementation meetings with client and any 3rd party vendors Platform and incentive design consulting&forecasting plementation Facilitation of IT requirements review and validation Services Setup,mapping,and testing of initial eligibility file and ongoing eligibility file process Configuration and QA of Virgin Pulse platform and client's program design Setup of applicable reward redemption options and commerce store Coordination,setup,and testing of file integrations with client's 3rd party vendors Coordination of communications strategy;delivery of Launch Comma&Champions pre-launch[if applicable] Configuration of initial corporate challenge Coordination of device fulfillment&logistics if applicable OPTIONAL PROFESSIONAL.SER\'I('ES(AUDITION.\I.FEES APPLY) Inbound Single Sign-On Identity Provider(IdP)initiated SAML 2.0 SSO implementation Connection Outbound Single SAME 2.0 SSO implementation from Virgin Pulse platform to client's third-party partner for authentication Sign-Oncpurposes(passing unique member ID and company identifier in token). Connection Custom Data Development of data integrations with 3rd parties as requested by client. Integration Verified Form Includes verification of provider signature/stamp and triggering of associated reward for single activity,multiple Processing activities,or PCP/biometrics intake. Do-It-Voursself Do-it-Yourself event kit for 500 people.Everything a client needs to host an event for 500 people,including Event prizes,collateral,posters,etc. OP'l IONAl.VIRGIN PULSE IIARl)W%ItF—ACTIVITY TRA('KERS&IIF:AI,flI STATIONS DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID 1dD6381B 5D41-4227-B7EC-4B6FEF1E46B1 Virgin Puke Max Burz Hardwat Tracking Device, An activity and sleep tracking device with vibrating alerts for alarms and phone calls/text messages. _ Virgin Puke Health Station I Iardware Biometric screening station for employees to easily upload weight,blood pressure,and IWMI.Available as Desktop health Stations or iPad. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:1806381B-5D41-4227-B7EC-486FEF1E46B1 APPENDIX B: VIRGIN PULSE INC. TERMS & CONDITIONS 1. SCOPE,TERM,&TERMINATION 1.1 Scope.These Solution and Services Terms and Conditions("Terms")are incorporated by reference into each Virgin Pulse Order Form("Order Form")entered into between the entity listed on the Order Form("Client")and Virgin Pulse, Inc.,or any of its affiliates(each referred to as a "Provider") and governs the provision by Provider of its software-as-a-service products or mobile software applications ("Products"), current published guides for the Products("Documentation"),its databases of individual demographic and behavioral data("Provider Data"),deployment, support,integration, configuration,coaching,screening,guides,campaign,engagement or other related services("Services"),and literary,graphic, video,audio,or photographic content resulting from the Services or displayed or distributed via the Products ("Provider Content"),(collectively,a "Solution").In the event of any conflict between these Terms and an Order Form,these Terms shall govern,unless the Order Form expressly says otherwise. These Terms,the Order Form and all Appendices are collectively referred to as the"Agreement". 2. ACCESS AND LICENSE GRANTS. 2.1. Access Grant. a. By Provider.During the Term,Provider grants to Client a non-exclusive,non-transferrable right to:(i)access and use the Solutions set forth in the applicable Order Form(s);and(ii)grant access to the Solutions to the number of persons provided to Provider by Client on an Eligibility File (subject to any quantity restrictions specified in the Order Form)(each"Eligible")for which Client has paid the applicable fees solely in accordance with the terms and conditions of this Agreement; (iii) and authorize such Eligibles to use the Solutions (each enrolled Eligible referred to as a "Member"). b. By Client. During the Term,Client grants to Provider a non-exclusive right to:(i)store,use,and process any datu provided by Client (including Eligibility Files)("Client Data")and/or any information provided by or on behalf of Members ("Member Data")to provide the Solutions specified in an Order Form;(ii)de-identify and aggregate Client Data and Member Data with data from other sources and/or Provider Data to improve its Products("Combined Data"); and(iii)create derivative works that are based on Combined Data and/or Client Data that has been rendered unidentifiable but not aggregated("De-Identified Data"),provided,any such derivative works shall be distributed exclusively to Client and shall not be otherwise distributed,published or exploited in any other manner or for any other purpose. 2.2 License Grants. a. By Provider.During the Term,Provider hereby grants to Client a limited,non-exclusive,revocable,non-transferable,royalty-free(subject to payment of all applicable Fees)license,to download,reproduce,use,perform,and display(and to sublicense the foregoing rights to its Members): (i)the Products;(ii)any logos,trademarks,service marks,or content contained therein ("Provider Brand");and/or(iii)any Provider Content made available or distributed by Provider in connection the applicable Solution. b. By Client. During the Term,Client hereby grants to Provider a limited,non-exclusive,revocable,non-transferable,royalty-free license, without right(i)to sub-license,to reproduce,translate,encode,publish,use,and display any logos,trademarks,service marks,or content provided by Client("Client Brand")on any Client-branded interfaces or materials included in a Solution;and(ii)to display the Client Brand in marketing materials solely for the purposes of identifying Client as a client of Provider. 2.3 'Restrictions.Client will not(a)copy or duplicate any Solution except as permitted herein;.(b)modify,translate,decompile,disassemble,reverse engineer or otherwise reverse engineer any Solution or any portion thereof or create any derivative product from any of the foregoing,except with the prior written consent of Provider;or(c)assign,sublicense,sell,resell,lease,rent or otherwise transfer or convey,or pledge as security or otherwise encumber,Client's rights in any Solution. 3. OWNERSHIP. 3.1 By Client. Client owns all right,title and interest in and to the Client Brand,Client Data,Eligibility Files,and Client Confidential Information (as defined below)(collectively,the"Client Materials")and all IP Rights therein,and except for any rights granted herein,Provider acknowledges that it neither owns nor acquires any additional rights in and to the Client Materials."IP Rights"means all patent,copyright,trademarks,trade secrets, know-how,techniques,concepts,ideas,methods,algorithms,models, formulas,and database rights,including any applications,continuations and goodwill. • 3.2 By Provider.As between Client and Provider,Provider owns all right,title and interest in and to the Solutions and Provider Brand("Provider Materials")and all IP rights therein,,including any data related to,or derived from,the use and performance of any Solution or part of a Solution. .Client acknowledges that:(a)Solutions arc provided on a multi-tenant,access only-basis and(b)Client does not acquire any rights of ownership or exclusive use in any Client Materials or in any derivative work thereof or work product produced as a result of using a Solution. 3.3 By Member.Provider manages Member Data for the benefit of such Members in accordance with this Agreement,Applicable Laws(as defined below)and Provider's Terms of Use,privacy policy,and any end-user agreements acknowledged by the applicable Member("Member Agreement"). Nothing under this Agreement or any other agreement entered into between the Parties shall prevent or restrict Provider's ability to seek an Eligible's acceptance of Member Agreement prior to granting access to a Solution,which permits Provider to use Member Data for any lawful purpose,including as necessary for the operations, administration,and development of Provider's product or services and providing the Solutions to the applicable Member,provided Member Data shall be rendered unidentifiable in connection with any use by Provider other than providing the Solutions to the applicable Member and aggregated in connection with any use by Provider other than providing reports and/or other data to the Client. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 • 4. OBLIGATIONS. 4.1 Provider Services. During the Term, Provider shall: (a) provide the Solutions (including configuration and implementation Services) in accordance with the performance guarantees("Performance Guarantees"or"PGs")stated in the Agreement and if Provider fails to achieve any or all of the PGs,Provider shall reimburse Client,as its sole and exclusive remedy for such failure,the amount of Performance Guarantee credits specified in such PG("PG Credits");(b) provide Client with monthly reports specifying quantity and activity participation of Members(to the extent permitted by applicable law and the Member Agreement);(c)fulfill incentives under Client's wellness program in accordance with Client's policies and upon Client's determination that a Member has not earned or is not entitled to incentive under a wellness program,provide a claims denial notice in the form and manner directed by Client,provided,that Client shall administer any appeal process;(d)adjust,remove,or recoup rewards accumulated in error or in a manner that violates the Membership Agreement or result from fraud;(c)upon Client's request,provide portable monitoring devices(each a "Portable Device")to Members for the additional fees for such Portable Devices which fees may be modified from time to time in Provider's sole discretion(subject to the Member Agreement and any restrictions imposed by Applicable Laws,including laws,regulations and orders of the United States relating to export controls and trade sanctions ("Sanctions");(I)perform any additional services mutually agreed upon by the parties in a Statement of Work("SOW")or amendment to this,Agreement; and (g)with respect to any Provider employee that performs Services under this Agreement,conduct standard background checks covering criminal history,including state,county and federal felonies and misdemeanor convictions, prior employment and education verification,I-9 completion,OiG and GSA sanctions checks. Except for the limitation on remedies applicable to Provider's failure to achieve the Performance Guarantee,nothing in this Article 4 or in any exhibit describing the Performance Guarantees shall limit, or be construed as limiting,the Client's rights and remedies under the Professional Services Agreement,the Agreement,the Order Form or applicable law for a breach by Provider of its obligations. 4.2 Client Obligations.During the Term,Client shall provide:(a)provide all Client Materials(including Eligibility Files)necessary for Provider's implementation and performance of its obligations under this Agreement; (b) update Eligibility Files each month, including any additions and terminations,and provide updated Eligibility Files to Provider by the fifteenth(15)day of each month during the Term.;and(c)ensure that Client complies with all applicable laws,rules,regulations,statutes,case law,ordinances,and Sanctions("Applicable Laws")in the collection and retention of data necessary to produce and store Client Data,Eligibility Files,and Client Confidential lnfoimation. • 4.3 Subcontractors.Provider may subcontract its responsibilities to subcontractors subject to agreement terms at least as protective of Client as those contained in this Agreement("Subcontractors").Provider remains primarily liable for the performance and/or non-performance of Services by any and all Subcontractors as if such Services were performed directly by Provider. 5. FEES AND EXPENSES;PAYMENTS. 5.1 Fees.Client shall pay all fees set forth in the Order Form("Fees")within forty-five(45)days of the date of Provider's invoice and all disputed amounts within ten(10)business days of resolution of such dispute;provided,however,that Client may only withhold disputed amounts up to twenty (20%)percent of any single invoice. Any undisputed amounts shall accrue interest at a rate equal to the greater of:(i)one and a half percent(1.5%) • per month,or(ii)the highest rate permitted by Law,whichever is lower. Client agrees to.pay all amounts due without any setoff,deduction,or withholding for any reason.If Provider does not receive payment of any sum due to it within forty-five(45)days of the invoice,Provider reserves the right to suspend access to the Solution,including but not limited to the Members'ability to accrue or redeem any rewards,until such time as the default has been cured to Provider's satisfaction.Notwithstanding anything to the contrary herein,all invoiced amounts for rewards arc due and payable within forty-five(45)days of the date of Provider's invoice. 5.4. Rewards.In the event that any Member earns and otherwise accrues an entitlement to an incentive but such Member's participation in the Solutions is terminated by the Member and/or the Client,then such Member shall have a period of thirty(30)days following the date of such termination to redeem the applicable Incentive. 5.5 Audits.Provider shall maintain records in accordance generally accepted accounting principles and practices and in accordance with statutory requirements and Applicable Laws. During the Term,Client shall have the right to audit books and records at its own expense to substantiate Provider's Fees("Fee Audit")and Provider will reimburse Client for any expenses incurred by Client in connection with any Fee Audit that results in the correction of a billing error by Provider in an amount greater than ten percent(10%). In addition,Client shall be entitled to perform,at its own expense, an audit to verify Provider's compliance with the Security Controls("Security Audit"); provided,however that if the subject of the Security Audit is covered by an industry-standard assessment by an accredited third-party("Third-Party Assessment"),Client agrees to limit the scope of its Security Audit only to a short questionnaire of no more than thirty(30)questions addressing legitimate concerns not covered by such Third Party Assessment ("Gap Questionnaire").If Provider is in the process of a Third-Party Assessment,then Client shall not provide such Gap Questionnaire until sixty (60)days after Provider's notification that such Third-Party Assessment is complete. All Third-Party Assessments and gap Questionnaires shall be subject to confidentiality protection and be due upon no less than thirty(30)business days'notice to Provider,and no more than once annually. 6. CONFIDENTIAL INFORMATION. 6.1 Confidential Obligations The Parties acknowledge that during the performance of this Agreement,each Party will have access to certain written or oral information disclosed by the other that has been identified as confidential or that or should be known to a reasonable person given the facts and circumstances of the disclosure, as being confidential or proprietary("Confidential information").The Provider agree to treat and maintain as confidential and proprietary all Confidential Information furnished by the Client pursuant to or in connection with this Agreement and an Order Form to the same extent and with the same degree of care as it uses in handling its own confidential and proprietary information of similar nature(but with not less than a reasonable degree of care),and further agree not to use such Confidential information for any purpose other than the performance of any obligation under this Agreement or an Order Form. The Provider shall not disclose any Confidential Information to anyone other than its employees or its legal counsel,auditors,agents or consultants(collectively,"Representatives")who are subject to appropriate confidentiality policies or are bound by appropriate confidentiality agreements with terms at]cast as protective as the terms set forth in this Section 6 and who have a need to know the Confidential Information.To the fullest extent permitted by law,Client shall protect from disclosure any Confidential Information disclosed by Provider DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381 B-5D41-4227-B7EC-4B6FEFI E46B1 that are confidential and exempt from disclosure under Florida law and arc expressly marked as"CONFIDENTIAL AND PROPRIETARY"by Provider when delivered to Client,provided,however,that nothing herein shall preclude Client or its employees from complying with the disclosure requirements of the Public Records Act(Section 119,Florida Statutes),and any such compliance shall not be deemed a default by Client under this Agreement. Client shall use its good-faith,diligent efforts to provide timely written notice to Provider of any public records request seeking any records of Provider that may be within Owner's custody,possession or control,to permit Provider the opportunity to seek to protect such information from disclosure. Nothing contained herein shall or is deemed to limit Client's inspection rights in its governmental and/or regulatory capacity. 6.2 Confidentiality Exceptions.Notwithstanding the foregoing,Section 6.2 will not apply to Confidential information that(a)is publicly available or in the public domain at the time disclosed;(b)is or becomes publicly available or enters the public domain through no fault of the recipient;(c)is rightfully communicated to the recipient by persons not bound by confidentiality obligations with respect thereto;(d) is already in the recipient's possession free of any confidentiality obligations with respect thereto at the time of disclosure;(e)is independently developed by the recipient;or(t) is approved for release or disclosure by the disclosing Party without restriction; (t)consists of any comments,commentary on any new features, functionality or improvements for Products and/or error reports provided by Client to Provider, provided that such use shall not identify Client ("Feedback");or(g)constitutes De-Identified Data.Either Party may disclose Confidential Information to the limited extent required to establish such Party's rights under this Agreement,including to make such court filings as it may be required to do,or comply with the order of a court or other governmental body or applicable law,provided that the Party making the disclosure pursuant to the order shall first have given written notice to the other Party and make a reasonable effort to obtain a protective order. Client agrees that it will not assert any limitations to Provider's right to use the Feedback or entitlement to compensation or recognition for Provider's use of the Feedback. 6.3 Location.Provider shall store all Client Data in accordance with the Data Security Standards and Business Associate Agreement attached as Appendices C and D of this Agreement ("Security Policies")and all Applicable Laws,including FIIPAA; provided,however,that Provider may,with Client's prior written approval, permit employees of Provider or Affiliates who arc physically located outside of the United States("Offshore Resource")to access Client Data(including Protected Health Information("Piil"))and Member Data where:(a)access to Client Data and Member Data is strictly limited to connection via virtual desktop infrastructure("VDi")provided,monitored,and maintained by Virgin Pulse/Provider within the United States ("Secure Remote Worker Application");(b)each Offshore Resource is employed directly by Provider at a location owned or operated by Provider or by a U.S. Based Subcontractor that is subject to and compliant with FIIPAA and regulations promulgated by the U.S. Department of Health and Human Services,and for the acts and omissions of which Provider remains liable;and(c)Provider ensures that any computer used by Offshore Resources to remotely access Secure Remote Worker Application via the VDT is technically restricted from simultaneously accessing the Internet or using any virtual private network or any other third party network while logged on to the VDI;and(d)the VDi prevents downloading, printing,extracting,storing or transmitting the information and/or data through personally owned,rented,or borrowed equipment,including but not limited to,laptops,personal digital assistants,instant messaging devices,Universal Serial Bus("USB")devices,and cell phones. Client acknowledges and agrees that in the event Client prohibits or withholds or delays its consent to use of an Offshore Resource that complies with the foregoing conditions,such withholding or delay shall excuse Provider to the extent such withholding or delay by Client results in a delay in meeting resolution service level agreements associated with any issue,defect,or break for which an Offshore Resource was offered. In addition,if Client prohibits or withholds its consent to use of an Offshore Resource, the applicable Fees may be increased to the extent Provider has notified Client in writing of the increase that may result if Client prohibits the use of Offshore Resources. The term"Affiliates"shall mean-any other person or entity which is controlled by,controls or is under common control with Provider. For these purposes,"control"means the possession,directly or indirectly,of the power to direct or cause the direction of the management or policies of a person or entity,whether through the ownership of voting securities,by contract or otherwise. 7. REPRESENTATIONS,WARRANTIES,AND DISCLAIMERS. 7.1 Representations;Warranties.Each Party hereby represents and warrants(a)that it is duly organized,validly existing and in good standing under the laws of its jurisdiction of incorporation or organization;(b)the execution and performance of this Agreement will not conflict with or violate any Applicable Law;and(c)that this Agreement,when executed and delivered,will constitute a valid and binding obligation of such Party and will be enforceable against such Party in accordance with its terms. 7.2 By Provider.. Provider represents and warrants to Client that:(a)it is the owner and/or the licensee of all IP Rights relating to the Solutions (excluding any Client Materials included therein)and has the necessary rights to grant all licenses hereunder; (b)the Solutions shall perform in compliance with the product descriptions listed in the Order Form;(e)it shall perform the Services in a professional and workmanlike manner in accordance with Applicable Laws;and(d)it shall promptly report to Client any revocations of consent or opt-outs that it receives. 7.3 By Client.Client represents and warrants:(a)that it shall not provide any individual social security number,unique national identifier or tax number;(b)that it shall use Provider Data in accordance with this Agreement;(c) that it is solely responsible for the wellness program design,inclusive of incentive structure;(d)that it will comply with all Applicable Laws,including in connection with:(i)its use and design of any custom questions added to Client's iiRA or Client designed and built custom Surveys and(ii)obtaining and maintaining in effect all consents required by the Telephone Consumer Protection Act("'IPA")and the Health insurance Portability and Accountability Act of 1996 as amended("FIIPAA")to allow Provider to host and process Client Data and/or to authorize Provider to send SMS or pre-recorded messages using an autodialer("Calls")on Client's behalf and promptly reporting to Provider any revocations of consent or opt-outs it receives;and(d)it will not use the Solution for as a replacement for medical services or other critical uses where the failure or the potential failure of the Services can cause injury,harm or death. 7.4 Exclusive Warranties; iisclaimer. EXCEPT FOR THE WARRANTIES iN THIS SECTION, PROVIDER MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED.TFIE CONTENT PROVIDED THROUGH THE SERVICES IS NOT MEDICAL ADVICE, iS FOR INFORMATIONAL PURPOSES ONLY AND iS INTENDED TO PROVIDE BROAD USER UNDERSTANDING OF VARIOUS HEALTH- RELATED TOPICS. CONTENT IS NOT INTENDED TO BE A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE,DIAGNOSIS,OR TREATMENT. THE PARTIES HEREBY IRREVOCABLY DISCLAIM AND OPT-OUT OF ALL APPLICABLE PROVISIONS OF THE UNIFORM COMMERCIAL CODE,THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AND ANY OTHER LAW THE PROVISIONS OF WHICH ARE IMPLIED iF NOT DISCLAIMED OR OPTED-OUT OF BY THE PARTIES 7.5 Disclaimer of Warranties.THE WARRANTIES CONTAINED IN TillS SECTION 7 CONSTITUTE THE EXCLUSIVE WARRANTIES MADE BY PROVIDER AND,TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,PROVIDER EXPRESSLY DISCLAIMS DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5041-4227-B7EC-4B6FEFIE46B1 ALL OTHER WARRANTIES.,EXPRESS OR IMPLIED. EXCEPT AS SET FORTH iN THIS SECTION 7 OR THE PGs,ALL SOLUTIONS AND SERVICES ARE PROVIDED "AS IS," "WHERE iS" AND "AS AVAILABLE" AND PROVIDER DOES NOT WARRANT THAT THE SOLUTIONS OR SERVICES WILL MEET CLIENT'S REQUIREMENTS OR WiLL BE UNINTERRUPTED OR ERROR-FREE,OR THAT ALL ERRORS WiLL BE CORRECTED.PROVIDER IS NOT RESPONSIBLE FOR ANY DELAYS,DELIVERY FAILURES,OR OTHER DAMAGE RESULTING FROM USE OF THE iNTERNET.PROVIDER MAKES NO REPRESENTATION AS TO TiiE VERACITY OF ANY MEMBER DATA. PROVIDER EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR ANY CP OFFERING. THE PARTIES AGREE THAT PROVIDER IS NOT A CARE PROVIDER AND DOES NOT PROVIDE DIAGNOSTIC SERVICES OR MEDICAL ADVICE.THE SOLUTIONS AND SERVICES, ARE NOT INTENDED TO BE, A SUBSTITUTE FOR ANY MEDICAL EVALUATION, EXAMINATION, ADVICE, DIAGNOSIS OR TREATMENT.THE PARTIES HEREBY IRREVOCABLY DISCLAIM AND OPT-OUT OF ALL APPLICABLE PROVISIONS OF THE UNIFORM COMMERCIAL CODE,THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AND ANY OTHER LAW THE PROVISIONS OF WHICH ARE IMPLIED IF NOT DISCLAIMED OR OPTED-OUT OF BY THE PARTIES. 8. INDEMNIFICATION. 8.1 By Provider. Provider agrees to indemnify,defend,release,and hold harmless Client,and its directors,officers,employees,and agents ("Related Parties")from and against any and all losses,liabilities,costs(including reasonable attorneys'fees)or damages directly resulting from any claim by any third party("Losses")arising out of or related to(a)any claim that any Solution or Provider's provision of any Services infringes any third party's IP Rights(a"infringement Claim"); (b)an unauthorized disclosure or access to PI-ii,Client Data, or Member Data,stored on Provider's or its Subcontractors'systems("Incident Claim");and/or(e)Provider's negligence or intentional misconduct.Provider will not be liable for an Infringement Claim based on(i)modification(s)made to the Solution by Client;or(ii)use or combination of the Solution with non-Provider programs initiated by Client. in the event of an infringement Claim,Provider may,at its option,without limiting Provider's liability for contractual damages for which Provider may be liable either(a)obtain for Client,at no additional cost,the right to continue to use the Solution or receive the Services,(b)replace or modify the Solution or Services to eliminate the Infringement Claim,or(c)terminate the applicable Order Form and refund to Client any pre-paid but unused Fees paid for the Solution or Services,as well as any implementation fees paid by Client.'I'I11S SECTION STATES PROVIDER'S ENTIRE OBLIGATION AND LIABILITY WITH RESPECT TO ANY INFRINGEMENT CLAIM. 8.2 By Client. Solely to the extent and limits permitted by Section 768.28 of the Florida Statutes, and without waiving any rights or defenses thereunder,Client agrees to hold harmless,indemnify,release,and defend Provider from and against any Losses,to the extent arising out of Client's intentional violation of any Applicable Law. 8.3 Procedure. The party seeking indemnification(the"Indemnified Party")shall provide the party obligated to provide such indemnification(the "indemnifying Party")with:(a)prompt written notification of the claim;(b)sole control and authority over the defense or settlement of the claim;and (c) reasonable assistance. The Indemnifying Party may settle the claim provided that if any settlement requires any action or admission by the Indemnified Party other than payment of money, the indemnifying Party shall obtain indemnified Party's prior written consent. Failure by the indemnified Party to provide prompt notice of a claim shall not relieve the Indemnifying Party of its obligations unless such failure or delay materially prejudices the defense of the claim.The indemnified Party will have the right,at its option,to defend itself against any such claim or to participate in the defense thereof by counsel of its own choice at its own expense. 9. intentionally deleted 10. GENERAL. 10.1 independent Contractors. in making and performing this Agreement, Client and Provider act and will act at all times as independent contractors,and,except as expressly set forth herein,nothing contained in this Agreement will be construed or implied to create an agency,partnership or employer and employee relationship between them.Except as expressly set forth herein,at no time will either Party make commitments or incur any charges or expenses for,or in the name of,the other Party. • 10.2 Notices.All notices required by or relating to this Agreement will be in writing and will be sent by means of certified mail,postage prepaid, to the Parties at their respective addresses set forth in the Order Form or addressed to such other address as the receiving Party may have given by written notice in accordance with this provision. All notices required by or relating tq this Agreement may also be communicated by electronic communications provided that the sender receives and retains confirmation of successful transmittal to the recipient.Such notices will be effective on the date indicated in such confirmation. 10.3 Assignment; Delegation.Except in the case of merger,acquisition or sale of all,or substantially all,of a party's assets or capital stock, neither Party shall assign any of its rights or delegate any of its duties under this Agreement without the express,'prior written consent of the other Party,and,absent such consent,any attempted assignment or delegation will be null,void and of no effect. 10.4 Third-Party Beneficiaries.The terms and conditions of this Agreement shall be incorporated by reference into any Order Form placed by Client for a Certified Partner program and the Certified Partner and Client shall be a third-party beneficiary to that Order Form.Except for Certified Partners under an Order Form,there are no third-party beneficiaries to this Agreement,expressed or implied. 10.6 Governing Law.This Agreement shall be governed by the laws of the State of Florida(except for any conflicts-of-law principles of such state that would result in the application of the law of another State). Any legal action brought under or in connection with this Agreement shall be brought only in the United States District Courts or the State Courts sitting in Miami-Dade County Florida. Each Party waives any objection to such venue and agrees not to claim that any action has been brought in an inconvenient forum. 10.7 Dispute Resolution.Prior to the initiation of any litigation,a Party will provide written notice describing the dispute in reasonable detail and the Parties will use good faith efforts to resolve their dispute informally for sixty(60)days. The Parties will use good faith efforts to arrange personal meetings and/or telephone conferences as needed,with representatives with the authority to resolve the dispute. i-lowever,after such sixty(60)day period,ifthc dispute has not been resolved,either party may litigation proceedings. 10.8 Injunctive Relief. The Parties acknowledges that misuses or disclosure of the other Party's Confidential information(or violation of other proprietary data rights)may give rise to irreparable injury to the other Party that is inadequately compensable in damages.Accordingly,either Party DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEFIE46B1 may seek and obtain injunctive relief against the breach or threatened breach of the confidentiality provision set forth in Article 6 of this Agreement, pending resolution of any dispute and/or in addition to any other legal remedies that may be available.Each Party acknowledges and agrees that the covenants contained in this Section are necessary for the projection of legitimate business interest ofthc Parties and arc reasonable in scope and content. 10.9 U.S.Government End-Users.if Client is part of any agency,department,or other entity of the United States Government("U.S.Government") or is acquiring the Services under a U.S.Government contract,the use,duplication,reproduction,release,modification,disclosure or transfer of the Services,and any other Provider's Confidential information,is restricted in accordance with the Federal Acquisition Regulations as applied to civilian agencies and the Defense Federal Acquisition Regulation Supplement as applied to military agencies. The Services arc a "commercial item," "commercial computer software"and"commercial computer software documentation." In accordance with such provisions,any use of the Services by the U.S.Government will be governed solely by the terms of this Agreement. 10.10 Miscellaneous.This Agreement,as executed by the Parties, constitutes the entire Agreement of the Parties with respect to its subject matter and supersedes any and all oral or written representations, understandings,or agreements relating thereto.This Agreement has been drafted jointly by the Parties and any ambiguities shall not be construed in favor of or against either Party. This Agreement may be executed in any number of counterparts,each of which shall he deemed an original,but all of which shall constitute one and the same instrument.This Agreement may be modified only by an agreement in writing that is signed by both Provider and Client.if any provision of this Agreement is found to be unenforceable by a court of law,the parties shall negotiate in good faith to agree upon a substitute provision that is consistent with the intentions underlying the original provision and the remainder shall be enforced to the extent permitted by Law.No waiver will be valid unless in writing and signed by the Party against which such waiver is sought to be enforced. The waiver or failure of either Party to exercise any right will not be deemed a waiver of any future right.The following Sections of these Terms shall survive termination or expiration of the Agreement for any reason: 3,5,6,7,8,9 and 10. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 APPENDIX C: VIRGIN PULSE DATA SECURITY STANDARDS 1. Scope: Definitions:Provider shall comply with the requirements set forth in this Appendix. This Appendix relates to Services whereby Provider collects,accesses,promsscs,stores,transfers,transmits,uses,discloses,or otherwise handles any Personal Data. In the event of a conflict or inconsistency between any provision of this Appendix and the Agreement,the more stringent requirement shall prevail. Capitalized terms in this Appendix not herein defined arc defined inrthe Agreement or have the following meanings: "Agreement"shall mean the agreement between Client and Provider to which this Appendix is attached. "Personal Data"shall mean,relative to the Services provided to Client,any information relating to an identified or identifiable natural person;an identifiable natural person is one who can be identified,directly or indirectly,in particular by reference to an identifier such as a name,an identification number,location data,an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person; including individually identifiable information contained in Eligibility riles and Member Data,each as defined in the Agreement. "PII"shall mean information(i)that identifies an individual,(ii)with respect to which there is a reasonable basis to believe the information can be used to identify an individual,or(iii)is considered personally identifiable information by applicable codes,laws, guidelines,rules or regulations,including,without limitation,industry self-regulation. The term PII shall also include any"Personal Data"as defined in the General Data Protection Regulation(Regulation(EU)2016/679). "Provider"shall have the meaning outlined in Provision 1.20 of the Agreement. 'Provider Personnel"shall mean each director,officer,manager,employee,representative and each natural person employed or retained by Virgin Pulse. "Provider Sites"shall mean locations owned or leased by Provider from which it provides services to its Clients. "Security Incident"shall mean any confirmed unauthorized access,disclosure,misappropriation,theft,loss,acquisition,or use of Personal Data. "Services"shall mean the services to be provided and performed by Provider pursuant to the Agreement. "Systems"shall mean hardware,software,networks,applications and other equipment that comprise a technical environment used to store or process Personal Data. "Industry Standard Security Practices"shall mean the core security practices appropriate to the Provider's business and services which are commonly implemented as standards across the information technology industry.For example,many of the authoritative sources listed in the HITRUST CSF,ISO-27001,SOC2 and NIST CSF. "Security Policies"shall mean Provider's policies for securing information or data according to Industry Standard Security Practices and in compliance with applicable laws and regulations. Typically,Security Policies arc high level instructions to management on how the organization is to be run with respect to Industry Standard Security Practices. "User"shall mean Provider Personnel authorized by Provider to access Personal Data stored on any Provider Systems. 2. Information Security Prom-am:Provider has established and,during the term of the Agreement,will maintain: An ongoing program of Security Policies and controls that comply with the HITRUST Common Security Framework,ISO-27001, SOC2,or similar Industry Standard Security Practices. A Security Incident management program intended to detect and respond to Security Incidents. A security awareness and training program that includes both User and administrator training in methods,procedures,and security. A Business Continuity/Disaster Recovery(BCDR)program in place for critical systems used for storing,transmitting,or processing Personal Data or used for business-to-business communications that includes documented policies and plans,and must test that plan at least annually. Change control procedures for any Systems Provider uses to store,transmit,transfer,or process Personal Data for Client. Procedures to conduct periodic independent security risk evaluations and penetration tests to identify critical information assets, assess threats to such assets,determine potential vulnerabilities,and provide for timely remediation for Provider's key Systems used • to deliver the Services. A vulnerability management program to assess and manage threats to the Provider's Systems with timely remediation of issues found. 3. Physical Access:Provider has established and,during the term of Agreement,will maintain: Physical controls to protect Personal Data stored in any Provider data center. Appropriate facility entry controls are in place to limit physical access to systems that store or process data. Processes to block access to facilities by default and'only grant such access on a"need to know"basis. Processes to monitor access to any facility where Provider processes Personal Data. CONFIDENTIAL AND PROPRIETARY Page 19 �l e DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381 B-5D41-4227-B7EC-4B6FEF1 E46B1 Controls to physically secure all Personal Data and to properly destroy such information when no longer needed using a process equal to or above that specified by NIST Special Publication 800-88,Guidelines for Media Sanitization,such that the Intbrmation cannot be retrieved. Procedures to store securely hardcopy documents,removable media or portable devices containing Personal Data where access is limited to a need-to-know basis.Provider Procedures to ship physical copies of Personal Data,when required to do so under the Agreement,using secure,reputable shipping . services with shipment tracking and confirmed deliver options. 4. Loeical Access:Provider,with respect to the internal systems used to support the Services,has established and,during the term of the Agreement,will maintain: a. Appropriate mechanisms for User authentication and authorization in accordance with a restricted"need to know"and"principle of least privilege"policy,including restrictions on copies and backup copies of all Personal Data. b. Procedures to remove or update User access when a User's role changes or terminates. c. Procedures to monitor and review User access to validate that User access grants are in line with their current roles. d. Multi-Factor authentication for any remote Users or intemet facing applications,User portals,User VPN's,virtual desktops or similar intemet facing exposures. e. Controls to enforce access restrictions for remote Users,contractors,and service providers. f. Timely and accurate administration of User account and authentication management. g. Processes to assign unique IDs to each User with computer access and limit use to such User. h. Processes to change any vendor supplied defaults for passwords and security parameters for Systems prior to deployment. i. Controls to validate that User passwords meet minimum length and complexity requirements,and are appropriately changed, managed,and maintained on a regular basis consistent with Industry Standard Security Practices. j. Mechanisms to track all access to Personal Data by unique ID to individual Users,and recording the date,time,individual,and nature of the access in a log file,such log files to be kept for a minimum of I year. k. Mechanisms to encrypt or hash all passwords in storage. I. Processes to immediately revoke accesses of inactive accounts or terminated/transferred Users in a timely manner,not to exceed 24 hours. in. Controls to restrict copy and paste functions or any other method of information disclosure to the minimum necessary to provide the Services. 5. Subcontractors and Third Parties: When Provider engages a subcontractor to store,collect,or process Personal Data,Provider will enter into an agreement with such subcontractor that includes data protection terms and provisions no less protective of such Personal Data than those contained in this Appendix. When Client directs Provider to exchange Personal Data with,or otherwise collaborate with,a third party in relation to the Services, Client will be responsible for enforcing relevant data protection terms against such third party and Provider will be entitled to rely on Client to conduct any relevant security assessment. 6. Background Checks and Screening:Prior to the start of employment,Provider shall conduct,or require a relevant third party to conduct,criminal background checks on Provider Personnel(including any Offshore Resource),in alignment with Industry Standard Security Practices. 7. Security Architecture and Design:Provider has established and,during the term of the Agreement,will maintain: A security architecture designed to support Industry Standard Security Practices. Documented and enforced technology configuration standards. Processes to encrypt Personal Data,including all backup copies of the same,in transmission and in storage,including storage on any portable media when such media is required to perform the Services,using current industry standard methods(AES 256bit or higher). Processes for regular testing of security systems and processes on an annual basis or more frequently as appropriate. A system of effective firewall(s)and intrusion detection technologies to protect Personal Data. Database and application layer design processes that include data protection requirements to protect Personal Data that is collected, processed,and transmitted through such systems. Procedures to backup critical systems that contain Personal Data no less frequently than weekly. 8. System and Network Management:Provider has established,and during the term of the Agreement,will maintain: Mechanisms to keep Systems security patches current by installing all high risk or higher patches as soon as they can safely be installed but in any event within 30 days from learning about the patch. Wtha CONFIDENTIAL AND PROPRIETARY Page 20 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E46B1 • Processes to monitor,analyze,and respond to security alerts issued by hardware and software vendors. Appropriate network security design elements that provide for segregation of data. Anti-virus and maiware detection software on all Systems processing Personal Data to protect against malicious software, or processes in place to scan on at least a daily basis. Appropriate data loss prevention(DLP)controls to protect Personal Data; Processes to regularly verify the integrity of installed software and determine if any compromise of Personal Data. Documented change control process to manage all changes to Systems. 9. Security Incident Notification:Provider will be responsible for detecting and responding to Security Incidents. Upon becoming aware of a Security Incident,Provider will report such Security Incident within seventy-two (72)hours by providing a written notification to the Client. In the event of a Security Incident,(a)Provider will cooperate with Client to comply with any legal requirement to notify individuals whose Personal Data has been or may have been compromised as a result of a Security Incident; provided that in no event will Provider serve any notice or otherwise publicize a Security Incident without the prior written consent of Client,unless required by applicable laws,and(b)upon Client's request,engage a mutually acceptable,regionally recognized third party to perform or assist with forensic analysis. Provider will deliver the results of any such analysis to Client in accordance with the confidentiality and notice provisions of the Agreement. 10. Right to Audit: Provider agrees to provide, upon written request, written attestation or third-party certification of Provider's compliance with industry standard security framework audits such as HITRUST,ISO-27001,SOC 2,PCI-DSS,NISI sp800-53,or similar as validation of Provider compliance with this DSE on an annual basis,or as reasonably required in response to a Security incident involving Provider or provided service(s). In the event Provider is unable to produce the forms of validation as indicated above,then Provider agrees to submit to the Client the organization's SIG to address any Client risk assessment questions. 11. Compliance with Law: Provider complies with all applicable international, federal, state, and local data protection laws and regulations. 12. Termination: Upon any termination of the Agreement,Provider will promptly delete any Personal Data,within 90 days of the termination date. • rikle CONFIDENTIAL AND PROPRIETARY Page 21 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEF1E4661 APPENDIX D: BUSINESS ASSOCIATE AGREEMENT This Business Associate Agreement("BAA")is entered into by and between City of Miami Beach,on behalf of itself or on behalf of its group health plans as applicable(collectively"Covered Entity")and Virgin Pulse,inc.with an address at 75 Fountain Street,Suite 310,Providence, RI 02902,on behalf of itself and its affiliates("Business Associate")(collectively,the"Parties"or individually,a"Party"). Whereas Business Associate renders wellness services to Covered Entity under an existing written agreement(the"Agreement"),that may involve the use,disclosure and/or creation of certain Protected Health information("PHI"),as defined below;and Whereas,the Parties desire to protect the privacy and security of PHI in compliance with(i)the Health Insurance Portability and Accountability Act of 1996("HIPAA")as amended by the Health Information Technology for Clinical Health("HITECH")Act,Title XIIi of Division A and Title iV Division B of the American Recovery and Reinvestment Act of 2009,as set forth in Title 45,Parts 160,162 and 164 of the Code of Federal Regulations("CFR"),in each case only as of its applicable compliance date(the"Omnibus Regulations")that apply to covered entities and business associates;and(ii) the Privacy,Security,Breach Notification and Enforcement Rules at 45 CFR Part 160,Part 162,and Part 164,as further amended from time to time("HIPAA Rules"). Now,therefore the Parties agree as follows: 1. Term. Subject to Section 19,the term of this BM("Term")shall be coterminous with the Agreement.This BAA supersedes and replaces any other agreement previously put in place between the Parties governing PHi. 2. Termination. Without limiting any other rights of the Parties,if either Party materially fails to adhere to its obligations under this BAA,the other Party may terminate this BAA if such failure is not cured within thirty(30)calendar days to the reasonable satisfaction of the other party. This BAA will automatically terminate unpon termination or expiration of the Agreement. 3. Definitions. Capitalized terms not otherwise defined,and the following terms used in this BAA shall have the meanings ascribed in 45 CFR Parts 160-164 and arc incorporated herein by reference:Breach,Data Aggregation,Designated Record Set,Disclosure,1-lealth Care Operations, individual, Minimum Necessary,Notice of Privacy Practices, Required By Law, Secretary, Security incident, Subcontractor, Unsecured Protected Health information,and Use."PHI'and"Electronic Protected Health Information"("Electronic PHI")shall have the same meaning given to such terms in the HIPAA Rules,but limited to such information created or received by Business Associate solely in its capacity as a business associate on behalf of Covered Entity: 4. Use and Disclosure of PHi, Business Associate shall use and/or disclose PHI:(a)only to the extent necessary to perform its duties under the Agreement;(b)to comply with its obligations or as otherwise permitted under this BAA,(c)as required by law and in compliance with each applicable requirement of 45 CFR§164,504(e);and(d)to the extent necessary for Business Associate's proper management and administration. In addition to the uses and disclosures permitted above,Business Associate may also use and disclose PHI:(i)in accordance with 45 CFR§164.502(b)to the minimum extent necessary,including the use of a"limited data set"as defined in 45 CFR§164.514(e)(2),to accomplish the intended purpose of such use or disclosure;(ii)to respond to requests for PHI either accompanied by an authorization that meets the requirements of 45 CFR§164.508 or from a covered entity or health care provider in accordance with 45 CFR§164.506(c)and(iii)as otherwise authorized in writing by Covered Entity or Plan Sponsor on its behalf.In all disclosures,Business Associate shall comply with:(1) the applicable provisions of Title 45,Part 164 of the CFR and(2)applicable State privacy laws,rules and regulations not preempted pursuant to Title 45,Part 160,Subpart B of the CFR or the Employee Retirement Income Security Act of 1974("ERISA"),as amended. Business Associate may disclose such PHI as necessary for Business Associate's proper management and administration or to carry out Business Associate's legal responsibilities provided that:(a)the disclosure is required by law(including to report violations of law to appropriate Federal and State authorities,consistent with 45 CFR§ 164.502(j)(1));or(b)Business Associate obtains reasonable assurances from the person to whom the information is disclosed that it will remain confidential and will be used or further disclosed only as Required by Law or for the purpose for which it was disclosed to the person(which purpose must be consistent with the limitations imposed upon Business Associate pursuant to this BAA),and that the person agrees to notify Business Associate of any instances of which it is aware in which the confidentiality of the information has been breached 5. Prohibited Disclosures. Business Associate shall not use or disclose Pill other than as permitted or required to perform functions, activities or services for,or on behalf of,Covered Entity as specified in the Agreement or as required by law. To the extent Business Associate is carrying out any of Covered Entity's obligations,Business Associate shall comply with the requirements of the Privacy Rule that apply to Covered Entity in the performance of such obligation(s). Business Associate may not use or disclose PHI in a manner that would violate the Privacy Rule if done by Covered Entity,except as set forth in Sections 2(b)-(d). 6. intentionally deleted. 7. Dc-identification. Business Associate may create de-identified PHI in accordance with the standards set forth in 45 C.F.R. § 164.514(b)and may use or disclose such de-identified data for any purpose related to the services provided under,and subject to the limitations contained in,the Agreement. 8. Safeguards. Business Associate shall use appropriate safeguards,consistent with applicable law including Subpart C of Title 45,Part 164,to prevent the use or disclosure of PHI and ePIII in a manner that would violate this BAA and to reasonably and appropriately protect the confidentiality,integrity and availability of ePHI that it creates,receives,maintains or transmits on behalf of Covered Entity. Business Associate shall provide Covered Entity with such information concerning such safeguards.as Covered Entity may reasonably request from time to time. a/e CONFIDENTIAL AND PROPRIETARY Page 22 /. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D63816-5D41-4227-B7EC-4B6FEF1 E46B1 9. Security Incidents. Business Associate shall use commercially reasonable efforts to maintain the security of the PHI and to prevent unauthorized use and disclosures of such PI-II. In addition,Business Associate will: implement Administrative Safeguards,Physical Safeguards and Technical Safeguards,to the extent required of Business Associates by Subpart C of Title 45, Part 164,that reasonably and appropriately protect the confidentiality, integrity and availability of Electronic Protected Health Information that it creates,receives,maintains or transmits on behalf of Covered Entity; report to the Covered Entity any use or disclosure of PHI not provided for by the BAA of which Business Associate becomes aware and any successful Security Incidents that result in the unauthorized access,use,disclosure,modification or destruction of Covered Entity's Electronic Protected Health Information of which Business Associate becomes aware;and Covered Entity acknowledges that Business Associate may be subject to any number of unsuccessful Security Incidents,such as routine scans or"pings"that do not pass Business Associate's firewall,unsuccessful log-on attempts,denial of service attacks,and any combination of the above(each an"Unsuccessful Security Incident"),as lung as such Unsuccessful Security Incident dues not result in unauthorized access,Use, Disclosure,destruction or modification of Electronic PHI,Business Associate and Covered Entity agree that this Addendum serves as notice of such Unsuccessful Security Incidents. 10. Breach Notification and Periodic Reports to Plan. Business Associate shall report to Covered Entity any use or disclosure of PHI not permitted under this BAA,Breach of Unsecured PHI or Security Incident,without unreasonable delay,and in any event no more than ten (10)business days following discovery;provided,however,that the Parties acknowledge and agree that this Section constitutes notice by Business Associate to Covered Entity of the ongoing existence and occurrence of attempted but Unsuccessful Security Incidents(as defined below)for which notice to Covered Entity by Business Associate shall be required only upon request. "Unsuccessful Security Incidents" shall include,but not be limited to,pings and other broadcast attacks on Business Associate's firewall,port scans,unsuccessful log-on attempts, denials of service and any combination of the above,so long as no such incident.results in unauthorized access,use or disclosure of Plil. Business Associate's notification to Covered Entity of a Breach shall include:(a)the identification of each individual whose Unsecured PIII has been,or is reasonably believed by Business Associate to have been,accessed, acquired or disclosed during the Breach;and(b)any particulars regarding the Breach that Covered Entity would need to include in its notification,as such particulars are identified in 45 C.P.R.§ 164.404.Except for notifications to the Secretary,which must be done by Covered Entity,Business Associate agrees that to the extent the Breach is a result of Business Associate's failure to implement reasonable and appropriate safeguards as required by this BAA,Business Associate will provide the notifications required under 45 CFR 164.404 and 45 CFR 164.406 after reviewing the content of such notifications with Covered Entity,subject to any delay required by law enforcement pursuant to 45 CFR 164.412. 11. Security and Privacy Requirements, Business Associate agrees to comply wills Sections 164.308, 164.310,164.312 and 164.314 of the Omnibus Regulations applicable to Business Associates. The Parties hereto agree that the requirements of the Omnibus Regulations relating to security and privacy that are made applicable to Covered Entities shall also be applicable to Business Associate under the BAA to the extent required by the Omnibus Regulations. Except as expressly provided herein,Business Associate has not assumed any obligations of Covered Entity under the I-IIPAA Rules. 12. Accounting of Uses or Disclosures. Business Associate agrees to provide to Covered Entity,within twenty(20)business days of Business Associate's receipt of a written request from Covered Entity,information collected in accordance with Section 3(1)of this BAA,to permit Covered Entity to respond to a request by an Individual for an accounting of disclosures of PHI in accordance with 45 C.F.R.§164.528. If an Individual makes a request for an accounting of disclosures of PHI pursuant to 45 C.F.R.§ 164.528 directly to Business Associate,or inquires about his or her right to an accounting of disclosures of Pill,Business Associate shall direct the Individual to Covered Entity. 13. Access by Workforce. Business Associate agrees to require its Workforce who access PHI in performing services to adhere to the restrictions and conditions regarding PHI contained herein to the extent applicable to their job functions. Business Associate will not provide access to Plil to any member of its Workforce unless Business Associate has advised such member of Business Associate's HIPAA obligations and the consequences for violation of these obligations to the extent applicable to their job functions. Business Associate will take reasonably appropriate disciplinary action against any member of its Workforce that uses or discloses Pill in violation of this section,as required by applicable law or regulation: • Disclosures outside of the Workforce. Except as otherwise permitted by applicable law or in this BAA,including but not limited to Sections 5(Business Associate's Operations),and with respect to disclosures in response to requests by Individuals who invoke their rights under HIPAA as described in this BAA,Business Associate shall not disclose Pill to any other person or entity without the written approval of Covered Entity. All disclosures. Any use or disclosures of PHI to Business Associate's Workforce must be limited to the minimum necessary to achieve the purpose for the use or disclosure in accordance with,and subject to,the exceptions in 45 CFR§164.502(b). 14. Access to Records. Upon confirming the identity of an Individual(or an Individual's personal representative and right to access PI•II),Business Associate will respond to an Individual's request for access to his or her PHI, or PHI to which the Individual's personal representative is authorized to access,if the request is communicated to Business Associate directly by the Individual.Despite the fact that the request is not made to the Covered Entity,Business Associate will respond to the request with respect to the PHI Business Associate and its Contacted Third Party(ics)maintain in a manner and time frame consistent with requirements specified in 45 CFR§164.524.In addition,upon receipt of a written.request(including fax or email notice)from Covered Entity,Business Associate will,unless the Covered Entity requests otherwise,respond on behalf of the Covered Entity to an Individual's request to invoke a right of access under 45 CFR§ 164.524 as if the access request had been communicated to Business Associate directly by the Individual.If Covered Entity requests that Business Associate not respond as provided in the foregoing sentence,then Business Associate will make available for inspection by the Covered Entity,or at the Covered Entity's direction,by the Individual(or Individual's personal representative),any Pill about the Individual created or received for or CONFIDENTIAL AND PROPRIETARY Pare 23 /se DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-4B6FEFIE46B1 from Covered Entity in Business Associate's custody or control so that Covered Entity may satisfy Covered Entity's access obligations under the H1PAA Rules,and,where applicable the HITECH ACT. Business Associate will make such information available in an electronic format, where required by the HiTECH Act,or otherwise make and produce copies of the information requested. Notwithstanding anything to the contrary contained in this BAA,Business Associate will only disclose PHI to individuals of Covered Entity's workforce identified by Covered Entity as individuals authorized to receive or access PHi on its behalf.Business Associate may refuse to provide PHi to any request for receipt or access to PHI on behalf of Covered Entity when that request does not come from an individual authorized to receive or access PHI on behalf of Covered Entity.in the event Covered Entity has not identified said authorized individuals,Business Associate may assume,consistent with 45 CFR§164.504(f),that those individuals managing the services provided by Business Associate are authorized to receive or access PHI on Covered Entity's behalf. 15. Amendment of PHi, To the extent Business Associate maintains a Designated Record Set on behalf of Covered Entity,and upon confirming the identity of an Individual(or an individual's personal representative and right to access PHI),Business Associate will respond to an Individual's(or Individual's personal representative's)request to amend any PHI if the request is communicated to Business Associate directly by the Individual (or Individual's personal representative).Despite the fact that the request is not made to the Covered Entity,Business Associate will respond to the request with respect to the PHI maintained by Business Associate in a manner and time frame consistent with requirements specified in HIPAA and 45 CFR§164,526.In addition,upon receipt of written notice(including faxed and emailed notice)from Covered Entity,Business Associate will,unless Covered Entity requests otherwise,respond on behalf of Covered Entity to an individual's(or Individual's personal representative's)request to amend his or her PHI as if the amendment request had been communicated to Business Associate directly by the Individual. in the event a request for an amendment of PI-H conflicts with a record provided by a confident source of truth(such as a healthcare professional or doctor),Business Associate may require the Individual(or Individual's personal representative)to request an amendment to the PIII through the original source.of truth,which must be communicated from said original source of truth directly to Business Associate before Business Associate can amend the PHI. 16. Government Access to Records, Business Associate agrees to make available its policies,books and records related to the use and disclosure of PHI received or created by Business Associate on behalf of the Covered Entity to the Secretary of the U.S.Department of Health and Human Services or his or her designee for the purpose of determining whether Business Associate and/or Covered Entity is in compliance with HIPAA requirements. 17. Disposition of Records upon Termination, Except where Business Associate is required to retain certain PHI for a period of time to comply with applicable laws,Business Associate agrees to destroy all PI-II created,maintained or received under this BAA within ninety(90) days of termination of this BAA. If such destruction of records is not feasible,or where Business Associatc'is required to retain certain PIIi by applicable laws,Business Associate will continue to extend the protections of this BAA to such PHI and limit any further use of PHI to those purposes that require.Business Associate to retain the PHI under applicable laws and/or purposes that make the destruction of the PHI infeasible. Covered Entity agrees that it is infeasible for Business Associate to destroy PHi reasonably needed to be retained by Business Associate for its own legal and risk management purposes. provided that all of the PHI provided by the Covered Entity to Business Associate, or created or received by Business Associate on behalf of the Covered Entity,is destroyed,or if it is infeasible to destroy PHI,protections are extended to such information as set forth in Section i9 herein. 18. Obligations of Covered Entity. Covered Entity shall provide Business Associate with the notice of privacy practices that Covered Entity produces in accordance with 45 CFR§164.520,as well as any changes to that notice. Covered Entity shall promptly provide Business Associate with any changes in, or revocation of, permission by an individual(or an individual's personal representative)to use or disclose PHI,if such changes affect Business Associate's permitted or required uses and disclosures. Covered Entity shall notify Business Associate,in writing and in a timely manner,of any restriction to the use or disclosure of PI II that.Covered Entity has agreed to in accordance with 45 CFR§164.522. Covered Entity acknowledges that it shall provide to,or request from,the Business Associate only the minimum PHI necessary to perform or fulfill a specific function required or permitted hereunder. Covered Entity shall not request Business Associate to use or disclose PHII in any manner that would not be permissible under the Privacy Rule if done by Covered Entity except as provided herein in accordance with 45 CFR§164.504(e).Covered Entity shall disclose or provide access to Business Associate only the minimum PIII necessary for Business Associate to perform its obligations as required by the Privacy Rule and 42 U.S.C.§ 17935(b). Covered Entity in performing its obligations and exercising its rights under this BAA shall use and disclose PHI in compliance with the I-IIPAA Rules. Notwithstanding the above, where the Privacy Rule requires patient authorization,voluntary consent is not sufficient to permit a use or disclosure of PHi unless it satisfies the requirements of a valid authorization giving Covered Entity permission to use PIIi for purposes other than treatment,payment,or health care operations,or to disclose PHi to a third party specified by the individual. if required,Covered Entity acknowledges that it remains responsible for obtaining such consent,authorization or permission that may be required by law or regulation(as opposed to individual consents or authorizations that may be required from plan participants in certain circumstances)for Business Associate to provide its services on behalf of Covered Entity and that Covered Entity shall provide Business Associate with advance written notice of any restrictions or changes to Covered Entity's Notice of Privacy Practices that would limit the uses and disclosures of PHI otherwise permitted herein. Covered Entity acknowledges that Business Associate shall only be required to comply with such changes to its Notice of Privacy CONFIDENTIAL AND PROPRIETARY Page 24 ale DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 llOeuSign Envelope ID . . Practices wjucb are known to Business Associate and to the'.Oxtent:tc(14iltd by applicable l&w or tel'AtilatiOn.'00,iered tinily shalt provide ti) BusinesS.Associate a written hit of the riaMeS of those individuals Mika Workforce thatarenuthoriZed to receive or access PHI on its behalf; and to Pr9viik-TC4.50na-1*Plior iClittgl!Miticp:tOBusinesS,Associate ofany changes 10- 11chliti, In the absence of(OYere&tOtitYProvidiPB: such list,13uSittCSs:Assdei4tepltiy.assume,consistent,With 45 0/R1,104:504a thitt,.thoSc:iintiVidipla that are 4gticroof theVierlrfetec of :COVered.Fritity,Who tequest,..or receiVePlifil:oniBitaincsS'AsSpelitteart itetecttenittg.filkut administration activities Covered: Entity and an.. litithariiect kvi:egettiq ofiedits:4'.0HT 661.0 behalf: t, 19. General..The testieetbie rights andabligatiOnS of Busines6 Associate under Section 5(c)ofdds BAA shall survive the termination of . . ... .. . . . ., . .. . ._... . -. the BAA and the AgegeMent.In:dm,event of any inconsistency between theprovisipos.of this BAA.,andihe•AgreemOn4 the provisions of this ... . I BAA-shall cootrof. In.the event drinconststcacy,betwetm.the provisions i of this BAA.and mandatory provisions of the Privacy Rule,the. Security Ittile.or:-the 01,A4 Final Rtile,Of their interpretation by any.court or regulatory agency with authority over Business Associate or PoyeredEntity,:sueWinterprelatiOn shall,control,provided;however,:thal.if any relevant,provision of the'Privapy.Aule,the§ecuritY;Role.or the'llIPAA Final Rule iSamendettin a matiner.thatehanges the obligations oftuainess Associate or.Covered•Entity that are embodiedin terms .of this-ElitA,•thew the Parties agree to negotiate in goottfaitlrapprOptiate,min-ithatteialterm§or nmendritentst.othis BAA to give efieet to such., revised obliiations,. Where provisions of this BAA sine different from these Mandated in Me-Privacy Rule thC.Sectrity,Rule,otthellIPAA Final Rule,.but are nonetheless permitted by such rules as interpreted by courts or*eddies,the proviairinsrb FM isBAAr'Shall candid'.This BAA is governed*,gid shall be construed in detbrdatiebWithi the laWS,orthei.glate thatgovern the Agreetrietir Hefty part of itiniviSitiii of this BAA is found illegal cir.,unetiforeeable,Ii..Shall be enforced to the maximum extent unit the legality and enforceability of remainder of that provision,and.all.other PrOiflSION'Ot this BAA shall'not:be,affected. 4.11!notices'relating:to.the Parties'legal rights and. remedies under this BAA.shall be prMiided in writing to a Party shalt he sent to its address set forthilithe signature block belOW,or such other address as may be designated by that Party by notice tote sending Party,and shaft reference this RM.,This BAA may be Modified,ior ,.ao rights under it:Waived,.Only.by a WOO doetitnen(esectited,by the authorized representatives of both Parties Nothing in this BAA shall • . confer arty right;leinedy or obligation open anYone Other than COVered,fintiO and Business ASSOCiale,This,BAA is OtaluSiVe. •agreetnent between the Parties with reSpeertn,the.sithjeCt matterlicreOf;supersedintatid replacing:all ptioe agreetnentS,communications and. understandings(written and oral)regarding:1W.subject matter.' BusineSsASSociate will be.considered,;for all purposes, an independent contractor,and Business Associate will not,directly or indirectly act aSagentiServant or employee ofCevered Entity or make any commitments or incur.any liabilities on,behalf pf Covered Entity without its express written consent. ,Nothing in this BAA shall be deemed to create an employmcntrprineipal..agent;or partner relationship between the parties.. Business Associate stied retain sole and absolute discretion in the .manria%and Means of canying out its activities and respousibilities,undcr this BAA.. . . . IN VITNESS'WIIEREOP;the Parties htiVe.exceuted this-BAA us urihe'latesi.date of exitettiibn bytite Parties, By:CovercdEntity • . _ , " - • •-nature) APPROVED AS TO . ' FORM&LANGUAGE -Alin ..Hudak -(Prititishune). . a FOR EXECUTION ,....G.t.e......--4.lig1/2.4L.....• . 12/30/2022 City Manager,City of Miami Beach (Title) rg,„, domino nolo Date: B y.:'Business'Associate:•Virgin ruise,Inc. . 7 DocuSt iidd :. •AMEZOAAROCACTO.ni.. • (Signature) Freon ic4 J b r`b-dck (Print Name) . chief Financial officer (Title) 1/6/2023 Date: r9, _ pocusbfaciThyr ! . Z003AORTE5EE445, :Gino: Simonelli Baxter Assistant deneral• counsel Page 25 CONFIDENTIAL AND PROPRIETARY trighe DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID: 18063816-51341-4227-B7EC-4B6FEFIE46BI //7Y'' pulse Appendix F: Performance Guarantees Subject to the terms of this Agreement, including, but not limited to, the terms of this Appendix F, Provider hereby offers the Annual OR Quarterly Performance Guarantees as described in this Appendix F. upon Client's written request, Virgin Pulse will report on The Performance Guarantees(also referred to as a"PG"below). Notwithstanding anything stated to the contrary in this Agreement including, but not limited to, this Appendix F, such reporting(i) will not occur more frequently than quarterly on a calendar basis (or annually in the case of annual surveys, changes in health risks, and Rol), and (ii) may not be requested mere than 90 days following the end of the applicable reporting period. All applicable credits due in connection with Performance Guarantees will be issued in the form of an invoice credit. Section 1: Implementation Performance Guarantee-Implementation-Implementation Effectiveness Performance The performance guarantee for Implementation Effectiveness will be equally Guarantee weighted on two measures: Level • Implementation Satisfaction:achieving an average of 8 or above on a 10-point satisfaction scale,where 10 is very satisfied and 1 is very dissatisfied. • Implementation Timeliness:the program will launch within 5 business days of the agreed upon Launch Date,which is signed off by the client after the Implementation Kickoff. How to Implementation performance guarantees will be measured as follows: Measure • Implementation Satisfaction-A satisfaction survey will be sent to Client Performance stakeholders within 30 days of the Launch Date. A minimum of three(3) Guarantee responses must be completed for results to count toward Performance Guarantee evaluation. • Implementation Timeliness-All key deliverables and milestones will be monitored through the Virgin Pulse's project management tool and reported to the Client on a periodic basis. Changes to the Launch Date must be agreed upon by both parties and confirmed in writing during the implementation process. Percent of 50%of Implementation Fee at risk: Fees at Risk • 25%of total implementation fee for Implementation Satisfaction:credited in full at less than or equal to 6/10;credit pro-rated for 7.9-6.1/10 • 25%of total implementation fee for Implementation Timeliness Virgin Pulse,Inc. 2022 Performance Guarantees I Page 1 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID 1806381E-5D41-4227-B7EC-4B6FEF1E46B1 0 pulse Performance Guarantee-Implementation-Implementation Effectiveness Additional • Fees at risk only apply to the first-year implementation fees as outlined in the client Details Order Form. • Any missed deadlines caused by delays by the customer e.g.,failure to deliver the required eligibility file will make this performance guarantee null and void. Additionally,if client chooses not to complete the satisfaction survey within.30 days of receipt this performance guarantee will be considered null and void. • This Performance Guarantee will be reviewed within 90 days of the initial full program launch. Any fees due to client will be credited against a future invoice. Section 2: Platform and Program Support The following Performance Guarantees are available to assure we're backing our collective success with shared metrics. Understanding each client values different things,we offer the option for you to select the right mix for your company,culture and goals. Performance Guarantee-Client Success-Program Engagement(Monthly,Points and Levels Reward Design) Performance The performance guarantee for Annual Progrom Engagement is defined as Guarantee Level follows. • On average at least 40%of enrolled employees will have earned points during a given month. How to Measure • Engagement is defined as a comparison of members earning points in a given Performance month to total enrolled employees in that month. Guarantee Engagement will be measured as the average monthly engagement during a defined 12-month period. Percent of Fees • 5%of annual platform subscription service fees. at Risk • Paid in full at 30%;pro-rated 30.1-39.9%. Additional Fees at risk only apply to the annual platform subscription service tees and assume Details the following: • You offer a minimum of$350 annual incentive value;and client to use quarterly points and levels program design • At least 2 of 4 Virgin Pulse best practices are deployed as part of the annual program design.Best practices include: 1. Access to email addresses for the majority(greater than 80%)of eligible employees and implementation of an agreed upon strategic communications plan. 2. Virgin Pulse will have the ability to continually communicate to the member base on a regular basis in order to meet engagement target metrics. 3. Deployment of a champions network to include identification of champions throughout company footprint,regular meetings(monthly or similar)and regular education activities such as participation in the VP webinars. Virgin Pulse,Inc. 2022 Performance Guarantees I Page 2 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID 18D6381B-5041-4227-B7EC-4B6FEFIE4861 41e. pulse Performance Guarantee-Client Success-Program Engagement(Monthly,Points and Levels Reward Design) 4. Senior leadership program support to include supportive policies(such as paid time to participate in program)and/or supportive messages(such as letter/email)from C-suite executive(s). Outcome Performance Guarantees Performance Guarantee-Outcomes-Health Risk Improvement Performance 90%or more of year-over-year participants will improve their risk in one or more Guarantee Level health risk category How to Measure Comparing the same individuals who have completed a Health Risk Assessment in Performance consecutive program years.Current program year's results to be compared to their Guarantee previous year's results. Those meeting the improvement standard will improve their score in 1 or more of the Health Risk Assessment categories. This standard will be met if 90%or more of individuals with completed HRAs in consecutive year meet this level of improvement. Percent of Fees • 5%of annual platform subscription service fees. at Risk Additional Health categories measured include Social Support,Perceived Health Status,Safety, Details Tobacco, Nutrition, Alcohol, Weight, Sleep, Cardiovascular Risk, Work ProdJctivity, Physical Activity,Stress,Preventive Care,Life Outlook,Pain. Performance Guarantee-Outcomes-Biometric Improvement Performance 80%or more of year-over-year participants will improve their risk in one or more Guarantee Level biometric. How to Measure Comparing the some individuals who have validated biometric measurements in Performance consecutive program years.Current program year's results to be compared to their Guarantee previous year's results. Those meeting the improvement standard will improve one or more of their biometrics. This standard will be met if 80%or more of individuals with validated biometric results in consecutive year meet this level of improvement. Percent of Fees • 5%of annual platform subscription service fees. at Risk Additional Biometrics include BMI,BPd,BPs,Total Cholesterol,HDL,LDL Details Virgin Pulse,Inc 2022 Performance t3uaranloes I Page 3 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID' 15D6381B-5D41.4227-87EC-4B6FEF1E4681 lie pulse Performance Guarantee-Return on Investment Performance The performance guarantee for Return on Investment defined as follows: Guarantee Level Financial ROI of health care savings:platform,incentive,and coaching costs.Target is$0.8:$1 in Vendor Program Year I,$1.5:$1 in Vendor Program Year 2,and $2.00:$1 in Vendor Program Year 3.ROI guarantees will be maintained at$2 00:$1 in subsequent, consecutive years after Vendor Program Year 3. How tc Measure ROI targets outlined are based on methodology described below. The parties agree Performance in principle with the measurement methodology as described. The parties further Guarantee agree to refine such measurement methodology as mutually agreeable to the parties, if necessary, and to document the refined methodology in a Reporting Requirements document.Client costs will be calculated to include program costs paid to VP including platform,coaching,and incentive costs as applicable. Percent of Fees • 5%of annual platform subscription service fees. at Risk Additional Measured by: ROI calculations will be based on a cohort comparison savings Details methodology,inclusive of healthcare and prescription claims that are provided to Virgin Pulse for claims-based services such as condition and disease management, gaps in care closure,and ongoing claims-based reporting and analytics. The general app-oach to the methodology is: 1. Determine baseline healthcare-Medical and Rx-costs and trend based on all claims for full eligible population 2. Cohort engaged participants vs non-participants with potential for matching on demographic,risk,and cost profiles 3. Compare actual cost trends over time to determine actual claims-based savings 4. Incorporate client-specific results on productivity and risk, including turnover, absence,and worker's compensation costs,and compare between populations as in steps 1-2 above. Where detailed data is not available to support member- level comparisons, aggregated averages and/or industry benchmarks will be used. 5. Compare savings versus program costs(inclusive of platform fees,coaching costs and incentives) 6. Remove high-cost outliers(e.g.,of over$5Ck-$100k)based on an outlier test 7. If a more detailed study is required to establish more specific ROI such as by health outcome or to determine value of specific interventions,and/or the ROI measurement requires extensive integration, processing, and/or analysis of data,SOW to establish costs of study will be written and agreed upon,with option to extract cost from fees at risk if PGs not met Requirements: 1. Client must be sot up with healthcare and prescription claims ingestion for full eligible populations on an ongoing basis to support claims-driven services such as Condition and Disease Management, gaps in care closure, and claims- specific risk and cost reporting and analytics. Virgin Pulse,Inc. 2022 Performance Guarantees 1 Page 4 DocuSign Envelope ID'.75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID, 180638113-5D41-4227-B7EC-486FEF1E46B1 ifit pulse Performance Guarantee-Return on Investment 2. ROI applies to engaged participants, defined as a ROI applies to engaged participants, defined as a Coaching participant that complete at least three calls during the program year and that engage with the digital platform and/or services at least monthly. 3. Minimum population sample size is the greater of 100 or 10% of the eligible population. Section 3: Total Population Coaching Effectiveness Total of 20%of Coaching Fees at Risk.Not to exceed 5%per category. Performance Guarantee-Coaching-Weight Loss Performance 12.5%of participants with BMI >30 will lose at least 5%of their body weight Guarantee Level How to Measure Measurement is determined using a Health or Biometric Screening as the data Performance source with the following method of measurement applied: Guarantee • Formula: (N1-N2)/N1 • Numerator:Participants in denominator who lost at least 5%of their body weight as measured by BMI • Denominator:Participants who complete any coaching program(phone.on- line),by completing four coaching calls or cne journey,have a BMI>30 and complete health screening before and after participation Percent of Fees 57.of annual live coaching fees for participants with Weight Loss goal. at Risk Additional • Fees at risk only apply to annual coaching costs For PG to be valid,year over year Details Health Screening population must be 5%of total enrolled employee population. • Based on a validated BMI measurement T2 vs.Tl.50%payout of fees at risk paid if greater than 6%of members lose 5%of body weight but less than 12.5%. Performance Guarantee-Coaching-Nutrition Risk Reduction Performance 25%of participants will achieve meaningful improvement in their nutrition risk. Guarantee Level How to Measure Measurement is determined using a Health Assessment us the data source with Performance the following method of measurement applied: Guarantee • Formula:(N1-t\2)/N1 • Numerator:Nutrition risk key performance metric is#s of fruits and vegetables consumed per day.Improvement=increase by>=1 serving per day • Denominator:Participants who complete four coaching calls and complete health assessment before and after participation. Virgin Pulse,Inc 2022 Performance Guarantees I Page 6 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID: I8D63818-5D41-4227-B7EC-486FEFIE46B1 1(;i L pulse Performance Guarantee-Coaching-Nutrition Risk Reduction Percent of Fees 5%of annual live coaching fees for participants with Nutrition goal. at Risk Additional • Fees at risk on)/apply to annual coaching costs. Details • 50%payout of fees at risk paid if greater than 12.5%of members achieve meaningful irrprovement but less than 25% Performance Guarantee-Coaching-Blood Pressure Performance 20%of participants with hypertension will achieve meaningful improvement in Guarantee Level their BP How to Measure Measurement is determined using a Health Screening as the data source with the Performance following method of measurement applied: Guarantee • Formula:(Nl-N2)/N1 • Numerator:Participants in denominator who were determined to be high risk for blood pressure(defined at BP>140/90)as measured by an objective health screening • Denominator:Participants who complete any coaching program (phone,on- line or onsite),complete health screening before and after participation and participate at least 120 days. Percent of Fees 5%of annual livc coaching fees for participants with Blood Pressure goal. at Risk Additional Blood Pressure key performance metric is either systolic or diastolic BP. Details Improvement=decrease of systolic BP by>=10 points or diastolic BP by >=5 points Performance Guarantee-Coaching-Diabetes Performance 50%of high-risk diabetic members will achieve meaningful improvement in fasting Guarantee Level blood sugar levels How to Measure . Measurement is determined using a Health Screening as the data source with the Performance following method of measurement applied: Guarantee • Formula:N2/NI • Numerator (N2): Virgin Pulse Enrolled participants who achieve meaningful improvement by a reduction of at least 10%from baseline Fasting Blood Glucose or Alc;or,achieving a drop from High Risk to Moderate Risk • Denominator(NI):Enrolled Virgin Pulse participants who completed a coaching program(4 coaching calls over 120 days) in the Diabetes topic area;who had a validated baseline blood glucose >125 mg/dL or Alc >= 4.9 prior to starting the program;and who have a validated blood glucose or Alc within 30 days following completion of the program Virgin Pulse,Inc. 2022 Performance Guarantees I Page 6 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID:18D6381B-5D41-4227-B7EC-486FEFIE46B1 )7„- pulse Performance Guarantee-Coaching-Diabetes Percent of Fees b%of annual live coaching fees for participants with Diabetes goal. at Risk Additional There must be at least 20 members in the denominator. Details [BALANCE OF PAGE INTENTIONALLY LEFT BLANK] Virgin Pulse,Inc. 2022 Performance Guarantees I Page 7 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID: 18D6381 B-5D41-4227-B7EC-4B6FEF1 E46B 1 APPENDIX E: VIRGIN PULSE OPTIONAL SERVICES pulse Service/Product Product/Servicc Fee Notes Single Sign On 52,500 per connection Above ten(10)provided per the $200 per hour-custom integrations Order Form Verified Form Processing $1,500 per setup Setup Verified Form Processing $5.00-standard form $10.00-nonstandard form HRA Processing $30.00-Telephonic $25.00-Paper Custom Destination Only applicable once client Challenge $5,000 per challenge exceeds their contracted allotment Additional Configurable $1,500 per challenge Only applicable once client Challenge exceeds their contracted allotment Custom Promoted $500 per challenge Only applicable once client Healthy Habit Challenge exceeds their contracted allotment For reporting needs beyond Custom Data Extract $200 per hour standard automated reporting capabilities(i.e.,enrollment, incentives,etc.) Max Buzz $10.00 PEPY Bulk order option available $28.99 per device Wireless Health Stations- $539 per unit Bulk order option available Desktop Wireless Health Stations- $749 per unit Bulk order option available iPad 15-minutes:$250 Live/Recorded Webinar 30-minutes:$295 Webinar Series is a 4-week series 60 minutes:$350 Webinar Series:$1,400 Fingcrstick:$55.00 per unit Concierge Onsite Health Venipuncture:$60.00 per unit Minimum of 20 participants per Screening Cotinine only:$47.00 per unit(venipuncture only) event CHEM 36 panel:$78.00 per unit Concierge Onsite Flu $40.00 per unit Minimum of 30 participants per Vaccinations-LabCorp event Concierge Onsite Flu $45.00 per unit Minimum of 40 participants per Vaccinations-Quest event Health Activation Partner $35,000 Available in US;UK;AUS;SWZ; SIN Health&Wellbeing $140,000 Available in US;UK;AUS;SWZ; Program Manager SIN;BOS Workplace Health Coach $130,000 per year-Full time US Only $70,000 per year-Part time Health&Wellbeing $130,000 per year-Full time Available in US;UK;AUS;SWZ; Specialist $70,000 per year-Part time SIN;BOS Program Manager:People $150,000 per year-Full time Available in UK;AUS;SWZ;SIN; Manager $75,000 per year-Part time BOS Virgin Pulse Tobacco $215 Per Participant Per Year Cessation Coaching Virgin Pulse Nicotine $58 per one month supply Replacement Therapy / + iNFIUI NIIAI ANn PkIJPRII IARV +age I'+ DocuSign Envelope ID:75F39255-CE0B-4467-8588-505CD5563023 Detail by Entity Name Klayko, Michael 75 Fountain Street Suite 310 Providence, RI 02902 Title Director Kosecoff,Jackie 75 Fountain Street Suite 310 Providence, RI 02902 Annual Reports Report Year Filed Date 2020 05/29/2020 2021 04/23/2021 Document Images 05/27/2021—Reg_6gent Change View image in PDF format 04/23/2021—ANNUAL REPORT View image in PDF format 05/29/2020—ANNUAL REPORT View image in PDF format I 06/25/2019—Foreign Profit View image in PDF format Florida Department of State,Division of Corporations • https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&d irectionType=1 nitial&searchNameOrder--Vl RGI N P... 3/3 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Detail by Entity Name Title Secretary Stephan, Kim 510 Marquette Avenue Suite 500 Minneapolis,MN 55402 Title President/CEO Osborne, David 75 Fountain Street Suite 310 Providence, RI 02902 Title Director Osborne, David 75 Fountain Street Suite 310 Providence, RI 02902 Title VP Patel, Hemal 75 Fountain Street Suite 310 Providence, RI 02902 Title Director Patel, Hemal 75 Fountain Street Suite 310 Providence, RI 02902 Title VP Anderson,Michael 75 Fountain Street Suite 310 Providence, RI 02902 Title Director Anderson, Michael 75 Fountain Street Suite 310 Providence, RI 02902 Title Director https://search.sunbiz.org/Inquiry/CorporationSearch/Search ResultDetail?inquirytype=EntityName&directionType=1 nitial&search NameOrder=Vl RG I N P... 2/3 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Detail by Entity Name D.VISION OF CORPOR,TIONS Din ONNN of* ;00rg iC J2 2� on official:Mlle of Flacida webSlle, Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Foreign Profit Corporation VIRGIN PULSE, INC. Filing Information Document Number F19000002928 FEI/EIN Number 20-2547480 Date Filed 06/25/2019 State DE Status ACTIVE Principal Address 75 Fountain Street Suite 310 Providence,RI 02902 Changed:04/23/2021 Mailing Address 75 Fountain Street Suite 310 Providence,RI 02902 Changed:04/23/2021 Registered Agent Name&Address CORPORATION SERVICE COMPANY 1201 HAYS STREET TALLAHASSEE, FL 32301 Name Changed: 05/27/2021 Address Changed:05/27/2021 Officer/Director Detail Name&Address Title Treasurer Laddusaw,Todd 510 Marquette Avenue Suite 500 Minneapolis, MN 55402 https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=VIRGINP... 1/3 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ATTACHMENT C CONSULTANTS RESPONSE - PROPOSAL DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 M l A N1 I B EA,C I-i PROCUREMENT DEPARTMENT 1755 Meridian Avenue,3rd Floor Miami Beach,Florida 33139 www.miamibeachfl.gov ADDENDUM NO. 1 REQUEST FOR QUALIFICATIONS(RFQ)NO.2022-042-WG WELLNESS SERVICES FOR ACTIVE EMPLOYEES November 15,2021 This Addendum to. the above-referenced RFQ is issued in response to questions from prospective proposers, or other clarifications and revisions issued by the City. The RFQ is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). I. REVISION: RFQ DUE DATE AND TIME. The deadline for the electronic receipt of bids is extended until 3:00 p.m.,on Friday, December 3,2021. All bids received and time stamped through BidSync, prior to the bid submittal deadline shall be accepted as timely submitted. Bids will be opened promptly at the time and date specified. Hard copy bids or bids received electronically,either through email or facsimile, submitted prior to or after the deadline for receipt of bids are not acceptable and will be rejected. Late bids cannot be submitted, bidders are cautioned to plan sufficiently. The City will in no way be responsible for delays caused by technical difficulty or caused by any other occurrence. II. REVISION: PUBLIC BID OPENING: Please be advised that a public bid opening will be conducted virtually scheduled for Friday, December 3,2021 @ 3:00PM ET. Respondents interested in participating in the bid opening via telephone must follow these steps: (1)Dial the TELEPHONE NUMBER: +1 786-636-1480 (2)Enter the MEETING NUMBER: 826 161 076# A FORTHCOMING ADDENDUM WILL CONTAIN RESPONSES TO QUESTIONS RECEIVED. Any questions regarding this Addendum should be submitted in writing to the Procurement Management Department to the attention of the individual named below, with a copy to the City Clerk's Office at RafaelGranado@miamibeachfl.gov Contact: Telephone: Email: William Garviso 305-673-7000 ext.7490 WilliamGarviso@miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFQ submission. Potential proposers that have elected not to submit a response to the RFQ are requested to complete and return the"Notice to P spective Bidders"questionnaire with the reason(s)for not submitting a proposal. Si er , 1)7 fL ___ xD i rocur ment Director 1 ADDENDUM NO.1 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MPROCUREMENT DEPARTMENT AM B E AC I-I 1755 Meridian Avenue,3rd Floor Miami Beach,Florida 33139 www.miamibeachfl.gov ADDENDUM NO.2 REQUEST FOR QUALIFICATIONS(RFQ) NO. 2022-042-WG WELLNESS SERVICES FOR ACTIVE EMPLOYEES November 17,2021 This Addendum to the above-referenced RFQ is issued in response to questions from prospective proposers, or other clarifications and revisions issued by the City. The RFQ is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). I. ATTACHMENT: Exhibit A Humana Wellness Agreement(attached via Periscope S2G) II. RESPONSES TO QUESTIONS RECEIVED: Q1: Is the City of Miami Beach willing to waive Section 3 - COMPLIANCE WITH THE CITY'S LOBBYIST LAWS, in the Solicitation Terms and Conditions? Al: No. Q2: Do you expect vendors to submit exceptions to Appendix A and/or B with our bid, or would this be negotiated at a later date? A2: All exceptions shall be included and clearly delineated,in writing, in the bid submittal. Any questions regarding this Addendum should be submitted in writing to the Procurement Management Department to the attention of the individual named below, with a copy to the City Clerk's Office at RafaelGranado@miamibeachfl.gov Contact: Telephone: Email: William Garviso 305-673-7000 ext.7490 WilliamGarviso@miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFQ submission. Potential proposers that have elected not to submit a response to the RFQ are requested to complete and return the"Notice to Prospective Bidders"questionnaire with the reason(s)for not submitting a proposal. i ere/ , le I Pr c rement Director • 1 ADDENDUM NO.2 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 /\A I A M I B E AC I-I PROCUREMENT DEPARTMENT 1755 Meridian Avenue,3rd Floor Miami Beach,Florida 33139 www.miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFQ submission. Potential proposers that have elected not to submit a response to the RFQ are,requested to complete and return the"Notice to Prospective Bidders"questionnaire with the reason(s)for not submitting a proposal. nc ely, lex De Procu ment Director 12 I ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 M I AM I BEACH PROCUREMENT DEPARTMENT 1755 Meridian Avenue,3rd Floor Miami Beach,Florida 33139 www.miamibeachfl.gov Q62:Section 17 of the Standard Terms for Services states"Payment will be made by the City after the services have been received, inspected, and found to comply with contract specifications, free of damage or defect, and are properly invoiced."Can the bidder propose its standard SaaS payment terms instead? A62: Please refer to Appendix A Paragraph 3,entitled Negotiations. Q63:How would the bidder propose required contract terms, in addition to the City's Terms and Conditions for Services. For example, submission of the bidder's Terms and Conditions with a note that the City's Terms will preempt the bidder's terms,to the extent there is a conflict. A63: Please refer to Section 0200, Paragraph 34,entitled Exceptions to Solicitation. Q64:Section 34 of Terms for Services:does the bidder have the opportunity to withdraw or terminate contract negotiations in the event that a requested exception is rejected. A64:Yes. Q65: Are there existing wellbeing service provides/partners you expect the new vendor to work with? If so, who and for what? A65:There are a few vendors currently being used with the wellness vendors. We will discuss the use of the current vendors and the services provided with the selected vendor. Q66: Do you have established wellness champions? A66:Yes, most departments have wellness champions. Q67: Do you have any dedicated onsite wellness staff?What are their roles?Will they continue with the new partnership? A67: No. Q68: Is there a desire for wellness coaching? A68:Yes. Q69:Are you incorporating COVID-19 education and prevention management into your wellness program? A69:Yes. Any questions regarding this Addendum should be submitted in writing to the Procurement Management Department • to the attention of the individual named below, with a copy to the City Clerk's Office at RafaelGranado@miamibeachfl.gov Contact: Telephone: Email: William Garviso 305-673-7000 ext.7490 WilliamGarviso@miamibeachfl.gov 11 I ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 -M A NI B E AC � PROCUREMENT DEPARTMENT 1755 Meridian Avenue,3rd Floor Miami Beach,Florida 33139 www.miamibeachfl.gov A55: Health seminars are usually held during the day(lunchtime)at various locations, and the exercise classes are after work(4pm and 5pm). There are times when a 3k walk to the beach occurs during the workday(lunchtime). Q56: Do all your employees work on site? A56:City employees work at various locations throughout North,South,and mid-beach. Q57:What are the working hours? A57: The City's business hours are 8:30a—5p. However, there are various departments that have 24-hour operations or extended operations (ie. Sanitation, Parks & Recreation, Code Compliance,etc.) Q58: Is this wellness program included as part of the benefits offered to your employees and will it have a cost to them? A58:The wellness program is separate from the Health insurance program. All benefit-eligible city employees are able to participate in the wellness program. There is no cost to the employee to participate in the wellness program. Q59: Does the Program have goals and responsibilities "Disease Management", please clarify could explain your expectations? A59: We would like for the Wellness vendor to work with the City and the Health plan administrator to set goals and activities that drive engagement and results. However, the purpose of this RFQ is to select the best qualified (as determined by the City) firm for the requested services.Responses pursuant to the RFQ are not to include scope nor cost.Instead, as required per the RFQ,proposers submit their qualifications,approach,and methodology as indicated in Section 0300.The City will negotiate scope of services and cost with the selected firm. Q60:Who is your current medical carrier? Do you have any wellness dollars from your carrier to use towards this program? A60:The city is self-insured and uses Cigna as its health plan administrator. Q61: Is the city interested in a venipuncture blood draw? A61:We have not used this service in the past, but are open to a discussion with the selected vendor on services that will be used to sustain a wellness program. The purpose of this RFQ is to select the best qualified (as determined by the City) firm for the requested services. Responses pursuant to the RFQ are not to include scope nor cost.Instead,as required per the RFQ,proposers submit their qualifications,approach,and methodology as indicated in Section 0300.The City will negotiate scope of services and cost with the selected firm. 10 ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 MBEACPROCUREMENT DEPARTMENT ,I A/'n�1V .1 I 1755 Meridian Avenue,3rd Floor Miami Beach,Florida 33139 www.miamibeachfl.gov Q50: In the Bid Submittal Questionnaire, Section 1 —Bid Certification Form, Section 16 —Code of Business Ethics,please confirm if the bidder's Code of Business Ethics should be submitted WITH the proposal or within 3 days upon receipt of request.There is conflicting information and it is not clear which the City prefers. A50: Bidder shall submit firm's Code.of Business Ethics within three(3)of request by the City. In lieu of submitting Code of Business Ethics,Vendor may indicate that it will adopt,as required in the ordinance, the City of Miami Beach Code of Ethics, available at http://www.miamibeachfl.gov/city-hall/procurement/procurement-related-ordinance-and- procedures/. Q51: In the Bid Submittal Questionnaire, Section 1 —Bid Certification Form, Section 4—Financial Capacity, it is noted that each bidder shall arrange for D&B to submit a SQR directly to.the City and that no proposal will be considered without receipt of the SQR directly from D&B.Yet, it states that bidders are responsible for the accuracy of the information in the SQR.It is also noted that bidder shall request D&B to submit the SQR directly to the City,with bid or within three days of request.Our questions are: a) How can a bidder verify accuracy of the report if it is sent directly from D&B to the City of Miami (there is no opportunity to review the information contained therein.) b)Please clarify the conflicting information as to if the SQR must be included with the bidders proposal or submitted to the City directly from D&B. ( A51:The report is not due with the bid.At time of request by the City, bidder shall request that Dun&Bradstreet submit.its Supplier Qualifier Report directly to the City,within three(3)days of request.Bidders are responsible for the accuracy of the information contained in its SQR.It is highly recommended that each bidder review the information contained in its SQR for accuracy prior to submittal to the City and as early as possible in the solicitation process. For assistance with any portion of the SQR submittal process, contact Dun & Bradstreet at 800- 424-2495. Q52: How many projects should be submitted demonstrating experience as referenced in Tab 2? A52: Summarize sufficient projects to demonstrate the experience of the Prime Proposer and its sub-contractors. Q53: How many locations and what is the number of eligible employees at each location? A53: Please refer to responses to Questions#45 and#48 above. Q54: About Sub-Consultants. The Consultant shall not retain, add, or replace any sub-consultant without the prior written approval of the Client Manager,in response to a written request,or shall be the sole responsibility of Consultant? A54: Please refer to Appendix A Paragraph 5,entitled Sub-Consultants. Q55:Are the services expected to be provided at specific hours of the day or throughout the.day? I 9 ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 PROCUREMENT DEPARTMENT M \/v\I B E AC 1755 Meridian Avenue,3rd Floor Miami Beach,Florida 33139 www.miamibeachfl.gov Q42:What is the reporting structure of the program? A42:The wellness program runs on Humana's Go365 application. The data is presented to the City in aggregate reports monthly. There is a Wellness Core Committee that meets monthly/quarterly to review data and develop wellness activities accordingly. Q43: Is this contract required to go out to bid? A43:Yes. Q44: Can the City provide more context to the scope "ability to provide on-site wellness at all of the City's locations between 3—5 days per week"? A44: Please refer to response to.Question #32 above. However,the purpose of this RFQ is to select the best qualified(as determined by the City)firm for the requested services.Responses pursuant to the RFQ are not to include scope nor cost. Instead, as required per the RFQ, proposers submit their qualifications, approach, and methodology as indicated in Section 0300.The City will negotiate scope of services and cost with the selected firm. Q45: How many locations are on-site wellness services currently being delivered to? Can the city please provide the locations? A45: On-site wellness services are currently being provided at one location,the City of Miami Beach City Hall. Q46: Do we need to request the D&B SQR report or will the city request it at a later time? A46:The report is not due with the bid.At time of request by the City,bidder shall request that Dun&Bradstreet submit its Supplier Qualifier Report directly to the City,within three(3)days of request. Q47: The Solicitation Terms and Conditions are provided solely for the convenience of prospective Bidders. Upon awarding the bid,will we receive a Master Service Agreement and Scope of Work specific to the services we are providing? A47: Please refer to Appendix A,Special Conditions,Paragraph 3,titled Negotiations. Q48:What is the current participation in the wellness program? A48: 41.95%participation,27.45%engaged. Q49:What are the top focus areas in terms of health issues for this population? A49:The top focus areas in terms of health issues for this population are Diabetes and obesity. 8 ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 M I A NI I ;BEACH PROCUREMENT DEPARTMENT 1755 Meridian Avenue,3rd Floor Miami Beach,Florida 33139 www.miamibeachfl.gov A36: As per Section 0200, General Conditions,.Paragraph 34, Exceptions to Solicitation, "Bidders must clearly indicate any exceptions they wish to take to any of the terms in the solicitation,and outline what,if any,alternative is being offered.All exceptions and alternatives shall be included and clearly delineated,in writing,in the bid submittal.The City,at its sole and absolute discretion, may accept or reject any or all exceptions and alternatives. In cases in which exceptions and alternatives are rejected,the City shall require the bidder to comply with. the particular term andlor condition of the solicitation to which bidder took exception to (as said term andlor condition was originally set forth in the solicitation and any exhibits or Addenda thereto)." Q37:What is the budget allocated for this project? A37:The annual budget allocated for this project is$250,000. Q38:You stated that section 0200 has a link with more questions that proposers need.to answer. When I go to the link, it shows me the Standard Terms and Conditions for Procurement. I am unable to locate more questions through that link. Can you please advise? A38: Section 0200, is relative to the applicable General Terms and Conditions. By submitting a proposal in response to this solicitation, the proposer agrees to be bound by and in compliance with the Terms and Conditions for Services. Q39: In terms of the Bid Submittal Questionnaire,I am only able to download it as a web page or in HTML. Is there a place where we can find maybe a PDF version of that questionnaire? A39: Please contact Periscope S2G, Supplier-to-Government at support@bidsync.com or 800.990.9339. Q40:What are the most successful aspects of the current program? A40: Large group physical training, seminars, 5k walkslruns, individual and departmental challenges are key components of the wellness program that have high participation rates. However,the purpose of this RFQ is to select the best qualified(as determined by the City)firm for the requested services. Responses pursuant to the RFQ are not to include scope nor cost. Instead, as required per the RFQ, proposers submit their qualifications, approach, and methodology as indicated in Section 0300. The City will negotiate scope of services and cost with the selected firm. Q41:What are the top areas of improvement for the current program? A41:We would like to have more employees engaged in the wellness program. 7 I ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 PROCUREMENT DEPARTMENT M I AMI B E AC Fl 1755 Meridian Avenue,3rd Floor Miami.Beach,Florida 33139 www.miamibeachfl.gov Q32:Tab 3:"the viability of a clinic or clinics operated exclusively by the City for employees":Can you provide detail on what you mean by this and how you envision our role with your clinics? A32: Please refer to Revision I,above. Q33: The. Statement of Work in the RFQ indicates that the, City believes that one of the ways in which improvements in health can be achieved is the ability to provide on-site wellness at all of the City's locations between 3—5 days per week. Could you please provide more details about the type of staffing you seek,the number of locations that should be staffed,the types'of locations that would be staffed,and the number of staff you seek? A33: Large group physical training is currently being provided atone central location in the City three days a week based on availability and demand. The City is open to ideas of expanding the wellness activities to other locations and ideas on how to incorporate wellness activities (ie. Physical fitness, yoga, seminars, etc.) "which may increase participation. However,the purpose of this RFQ is to select the best qualified(as determined by the City)firm for the requested services. Responses pursuant to the RFQ are not to include scope nor cost. Instead, as required. per the RFQ, proposers submit their qualifications, approach, and methodology as indicated in.Section 0300. The City will negotiate scope of services and cost with the selected firm. Q34:The person who is working on our response to the RFQ'registered us on the Periscope website. Several sections of the Bid Submittal Questionnaire, including Section 1: Bid Certification Form and Section 11, Byrd Anti-Lobbying Amendment Certification Form, have a space for the Name of the Bidders Authorized Representative,who is authorized to bind the company.We will enter the name of our General Counsel,whose Legal team reviews and completes such forms.However, the end'of the Bid Submittal Questionnaire states "Please enter your password below and click Save to save your response. Please be aware that typing in your password acts as your electronic signature, which is just as legal and binding as an original signature. (See Electronic Signatures in Global and National Commerce Act for more information.)" The usemame for the person who set up the Periscope account appears on the questionnaire, and it is not that of our General Counsel.When the person completing the bid enters a password to complete the form, is that considered the proper electronic signature? A34: If the person entering your response in PersicopeS2G has been authorized to do so,that is acceptable. Q35: On the Bid Submittal Questionnaire, Section 1, which mentions "no. of years in business locally" and :"Bidder Local Address"does locally refer to Florida? A35: When completing the Bid Submittal Questionnaire, local refers to within the State of Florida. Q36: Section 34 of the Terms and Conditions allows bidders to indicate any exceptions to the solicitation. Would the City please confirm that the bidder can take exceptions to the Standard Terms and Conditions as they areconsidered part of the solicitation?" 6 ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 M I' NI I B EAC I-I " PROCUREMENT DEPARTMENT . 1755 Meridian Avenue,3b Floor. Miami Beach,Florida 33139 www.miamibeachfl.gov Q27: Regarding Onsite services.Can you please tell us if you are receiving these services currently and if so, how many hours is the onsite person working and what services are they providing? A27:See response to Question#16 above. Q28: We agree that the following steps (see below)as well the HRA and screenings are critical components of a comprehensive well-being program. Will the City of Miami Beach consider a vendor's ability to deliver everything identified in the scope including Disease Management, on-site wellness and health promotion? *Wellness Plan Management *Disease Management _ *Measuring Results *Making Lifestyle Changes *Promoting Wellness Education *Promoting Healthier Decision Making *The ability to provide on-site wellness at all of the City's locations between 3—5 days per week. *Creating a platform that is accessible to employees without computer access,in addition to offering a web-based platform. * Developing and implementing a media-diverse communications program designed to overcome individual apathy, the sensitivity of personal health issues, and the geographic,demographic and cultural_heterogeneity of employees. *Issue a report showing ROI by the end of year(3)three A28: The purpose of this RFQ is to select the best qualified (as determined by the City)firm . for the requested services.Responses pursuant to the RFQ are not to include scope nor cost. Instead, as required per the RFQ,, proposers submit their qualifications, approach, and methodology as indicated in Section 0300.The City will negotiate scope of services and cost with the selected firm. Q29: I just wanted a point of clarification the city currently has'a wellness program vendor contractor correct? If so what is the company name?Or when was that bid awarded so we can go search public records for the previous contract? A29: Yes, the City has a current wellness program with Humana. Please refer to Exhibit A Humana Agreement(attached via Periscope S2G). Q30: Is there a technology platform or several that the city is using that they would like a well mispender to be able to integrate with potentially? Example integration with carriers like bcbs, Cigna,Aetna. Or 3rd party sprinkbuk go365 etc.Or even a TPA that is managing employee health info? A30: Integration with our medical administrator may be requested. Q31: Is this a current program or will this be a new offering? If current, who is the current vendor and what services are being provided and what results are being seen? A31: Please refer to response to Question#29 above. 5 ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 N PROCUREMENT DEPARTMENT I I A M I B E AC H 1755 Meridian Avenue,3'Floor Miami Beach,Florida 33139 www.miamibeachfl.gov Q20: Can you share with us any other internal/external vendors you currently have providing wellness services to the City population? A20: This information is not readily available. The City has attained the services of various vendors providing large group physical training,yoga,financial,and well-being seminars. Q21: The link on page 12 in section 19 (Non-Discrimination) is not working and gives a response of"Content Not found". Can you please provide a corrected link? A21: The reference to Non-Discrimination can be found on Section 0200, General Conditions, Paragraph 22 (https:llwww.miamibeachfl.govlcity-halllprocurementlstandard-terms-and- conditions!). Q22: In Section 0100 subsection 3, it is indicated that the City is interested in creating a platform that is accessible to employees without computer access.Does the City have this capability now?If so,what services are currently(or would want to have)available to employees without computer access? A22: Yes. Humana Go365 program is app-based and available to employees to download to their smartphones. Q23: Would the City be interested in providing Paper Health Assessments to their population or just online Health Assessments? A23:The City prefers online assessments but is not opposed to paper assessments for those who prefer that option. Q24: In the RFP Section 0200 General Conditions, the City references "Terms and Conditions for Services (version dated April 3, 2020)". The link goes to page with a link to a document entitled "Terms Conditions Services General 4.13.2020". Can you please confirm the version bidders are required to review this? Are bidders able to provide exceptions to the terms and conditions? A24:The correct version is dated 4.13.2020. Please refer to Section 0200,General Conditions, Paragraph 34, Exceptions to Solicitation. Q25: We did not see a Business Associate Agreement;does the City have their own or will they enter into the Bidders version? A25: The City may opt to use the bidder's Agreement but would it require prior review and approval by the City's Legal Department. Q26: Is Vendor Self-Service registration required prior to contract award? A26:No.Please refer to Section 0100,Paragraph 15.How To Manage or Create A Vendor Profile On Vendor Self Service(VSS). • 4 ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 PROCUREMENT DEPARTMENT M I I-\tv\ I B EIAC H 1755 Meridian Avenue,3rd Floor Miami Beach,Florida 33139 www.miamibeachfl.gov preventative services (flu shots, dental cleaning, etc.). The wellness points earned can also yield $60-$120 quarterly stipend towards an employee's health insurance premium for Silver, Gold,or Platinum status. Wellness participants may cash in their points for gift cards or other wellness items. Q13:Are you needing the wellness program solutions and components to be offered in Spanish? A13: No. Q14: 2.2 Relevant Experience of Prime Proposer and 2.3 Relevant Experience of Sub-consultant(s)/Sub- contractor(s): • Due to proprietary nature of our client agreements and given that this is a public bid, we are not able to share some of the specific details per specific client names.Would it be acceptable for us to show our experience related to the scope of services requested based on several clients with similar programs as you're seeking and/or just not reference the client name? A14:The City must have the ability to verify experience and qualification information provided pursuant to Section 0300, Proposal Submittal Instructions and Format,Tab 2. Q15: How is scoring of the proposal impacted if vendor is a Veterans Business Enterprise?? A15: Please refer to Section 0400 Proposal Evaluation, Paragraph 3. Q16: Regarding Onsite services. Can you please tell us if you are receiving these services currently and if so, how many hours is the onsite person working and what services are they providing? A16: We no longer have an Onsite Wellness Representative. However, our Wellness Coordinator provides 20-30 hours a week of service to the City. Q17: Do you want to have us submit pricing for the proposed solutions at this time? If not,when do you expect to request pricing and do you have a preferred format for pricing? A17:The purpose of this RFQ is to select the best qualified(as determined by the City)firm for the requested services. Responses pursuant to the RFQ are not to include scope nor cost. Instead, as required per the RFQ, proposers submit their qualifications, approach, and methodology as indicated in Section 0300.The City and the selected provider will negotiate the cost during negotiations. Q18: Is the City interested in providing on-site flu shot clinics for their employees? A18:Yes. Q19: How many children under the age of 18 are eligible to participate in your current Go365 Kids program? A19: Only spouses are eligible to participate in the current wellness program. 3 I ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 M( A/v\I B E AC H PROCUREMENT DEPARTMENT 1755 Meridian Avenue,3" Floor Miami Beach,Florida 33139 www.miamibeachfl.gov A5:The City anticipates an award recommendation at the January 2022 Commission Meeting. Q6: On what date do you want the program"go live"to the employees? A6:The City anticipates a February 2022,go-live date. Q7: Do you offer health coaching today and if so, can you share the type of coaching options you provide? Al: Varying health coaching options are available. Participants can select from multiple options(i.e.,group, individual,in-person,virtual)on an individual basis. Q8: If you do want health coaching, please let us know which of the following coaching options you're wanting to provide: • Onsite health coaches • Lifestyle coaching • Condition Management Coaching • In depth Weight Management Program Coaching • In depth Tobacco Cessation Program Coaching A8: As our employees have varying needs, we would like to provide options for coaching services. Q9: Do you currently offer onsite biometric screenings to your population and if so, can you tell us which biometric measurements are being collected and if it's via a fingerstick or venipuncture? A9:Yes,biometrics are conducted several times a year using the fingerstick method. Q10: Do you want the selected vendor to provide biometric screenings and if so,via which method of collection and via fingerstick or venipuncture? • Onsite biometric screenings • Offsite Lab Option • Healthcare Physician Form • Home Test Kits A10: Onsite biometric screenings using the fingerstick method. We also allow wellness participants to submit biometric records from their primary care physician. Q11:Are you currently offering any type of incentive to employees who participate in the well-being program? All:Yes. Q12: If so, can you share the incentive type and value and what participants need to complete to get the incentive(s)? Al2: The incentives are based on points earned by wellness participants through seminars (financial wellness, breast cancer awareness), physical activities, coaching, biometrics, 2 I ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 M I A I B E AC H PROCUREMENT DEPARTMENT 1755 Meridian Avenue,3�Floor Miami Beach,Florida 33139 www.miamibeachfl.gov ADDENDUM NO. 3 REQUEST FOR QUALIFICATIONS(RFQ).NO.2022-042-WG WELLNESS SERVICES FOR ACTIVE EMPLOYEES November 16,2021 • This Addendum to the above-referenced RFQ is issued in,response to questions from prospective proposers,or other clarifications and revisions issued by the City. The RFQ is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). I. REVISION(s).Section 0300,Tab 3,Approach and Methodology has been revised as follows: TAB 3 Approach and Methodology Submit detailed information, including specific engagement or projects,on the approach and methodology that the Proposer and its team has utilized on previous engagements to accomplish a similar scope of work.At a minimum,address the following areas: • facilitating a high level of participation; • maximizing the effectiveness and value of the agreed to wellness program; • tracking compliance results of the selected screening activities; •, the ability and processes used to ensure all confidential and health information is protected against impermissible access, use and disclosure pursuant to all applicable federal and state laws. II. RESPONSES TO QUESTIONS RECEIVED: Q1: Could you please provide the,number of employees as well as the full membership for this opportunity? Al:There are a total of 1315 full-time,benefit eligible employees,excluding police and fire. Q2: Can you tell us the reason(s)why you're seeking bids for your well-being program and why at this time? A2:The City's existing Agreements are scheduled to expire and are therefore being resolicited. Q3: How many total employees will this program be offered to? A3: Please refer to response to Question 1 above. Q4: How do you define who is eligible for the program (FT/PT/Benefit eligible/Health plan Enrolled/Union or Non-Union)etc. A4: FTIPT benefit eligible employees,excluding Police and Fire personnel. Q5: By what date do you expect to have a decision and notify the awarded vendor? 1 .ADDENDUM NO.3 REQUEST FOR QUALIFICATIONS NO.2022-042-WG FOR WELLNESS SERVICES FOR ACTIVE CITY EMPLOYEES DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Acceptability of Insurers—Insurance must be placed with insurers with a current A.M. Best rating of A:VII or higher. If not rated, exceptions may be made for members of the Florida Insurance Funds(i.e. FWCIGA, FAJUA). Carriers may also be considered if they are licensed and authorized to do insurance business in the State of Florida. Verification of Coverage — Contractor shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this contract. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents,prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete, certified copies. of all required insurance policies, including endorsements, required by these specifications,at any time. CERTIFICATE HOLDER MUST READ: CITY OF MIAMI BEACH • c/o EXIGIS Insurance Compliance Services P.O. Box 4668—ECM#35050 New York, NY 10163-4668 Kindly submit all certificates of insurance, endorsements, exemption letters to our servicing agent, EXIGIS,at: Certificates-miamibeach@riskworks.com Special Risks or Circumstances - The City of Miami Beach reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Compliance with the foregoing requirements shall not relieve the vendor of his liability and obligation under this section or under any other section of this agreement. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MIAMIBEACH . INSURANCE REQUIREMENTS. The vendor shall maintain the below required insurance in effect prior to awarding the contract and for the duration of the contract The maintenance of proper insurance coverage is a material element of the contract and failure to maintain or renew coverage may be treated as a material breach of the contract,which could result in withholding of payments or termination of the contract. A. Worker's Compensation Insurance for all employees of the vendor as required by Florida Statute 440, and Employer Liability Insurance for bodily injury or disease. Should the Vendor be exempt from this Statute, the Vendor and each employee. shall hold the City harmless from any injury incurred during performance of the Contract.The exempt Vendor shall also submit(i) a written statement detailing the number of employees and that they are not required to carry Workers' Compensation insurance and do not anticipate hiring any additional employees during the term of this contract or(ii)a copy of a Certificate of Exemption. B. Commercial General Liability Insurance on an occurrence basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence, and $2,000,000 general aggregate. C. Automobile Liability Insurance covering any automobile, if vendor has no owned automobiles, then coverage for hired and non-owned automobiles, with limit no less than$1,000,000 combined per accident for bodily injury and property damage. D. Professional Liability Insurance in an amount not less than $1,000,000 with the deductible per claim, if any, not to exceed 10%of the limit of liability. Additional Insured - City of Miami Beach must be included by endorsement as an additional insured with respect to all liability policies (except Professional Liability and Workers' Compensation) arising out of work or operations performed on behalf of the contractor including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired or borrowed in the form of an endorsement to the contractor's insurance. Notice of Cancellation- Each insurance policy required above shall provide that coverage shall not be cancelled, except with notice to the City of Miami Beach do EXIGIS Insurance Compliance Services. Waiver of Subrogation — Vendor agrees to obtain any endorsement that may be necessary to affect the waiver of subrogation on the coverages required. However, this provision applies regardless of whether the City has received a waiver of subrogation endorsement from the insurer. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 APPENDIX B M I AM I BEACH INSURANCE REQUIREMENTS RFQ 2022-042-WG WELLNESS SERVICES FOR ACTIVE EMPLOYEES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 1. Term of Contract. The contract shall commence upon the date of notice of award and shall be effective for three(3)years. 2. Option to Renew. The City, through its City Manager, will have the option to extend for two (2) additional one-year periods subject to the availability of funds for succeeding fiscal years. Continuation of the contract beyond the initial period is a City prerogative; not a right of the bidder. This prerogative will be exercised only when such continuation is clearly in the best interest of the City. 3. Negotiations. Upon approval of selection by the City Commission, negotiations between the City and the selected Consultant will take place to arrive at a mutually acceptable Agreement, including final scope of services,deliverables and cost of services. 4. Change of Project Manager. A change in the Consultant's project manager (as well as any replacement) shall be subject to the prior written approval of the City Manager or his designee (who in this case shall be an Assistant City Manager). Replacement (including reassignment) of an approved project manager or public information officer shall not be made without submitting a resume for the replacement staff person and receiving prior written approval of the City Manager or his designee(i.e.the City project manager). 5. Sub-Consultants. The Consultant shall not retain, add, or replace any sub-consultant without the prior written approval of the City Manager, in response to a written request from the Consultant stating the reasons for any proposed substitution. Any approval of a sub-consultant by the City Manager shall not in any way shift the responsibility for the quality and acceptability by the City of the services performed by the sub-consultant from the Consultant to the City. The quality of services and acceptability to the City of the services performed by sub-consultants shall be the sole responsibility of Consultant. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 APPENDIX A m Ami BEAC Special Conditions RFQ 2022-042-WG WELLNESS SERVICES FOR ACTIVE EMPLOYEES PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, Florida 33139 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 4. Determination of Final Ranking. The sum of qualitative and quantitative scores will be converted to rankings in accordance with the example below: Proposer A Proposer B Proposer C Qualitative Points 82 74 80 Committee Quantitative Points 10 5 0 Member 1 '-• Total 92 79 80 ' .Rank - ' 1 3 2 • Qualitative Points 82 85 72 Committee Quantitative Points 10 5 0 Member 2,. - Total 92 90 72 Rank` 1 2 3 - Qualitative Points 90 74 66 Committee , Quantitative Points 10 5 0 Member.? ` Total 100 79 66 Rank 1 2 3 Low Aggregate Score 3 7 8 Final Ranking* 1 2 3 It is important to note that the results of the Evaluation Committee process do not represent an award recommendation.The City Manager will utilize the results of the committee process,as well as any other information he deems appropriate to develop his award recommendation to the City Commission,which may differ from the Evaluation Committee process ranking. Balance of Page Intentionally Left Blank DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 SECTION 0400 PROPOSAL EVALUATION 1. Evaluation Committee.An Evaluation Committee, appointed by the City Manager, may meet to evaluate each Proposal in accordance with the qualitative criteria set forth below. In doing so, the Evaluation Committee may review and score all proposals received, with or without conducting interview sessions. City staff will assign points for the quantitative criteria. It is important to note that the Evaluation Committee is advisory only and does not make an award recommendation to the City Manager or the City Commission. The results of Step 1 & Step 2 Evaluations will be forwarded to the City Manager who will utilize the results to make a recommendation to the City Commission. a. In the event that only one responsive proposal is received, the City Manager, after determination that the sole responsive proposal materially meets the requirements of the RFQ, may, without an evaluation committee, recommend to the City Commission that the Administration enter into negotiations. b. The City, in its discretion, may utilize technical or other advisers to assist the evaluation committee in the evaluation of proposals. 2. Qualitative Criteria. Responsive proposals shall be evaluated by the Evaluation Committee in accordance with the following criteria. Qualitative Criteria Maximum Points Experience and Qualifications 60 Approach and Methodology 40 TOTAL AVAILABLE STEP 1 POINTS 100 3. Quantitative Criteria. Following the results of the evaluation of the qualitative criteria by the Evaluation Committee, the Proposers may receive additional points, to be added by City staff, as follows. Quantitative Criteria Maximum Points Veterans Preference 5 TOTAL AVAILABLE STEP 2 POINTS 5 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MIAMI BEACH TAB 1 Cover Letter and Table of Contents 1.1 Cover Letter and Table of Contents. The table of contents should indicate the tabs, sections with tabs and page numbers to facilitate the evaluation committee's review. The cover letter must be signed by a principal or agent able to bind the firm. TAB 2 Experience and Qualifications 2.1 Organizational Chart:An organizational chart depicting the structure and lines of authority and communication for all firms, principals and personnel involved in the project. Include information that describes the intended structure regarding project management,accountability and compliance with the terms of the RFQ. 2.2 Relevant Experience of Prime Proposer: Summarize projects where the Proposer and/or its principals have provided services similar to those described herein. For each project provide the following: a. project name and scope of services provided; b. name of individuals that worked on the referenced project that have been included in Section 2.1 above. c. client; d. client project manager and contact information; e. costs of the services provided; and f. term of the engagement. 2.3 Relevant Experience of Sub-consultant(s)ISub-contractor(s): Summarize projects where the Sub- consultant(s)/Sub-contractor(s) and/or its principals have provided services similar to those described herein. For each project provide the following: g. project name and scope of services provided; h. name of individuals that worked on the referenced project that have been included in Section 2.1 above. i. client; j. client project manager and contact information; k. costs of the services provided; and term of the engagement. TAB 3 Approach and Methodology Submit detailed information, including specific engagement or projects, on the approach and methodology that the Proposer and its team has utilized on previous engagements to accomplish a similar scope of work. At a minimum, address the following areas: • facilitating a high level of participation; • maximizing the effectiveness and value of the agreed to wellness program; • tracking compliance results of the selected screening activities; • the viability of a clinic or clinics operated exclusively by the City for employees; and • the ability and processes used to ensure all confidential and health information is protected against impermissible access, use and disclosure pursuant to all applicable federal and state laws. Balance of Page Intentionally Left Blank DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MIAMI BEACH SECTION 0300 PROPOSAL SUBMITTAL INSTRUCTIONS AND FORMAT 1. ELECTRONIC RESPONSES (ONLY). Proposals must be submitted electronically through Periscope S2G, (formerly BidSync) on or.before the date and time indicated. Hard copy proposals or proposals received through email or facsimile are not acceptable and will be rejected. A proposer may submit a modified proposal to replace all or any portion of a previously submitted proposal until the deadline for proposal submittals.The City will only consider the latest version of the bid. Electronic proposal submissions may require the uploading of attachments. All documents should be attached as separate files in accordance with the instructions included in Section 4, below. Attachments containing embedded documents or proprietary file extensions are prohibited. It is the Bidders responsibility to assure that its bid, including all attachments, is uploaded successfully. Only proposal submittals received, and time stamped by Periscope S2G (formerly BidSync) prior to the proposal submittal deadline shall be accepted as timely submitted. Late bids cannot be submitted and will not be accepted. Bidders are cautioned to allow sufficient time for the submittal of bids and uploading of attachments. Any technical issues must be submitted to Periscope S2G (formerly BidSync) by contacting (800) 990-9339 (toll free) or S2G(ia.periscopeholdinps.com. The City cannot assist with technical issues regarding submittals and will in no way be responsible for delays caused by any technical or other issue. It is the sole responsibility of each Bidder to ensure its proposal is successfully submitted in BidSync prior to the deadline for proposal submittals. 2. NON-RESPONSIVENESS. Failure to submit the following requirements shall result in a determination of non- responsiveness. Non-responsive proposals will not be considered. 1. Bid Submittal Questionnaire(submitted electronically): 3. OMITTED OR ADDITIONAL INFORMATION.. Failure to complete and submit the Bid Submittal Questionnaire (submitted electronically) with the bid and by the deadline for submittals shall render a proposal non-responsive. With the exception of the Bid Submittal Questionnaire (completed and submitted electronically), the City reserves the right to seek any omitted information/documentation or any additional information from,Proposer or other source(s), including but not limited to: any firm or principal information, applicable licensure, resumes of relevant individuals, client information,financial information, or any information the City deems necessary to evaluate the capacity of the Proposer to perform in accordance with contract requirements. Failure to submit any omitted or additional information in accordance with the City's request shall result in proposal being deemed non-responsive. 4. ELECTRONIC PROPOSAL FORMAT. In order to maintain comparability, facilitate the review process and assist the Evaluation Committee in review of proposals, it is strongly recommended that proposals be organized and tabbed in accordance with the tabs, and sections as specified below. The electronic submittal should be tabbed as enumerated below and contain a table of contents with page references.The electronic proposal shall be submitted through the"Line Items"attachment tab in Periscope S2G. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MIAMI BEACH SECTION 0200 GENERAL CONDITIONS TERMS & CONDITIONS —SERVICES. By virtue of submitting a proposal in response to this solicitation, proposer agrees to be bound by and in compliance with the Terms and Conditions for Services (version dated April 3, 2020), incorporated herein,which may be found at the following link: https://www.miamibeachfl.gov/city-h all/procurement/standard-terms-and-Conditions/ • • Balance of Page Intentionally Left Blank DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MIAMI BEACH acknowledged by Proposers that no property, contract or legal rights of any kind shall be created at any time until and unless an Agreement has been agreed to;approved by the City; and executed by the parties. 13. E-VERIFY. As a contractor you are obligated to comply with the provisions of Section 448.095, Fla. Stat., "Employment Eligibility." Therefore, you shall utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the Contractor during the term of the Contract and shall expressly require any subcontractors performing work or providing services pursuant to the Contract to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the Contract term. 14. PERISCOPE S2G (FORMALLY BIDSYNC). The Procurement Department utilizes Periscope S2G, Supplier-to- Govemment electronic bidding (e-Bid) platform. If you would like to be notified of available competitive solicitations released by the City you must register and complete your vendor qualifications through,Periscope S2G, Supplier-to- Government www.bidsync.com/Miami-Beach. Registration is easy and will only take a few minutes. For detailed instructions on how to register, complete vendor qualifications and submit electronic bids visit https:l/www.miamibeachfl.govlcity-hall/procurement/for-approval-how-to-become-a-vendor/. Should you have any questions regarding this system or registration, please visit the above link or contact Periscope S2G, Supplier-to-Government at support(a.bidsync.com or 800.990.9339, option 1,option 1. 15. HOW TO MANAGE OR CREATE A VENDOR PROFILE ON VENDOR SELF SERVICE(VSS). In addition to registering with Periscope S2G, the City encourages vendors to register with our online Vendor Self- Service web page, allowing City vendors to easily update contacts, attachments (W-9), and commodity information. The Vendor Self-Service (VSS) webpage (https://selfservice.miamibeachfl.gov/vssNendors/default.aspx) will also provide you with purchase orders and payment information. Should you have any questions and/or comments, do not hesitate to submit them to vendorsupportRmiamibeachfl.gov 16. SUPPLIER DIVERSITY. In an effort to increase the number and diversity of supplier options in the procurement of goods and services, the City has established a registry of LGBT-owned businesses, as certified by the National LGBT Chamber of Commerce (NGLCC) and small and disadvantaged businesses, as certified by Miami-Dade County. See authorizing resolutions here. If your company is certified as an LGBT-owned business by NGLCC, or as a small or disadvantaged business by Miami-Dade County, click on the link below to be added to the City's supplier registry (Vendor Self-Service) and bid system (Periscope S2G, Supplier-to-Government). These are two different systems and it is important that you register for both. Click to see acceptable certification and to register: https://www.miamibeachfl.qov/city-hall/procurement/how-to- become-a-vendor/. Balance of Page Intentionally Left Blank DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MIAMI BEACH submittal meeting or site visit(s). The City by means. of Addenda will issue interpretations or written addenda clarifications considered necessary by the City in response to questions. Only questions answered by written addenda will be binding and may supersede terms,noted in this solicitation. Addendum will be released through Periscope S2G. Any prospective proposer who has received this RFQ by.any means other than through Periscope S2G must register immediately with Periscope S2G to assure it receives any addendum issued to this RFQ. Failure to receive an addendum may result in disqualification of proposal.Written questions should be received no later than the date outlined in the'Anticipated RFQ Timetable section. 8. CONE OF SILENCE. This RFQ is subject to, and all proposers are expected to be or become familiar with, the City's Cone of Silence Requirements, as codified in Section 2-486 of the City Code. Proposers shall be solely responsible for ensuring that all applicable provisions of the City's Cone of Silence are complied with, and shall be subject to any and all sanctions, as prescribed therein, including rendering their response voidable, in the event of such non-compliance. Communications.regarding this solicitation are to be submitted in writing to the Procurement Contact named herein with a copy to the City Clerk at rafaelgranadoAmiamibeachfl.ciov 9. ADDITIONAL INFORMATION OR CLARIFICATION. After.proposal submittal, the City reserves the right to require additional information from Proposers (or Proposer team members or sub-consultants) to determine: qualifications (including, but not limited to, litigation history, regulatory action, or additional references); and financial capability(including, but not limited to, annual reviewed/audited financial statements with the auditors notes for each of their last two complete fiscal years). 10. PROPOSER'S RESPONSIBILITY. Before submitting a response, each Proposer shall be solely responsible for making any and all investigations;evaluations, and examinations, as it deems necessary, to ascertain all conditions and requirements affecting the full performance of the contract. Ignorance of such conditions and requirements, and/or failure to make such evaluations, investigations, and examinations, will not relieve the Proposer from any obligation to comply with every detail and with all provisions and requirements of the contract, and will not be accepted as a basis for any subsequent claim whatsoever for any monetary consideration on the part of the Proposer. 11. DETERMINATION OF AWARD. The City Manager may appoint an evaluation committee to assist in the evaluation of proposals received..The evaluation committee is advisory only to the city manager. The city manager may consider the information provided by the evaluation committee process and/or may utilize other information deemed relevant. The City Manager's recommendation need not be consistent with'the information provided by the evaluation committee process and takes into consideration Miami Beach City Code Section 2-369, including the following considerations: (1)The ability,capacity and skill of the Proposer to perform the contract. (2)Whether the Proposer can perform the contract within the time specified,without delay or interference. (3)The character, integrity, reputation,judgment,experience and efficiency of the Proposer. (4)The quality of performance of previous contracts. (5)The previous and existing compliance by the Proposer with laws and ordinances relating to the contract. The City Manager may recommend to the City Commission the Proposer(s) s/he deems to be in the best interest of the City or may recommend rejection of all proposals. The City Commission shall consider the City Manager's recommendation and may approve such recommendation. The City Commission may also, at its option, reject the City Manager's recommendation and select another Proposal or Proposals which it deems to be in the best interest of the City,or it may also reject all Proposals. 12. NEGOTIATIONS. Following selection, the City reserves the right to enter into further negotiations with the selected Proposer. Notwithstanding the preceding, the City is in no way obligated to enter into a contract with the selected Proposer in the event the parties are unable to negotiate a contract. It is also understood and DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MIAMI BEACH • accomplished by having all employees complete the following tasks: • Complete a confidential health risk assessment; • Participate in a biometric screening (blood draw); • Have weight, height and blood pressure recorded; • Attest to a tobacco-free lifestyle; • After completion, member participants will receive a report which incorporates the metrics from each task and provides actionable information to improve their health, and • The successful Proposer will be able to provide this report and track compliance results and give regular updates to the City. 4.ANTICIPATED RFQ TIMETABLE.The tentative schedule for this solicitation is as follows: RFQ Issued October 15, 2021 Pre-Proposal Meeting November 3, 2021 @ 10:00AM EST Deadline for Receipt of Questions November 10, 2021 @ 5:00PM EST Responses Due November 19,2021 @ 3:00PM EST Evaluation Committee Review TBD Proposer.Presentations TBD Tentative Commission Approval Authorizing . TBD Negotiations Contract Negotiations Following Commission Approval 5. PROCUREMENT CONTACT. Any questions or clarifications concerning this solicitation shall be submitted to the Procurement Contact noted below: Procurement Contact Telephone: Email: William Garviso,CPPB,CPP 305 673-7490 WilliamGarviso• miamibeachfl..ov Additionally, the City Clerk is to be cosied on all communications via e-mail at: RafaelGranado I miamibeachfl..ov; or via facsimile: 786-394-4188. The Proposal title/number shall be referenced on all correspondence. All questions or requests for clarification must be received no later than ten (10)calendar days prior to the date proposals are due as scheduled in Section 0100-4. All responses to questions/clarifications will be sent to all prospective Proposers in the form of an addendum. , 6. PRE-PROPOSAL MEETING OR SITE VISIT(S). Only if deemed necessary by the City, a pre-proposal meeting or site visit(s)may be scheduled.Attendance for the pre-proposal meeting shall be via telephone and recommended as a source of information but is not mandatory. Proposers interested in participating in the Pre-Proposal Meeting must follow these steps: (1) Dial the TELEPHONE NUMBER: +1 786-636-1480 (2) Enter the MEETING NUMBER: 314 282 223# Proposers who are participating via telephone should send an e-mail to the contact person listed in this RFQ expressing their intent to participate via telephone. 7. PRE-PROPOSAL INTERPRETATIONS. Oral information or responses to questions received by prospective Proposers are not binding on the City and will be without legal effect, including any information received at pre- DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MIAMI BEACH SECTION 0100 INSTRUCTIONS TO RESPONDENTS&GENERAL CONDITIONS 1. GENERAL.This Request for Qualifications(RFQ)is issued by the City of Miami Beach, Florida(the"City"), as the means for prospective Proposers to submit proposals for the City's consideration in evaluating qualifications to select a firm with whom it may negotiate an agreement for the purpose noted herein. The City utilizes Periscope S2G (formally known as BidSync)(www.perisconeholdings.com or www.bidsync.com)for automatic notification of competitive solicitation opportunities and document fulfillment, including the issuance of any addendum to this RFQ. Any prospective Proposer who has received this RFQ by any means other than through Periscope S2G must register immediately with Periscope S2G to assure it receives any addendum issued to this RFQ. Failure to receive an addendum may result in disqualification of proposal submitted. 2. PURPOSE. A variety of studies confirm the health conditions that contribute most to lost productivity, including depression, anxiety, migraines, respiratory illness, arthritis, diabetes, and back and neck pain. Employees with multiple chronic health conditions are especially vulnerable to productivity loss. To proactively address the concerns over the correlation between productivity and employee health conditions, the City of Miami Beach ("the City")wishes to receive statements of qualifications from qualified vendors to develop and implement a wellness program. A wellness program is typically defined as an organized, employer-sponsored program that is designed to support employees as they adopt and sustain behaviors that reduce health risks, improve quality of life, enhance personal effectiveness, and benefit the organization's bottom line. The City seeks to establish a partnership with a qualified and experienced provider that facilitates the inherent nature of workplace wellness, as well as a partnership between employer and employee. 3.STATEMENT OF WORK REQUIRED. The City of Miami Beach ("the City")wishes to receive proposals from qualified vendors to develop and implement a wellness program, defined as an organized, employer-sponsored program that is designed to support employees (and, sometimes, their families) as they adopt and sustain behaviors that reduce health risks, improve quality of life, enhance personal effectiveness, and benefit the organization's bottom line. While the City is interested in improving the health of employees enrolled in its medical benefit programs, both on a short-term and long-term basis, cost is also a factor. The City believes that improvements in health can be achieved through ten steps: • Wellness Plan Management • Disease Management • Measuring Results • Making Lifestyle Changes • Promoting Wellness Education • Promoting Healthier Decision Making • The ability to provide on-site wellness at all of the City's locations between 3—5 days per week. • Creating a platform that is accessible to employees without computer access, in addition to offering a web- based platform. • Developing and implementing a media diverse communications program designed to overcome individual apathy, the sensitivity of personal health issues, and the geographic, demographic and cultural heterogeneity of employees. • Issue a report showing ROI by the end of year(3)three. Based upon the results of this RFQ, improving the health of the City's enrolled health plan population may be DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 MIAMI BEACH TABLE OF CONTENTS SOLICITATION SECTIONS: 0100 INSTRUCTIONS TO RESPONDENTS 0200 GENERAL CONDITIONS 0300 PROPOSAL SUBMITTAL INSTRUCTIONS &FORMAT 0400 PROPOSAL EVALUATION APPENDICES: APPENDIX A SPECIAL CONDITIONS APPENDIX B INSURANCE REQUIREMENTS DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 ATTACHMENT B SOLICITATION AND ADDENDUMS 0 o o c O. 05 = M c RF02022414203 Willman r Fronk Estrin Shad 1.1pnar ci Saivism tor Active 00 IlenvIn Adams Thome Burgas Cynthia Casanova • V Ayala: Employsee ci i 1 Tose. i o -o cinninenun Coainitars Subtotal Qualitative Cluantitave Subtotal Qualitative 0uantltallw Subtotal Clualltallw Cluentlbelva flubtohd Quatitallva Quantitative Subtotal 0 AcliveHealth Management 80 0 80 —7 70 0 70 5 85 0 as II 84 0 84 6 83 0 83 9 34 0 0 5 Blenestar4u 37 37 12 15 0 15 12 68 0 88 12 45 45 12 75 0 75 12 60 12 .• 00 0 CHC Wellteleg 85 85 4 65 0 65 - 8 88 0 88 7 88 88 3 138 0 ea 5 25 4 -4 cri ages Health end life -n a Insurance Company 80 BO 7 85 0 85 3 91 0 91 4 82 fi2 6 87 0 87 6 28 5 CO 0 Health Occigns.Inc. 76 0 76 9 85 0 87 3 75 0 65 6 82 0 -82 10 70 70 10 95 0 95 2 37 8 th Fitness Com 0 eratlan - 87 0 0 75 4 93 0 93 3 8787* 4 97 0 1 97 15 3 cot%) 01 -:-. Hants.Rothenberg 91 International Inc.,MIA 0 Hu ma ea Wellness se 89 2 90 90 1 98 98 1 89 , 69 2 84 3 1 . 94 9 Reach Fitness 75 75 10 55 55 9 64 84 9 80 BO 7 85 85 7 42 10 M 0 VIEIRPulse,Inc. et 91 1 " 88 88 2 95 95 2 95 95 1. 90 90 4 10 2 CO irVio Health Services 82 82 5 80 60 8 89 BB 6 79 79 8 85 85 7 34 6 .t. livauspaac Healai,ins al 81 6 50 50 10 •BD 90 6 77 77 9 81 , 81 10 40 0 A &enema,LLC 55 55 11 30 30 11 74 74 11 60 60 11 80 80 11 1 SS 11 a) 74 co cn --;:'?'"..7.7.', —"laiiiiiirati44x:—M.s.V...T,F.Z.W.C.-TVE•ai::32 • CO in Pr:Vow Vianek Pa. 0 ActIveHealth Management ° (3 iseneniagu 4 0 CHC Wellbeing .o 0 cn Cigna Health and Ure au o Insurance Company 0) Health Clesigns,Inc. 0 Cu) 0 Health Fitness Corporation . 1...) Herds,Rothenberg co International Inc.,EgiA o Humana Wellness Reach Fitness o . • • • • Page 125 of 874 . . DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 • services is $250,000 annually. The average annual expenditure for these services is $249,000.00 for the last five (5)years. Grant funding will not be utilized for this project. CONCLUSION After reviewing all of the submissions and the Evaluation Committee process, I concur with the Evaluation Committee and find Hams, Rothenberg 1 ntemational Inc. d/b/a Humana Wellness, the top-ranked firm, to be the best-qualified firm to provide wellness services for active city employees. Humana Wellness has demonstrated extraordinary results through the partnership with the City s HR/Benefits team and Wellness Committee. The firm is committed to continuously improving the program and incorporating innovations to enhance the offerings that keep members excited and engaged about their wellness. Pursuant to,the RFQ, the Administration will negotiate a program that is comprehensive,yet•remains within the current approved budget of$250,000. Virgin Pulse, Inc., the second-ranked firm, is also well qualified to be considered in the event that the Administration is unable to negotiate an agreement with Humana Wellness. Virgin Pulse has extensive expertise in partnering with government and public sector entities to develop successful, engaging well-being programs for their populations. For the reasons stated herein, I recommend that the Mayor and City Commission approve the Resolution authorizing the Administration to enter into negotiations with Hams, Rothenberg International Inc. d/b/a Humana Wellness, as the top-ranked proposer, and if unsuccessful; authorizing the Administration to enter into negotiations with Virgins Pulse, Inc., as the second- ranked proposer, further, authorizing the City Manager and City Cleric to execute an Agreement upon conclusion of successful negotiations by the Administration and the City Attorney's Office. Is this a"Residents Right Does this item utilize G.O. • to Know"item.pursuant to Bond Funds? City Code Section 2-14? No No • Legislative Tracking Human Resources/Procurement ATTACHMENTS: Description o Attachment A o Resolution Page 124 of 874 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 of Silence Ordinance and the Government Sunshine Law The Committee was also provided with general information on the scope of services and a copy of each proposal. Following presentations by the proposers and a question and answer period,_the Committee was instructed to score and rank each proposal pursuant to the evaluation criteria established in the RFQ. The evaluation process resulted in the proposers being ranked by the Evaluation Committee in the following order(See Attachment A): 1st Harris, Rothenberg International Inc.d/b/a Humana Wellness 2nd Virgin Pulse, inc. 3rd Health Fitness Corporation 4th CHC Wellbeing. 5th Cigna Health and Life Insurance Company 6th WebMD Health Services Group, Inc.(tied) 6th Active Health Management, Inc.(tied) 8th Health Designs, Inc. 9th WellSpark Health, Inc. • 10th Reach Fitness 11th Zwellness, LLC 12th Bienestar4u Following is a summary of the top two ranked firms. Harris. Rothenberg International Inc.d/b/a Humana Wellness(Humana) Combining innovation, the latest research, and the unique ability to leverage the assets and information of a Fortune 100 insurance company, its program offers a scientifically structured program of rewards and incentives designed to encourage healthier decisions. Humana has supported the City since the inception of its wellness program over five years ago. Its Go365 wellness program has helped the City's employees and families focus on prevention and enhance their overall well-being. Its,wellness program offers employees and dependents a simple way to integrate healthy behaviors into their everyday lives while simultaneously reducing their long-term healthcare costs. Virgin Pulse, Inc. Virgin Pulse, founded in 2004 as part of Sir Richard Branson's Virgin Group,.designs the technology that cultivates good lifestyle habits for your employees. Virgin Pulse understands what makes well-being work with nearly two decades of experience and that the path to outcomes is achieved through sustained engagement. Virgin Pulse currently supports more than 100 public sector client partners today, among them the City of Virginia BeachNirginia Beach Public Schools (VA), Los Alamos National Laboratory (NM), Montgomery County(MD),and Santa Clara Water District(CA). SUPPORTING SURVEY DATA Not Applicable FINANCIAL INFORMATION Fees will be established through the negotiation process. Funding for the services is subject to the approval of funds through the City's budgeting process. The estimated budget for these Page 123 of 874 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 • negotiated and approved. A wellness program is typically defined as an organized, employer-sponsored program that's designed to support employees as they adopt and sustain behaviors that reduce health risks, improve quality of life, enhance personal effectiveness, and benefit the organization's bottom line. Since the inception of the City's Wellness Program in January 2016, the program has grown in leaps and bounds spreading wellness awareness across the City. Employees are making healthier decisions and lifestyle changes that ultimately results in.a healthy workforce for the City. Through our wellness program, administered by Humana.Go365, we were able to report on employee engagement, successes,, and opportunities. Go365 provides the tools and support to help members live healthier lives and reduce healthcare costs. Also,the Wellness Champions Committee was established in.January 2018,with the mission to empower City staff with the tools necessary to create the best version of themselves. The Committee meets monthly and provides recommendations that aim to improve employee health and wellbeing, providing a tangible employee benefit that promotes physical,financial and social wellbeing. The Committee includes representatives from various City departments to represent the diversity of our employees, which is helpful when planning activities, workshops and other wellness initiatives. The City's Wellness Program is progressing, and we want to continue building on this platform by soliciting the support of multilevel leadership, engaging employees, partnering with vendors that can provide essential components of our program, and communicating our mission to have a healthy workforce. We believe we have improved the mindset of 'some and changed the culture of many to pursue a,healthier lifestyle by creating a personalized strategy that gives employees control over their health. Ultimately, a healthier workplace is happier and more productive which benefits both employees and employers. ANALYSIS On October 13, 2021,the Mayor and City Commission approved the issuance of RFQ 2022- 042-WG for Wellness Services for Active Employees. RFQ responses were due and received on December 3,2021.The City received proposals from the following twelve (1.2)firms:Active Health Management, Inc., Bienestar4u, CHC Wellbeing, Cigna Health and Life Insurance Company, Health Designs, Inc., Health Fitness Corporation, Harris, Rothenberg International Inc. d/b/a Humana Wellness, Reach Fitness, Virgin Pulse, Inc., WebMD Health Services Group, Inc.,WellSpark Health, Inc.and Zwellness, LLC. On January 19, 2022, the Evaluation Committee appointed by the City Manager convened to consider proposals received. The Committee was comprised of Marvin Adams, Employee Benefits Manager, Human Resources Department; Theresa Buigas, Administrative Services Manager, Procurement Department; Cynthia Casanova,Assistant Director, Parks & Recreation Department; Frank Estevez, Compensation Manager, Human Resources Department; and, Shari Lipner, Emergency Management Division Administrator, Department of Emergency Management. The Committee was provided an overview of the project, information relative to the City's Cone Page 122 of 874 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Resolutions-C7 E MIAMI BEACH COMMISSION MEMORANDUM TO: Honorable Mayor and Members of the City Commission FROM: Aline T. Hudak,City Manager DATE: March 9,2022 SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF ' • THE CITY MANAGER, PURSUANT TO REQUEST FOR QUALIFICATIONS (RFQ) NO. 2022-042-WG WELLNESS SERVICES FOR ACTIVE EMPLOYEES; AUTHORIZING THE ADMINISTRATION TO ENTER NEGOTIATIONS WITH HARRIS, ROTHENBERG INTERNATIONAL, INC. DBA HUMANA WELLNESS, THE TOP RANKED PROPOSER; AND IF UNSUCCESSFUL IN NEGOTIATING AN AGREEMENT WITH THE TOP- RANKED PROPOSER,AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH VIRGIN PULSE, INC., THE SECOND RANKED PROPOSER; AND FURTHER AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE AN AGREEMENT UPON CONCLUSION OF SUCCESSFUL NEGOTIATIONS BY THE ADMINISTRATION. RECOMMENDATION It is recommended that the Mayor and City Commission approve the Resolution authorizing the Administration to negotiate with Harris, Rothenberg International Inc. d/b/a Humana Wellness, the top-ranked proposer, to continue the City's wellness program; and, if the Administration is unsuccessful in negotiating with Harris, Rothenberg International Inc. d/b/a Humana Wellness, authorizing the Administration to negotiate with Virgin Pulse, Inc., the second-ranked proposer. The Resolution also authorizes the City Manager and City Clerk to execute an Agreement upon • conclusion of successful negotiations by the Administration. This solicitation is currently under the cone of silence. BACKGROUNDIHISTORY On October 26, 2016, pursuant to ITN 2015-112-WG,the City entered into an Agreement with Harris Rothenberg international Inc., d/b/a Humana Wellness, to administer a wellness program for all eligible City employees and dependents.The Agreement had an initial term of three (3) years with optional two(2)additional one-year terms.The two (2)renewal terms were exercised, and the Agreement was scheduled to expire October 25,2021. However,on October 13,2021, along with approving the current RFQ to be issued, the Mayor and City Commission approved the month-to-month extension of the existing Agreement until a replacement Agreement can be Page 121 of 874 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 • WHEREAS, the Committee was also provided with general information on the scope of services, and a copy of each proposal and was further instructed to score and rank each proposal pursuant to the evaluation criteria established in the RFQ; and WHEREAS, the evaluation process resulted in the proposers being ranked by the Evaluation Committee in the following order: ' . 1st Hams, Rothenberg International Inc., DBA Humana Wellness_ 2nd Virgin Pulse, Inc. 3rd Health Fitness Corporation 4th CHC Wellbeing 5th Cigna Health and Life Insurance Company 6th WebMD Health Services Group, Inc. . 6th Active.Health Management, Inc. 8th Health Designs, Inc. 9th WellSpark Health, Inc. 10th Reach Fitness • 11th Zwellness, LLC ` 12th Bienestar4u, and WHEREAS, after reviewing all of the submissions and the Evaluation Committee process, the City Manager concurs with the Evaluation Committee and finds Hams, Rothenberg International Inc., DBA Humana Wellness and Virgin Pulse, Inc., to be the best qualified firms to provide wellness services for active city employees. NOW,THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission hereby accept the recommendation of the City Manager, pursuant to Request for Qualifications (RFQ) 2022 042-WG for Wellness Services for Active Employees; authorize the Administration to enter into negotiations with Harris, Rothenberg International Inc., DBA Humana Wellness, as the top ranked proposer; and if unsuccessful, authorizie the Administration to enter into negotiations with Virgins Pulse, Inc., as the second-ranked proposer; and further authorize the City Manager and City Clerk to execute an Agreement upon conclusion of successful negotiations by the . Administration. PASSED AND ADOPTED this Q day of Plank 2022. . ATTEST: lRR 1.4 2021� 1 :27..,..1.--______ RAFAE E. GRANADO, CITY_CLERK DAN GELBER, MAYOR B"Fy'n,, ', , o.dkTE. = APPROVED AS TO :•,• '�.;...<6 FORM&LANGUAGE �'',, &FOR EXECUTION P.-a-- 1---2..e_-14_ — City Attorney Dote DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 RESOLUTION NO. 2022-32062 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER, PURSUANT TO REQUEST FOR QUALIFICATIONS (RFQ) NO. 2022-042-WG WELLNESS SERVICES FOR ACTIVE EMPLOYEES; AUTHORIZING THE ADMINISTRATION TO ENTER NEGOTIATIONS WITH HARRIS, ROTHENBERG INTERNATIONAL, INC. DBA HUMANA WELLNESS, THE TOP RANKED PROPOSER;AND IF UNSUCCESSFUL IN NEGOTIATING AN AGREEMENT WITH THE TOP-RANKED PROPOSER,AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH VIRGIN PULSE, INC., THE SECOND RANKED PROPOSER; AND FURTHER AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE AN AGREEMENT UPON CONCLUSION OF SUCCESSFUL NEGOTIATIONS BY THE ADMINISTRATION. WHEREAS, a wellness program is typically defined as an organized, employer- sponsored program that is designed to support employees as they adopt and sustain behaviors that reduce health risks, improve quality of life, enhance personal effectiveness, and benefit the organization's bottom line; and WHEREAS, on October 26, 2016, pursuant to ITN 2015-112-WG, the City entered into • an Agreement with Harris Rothenberg International Inc., dba Humana Wellness, to administer a wellness program for all eligible City employees and dependents; and WHEREAS, the Agreement had an initial term of three (3) years, with an option for the City Manager to renew for two (2)additional one-year terms; and WHEREAS, the Agreement was scheduled to expire October 25, 2021 but was extended on a month-to-month basis until a replacement Agreement can be negotiated and approved; and • WHEREAS, On October 13, 2021, the Mayor and City Commission approved issuance of RFQ 2022-042-WG for Wellness Services for Active Employees("the RFQ"); and WHEREAS, on December 3, 2021, the City received a total of twelve (12) proposals from: Active Health Management, Inc., Bienestar4u, CHC Wellbeing, Cigna Health and Life Insurance Company, Health Designs, Inc., Health Fitness Corporation, Harris, Rothenberg International Inc., DBA Humana Wellness, Reach Fitness, Virgin Pulse, Inc., WebMD Health Services Group, Inc., WeliSpark Health, Inc. and Zwellness, LLC; and WHEREAS, on December 20, 2021, the City Manager appointed an Evaluation Committee, comprised of Marvin Adams, Employee Benefits Manager, Human Resources Department; Theresa Buigas, Administrative Services Manager, Procurement Department; Cynthia Casanova, Assistant Director, Parks & Recreation Department; Frank Estevez, Compensation Manager, Human Resources Department; and Shari Lipner, Emergency • Management Division Administrator, Department of Emergency Management; and WHEREAS, the Committee was provided an overview of the project, information relative to the City's Cone of Silence Ordinance and the Government Sunshine Law; and DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 consultant from the Consultant to the City.The quality of services and acceptability to the City of the services performed by sub- consultants shall be the sole responsibility of Consultant. Appendix B Insurance VP would require the following edits in red: Requirements The vendor shall maintain the below required insurance in effect prior to awarding the contract and for the duration of the contract. The maintenance of proper insurance coverage is a material element of the contract and failure to maintain or renew coverage may be treated as a material breach of the contract, which could result in withholding of payments or termination of the contract. 4. Professional Liability Insurance in an amount not less than $1,000,000with the ded'uct`ble per claim, if any, not to exceed 10%of the limit of liability. Notice of Cancellation- Each insurance policy required above shall provide that coverage shall not be cancelled,except with notice to the City of Miami Beach c/o EXIGIS Insurance Compliance Services, except for Professional Liability. 4 DocuSign Envelope ID:75F39255-CEOB-4467-858B-505CD5563023 performance of the contract, including, but not limited to original estimate files, change order estimate files, worksheets, proposals and agreements from and with successful subcontractors and suppliers, all project-related correspondence, memoranda, instructions,financial documents, construction documents, (bid/proposal) and contract documents, back-change documents, all documents and records which involve cash,trade or volume discounts, insurance proceeds, rebates, or dividends received, payroll and personnel records and supporting documentation for the aforesaid documents and records.The foregoing notwithstanding, Contractor shall not be required to disclose any information or documents related to other Contractor's clients. E.The Contractor shall make available at its office at all reasonable times the records, materials, and other evidence regarding the acquisition (bid preparation) and performance of this contract,for examination, audit, or reproduction, until three two ( 2 4) years after final payment under this contract or for any longer period required by statute or by other clauses of this contract. In addition: i. If this contract is completely or partially terminated,the Contractor shall make available records relating to the work terminated until three two ( 2 4)years after any resulting final termination settlement; and ii.The Contractor shall make available records relating to appeals or to litigation or the settlement of claims arising under or relating to this contract until such appeals, litigation, or claims are finally resolved. F.The provisions in this section shall apply to the Contractor, its officers, agents,employees, tractor` and' ` ^"ers The connection with the performance of this contract. Due to the nature of the VP program and service we leverage subcontractors in many areas. We distinguish between optional subcontractors (for additional services offered through the VP platform) and administrative subcontractors. While the City can select which optional services to utilize and whether the individual subcontractors are approved,VP cannot provide the City with a right to veto any of the administrative subcontractors, as such veto could undermine the operation of the platform as a whole. We would be Special Terms and Conditions open to providing the City with notice of any changes in such list of #5 Sub-Consultants subcontractors. VP would request the following edits in red: Sub-Consultants.The Consultant shall not retain, add, or replace any sub-consultant without providing the prior written notice ova-le# to the City Manager. , in response to a written request from the r l+ + + t th f ed s ubst* Any approval replacement of a sub-consultant by- he shall not in any way shift the responsibility for the quality and acceptability by the City of the services performed by the sub- 3 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 execute such contract,to any person, company or corporation, without the prior written consent of the City. Due to the nature of the market we operate in,Virgin Pulse generally limits its indemnity obligations to a more restricted list of topics of third party claims only. VP would require the following edits in red. In addition, if awarded the business,VP reserves the right to incorporate a liability cap for direct claims and where City requests the incorporation of broader indemnity provisions beyond the edits VP proposes herein. The Bidder shall indemnify and hold harmless the City and its officers, employees, agents and instrumentalities from any and all liability, losses or damages, including attorney's fees and costs of defense, which the City or its officers, employees,agents or instrumentalities may incur as a result of third party claims, demands,suits,causes of Solicitation Terms and actions or proceedings of any kind or nature arising out of, relating to or resulting from the performance of the(a) death, personal injury Conditions 29. Indemnification and damage to tangible personal property and/or(b) Bidder's willful misconduct or fraud agreement by the Bidder or its employees, agents, servants, partners, principals or subcontractors.The Bidder shall pay all third party claims and losses in connection therewith, and shall investigate and defend all claims,suits or actions of any kind or nature in the name of the City,where applicable, including appellate proceedings, and shall pay all costs,judgments, and attorney's fees which may be incurred thereon.The Bidder expressly understands and agrees that any insurance protection required by any agreement with the City or otherwise provided by the Bidder shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers, employees, agents and instrumentalities as herein provided.The above indemnification provisions shall survive the expiration or termination of this Agreement. VP would require the following edits in red: C. Unless otherwise required by applicable law or regulation,Uupon ten thirty(30 4Q)days written notice to the Contractor,the Contractor shall make all requested records and documents available to the Inspector General for inspection and copying as requested by applicable laws and regulation.The Inspector General is empowered Solicitation Terms and to retain the services of independent private sector auditors who Conditions subject to confidentiality obligations may to audit, investigate, 39. Inspector General Audit monitor,oversee, inspect and review operations activities, Rights performance and procurement process including but not limited to project design, bid specifications, (bid/proposal)submittals, activities of the Contractor, its officers, agents and employees, lobbyists, City staff and elected officials to ensure compliance with the contract documents and to detect fraud and corruption. D.The Inspector General shall have the right to inspect and copy all documents and records in the Contractor's possession, custody or control which in the Inspector General's-se4e judgment, pertain to 2 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Table of Exceptions-City of Miami Please find below Virgin Pulse, Inc., ("VP" or"Contractor") high-level comments regarding the proposed agreement.These comments are only for general guidance and shall not constitute an offer, acceptance, or deemed otherwise contractually binding upon VP in any manner.VP shall not be restricted to negotiate just the clauses revised or commented upon by VP in any subsequent agreement with the City of Miami ("City"). In an effort to be as transparent as possible during the bid process, VP has provided comments and redlines to the General Terms and Conditions and the Special Terms and Conditions (together the "Agreement") for the City's consideration. These comments are intended to provide general guidance around aspects of the Agreement that are important to VP's service and we are providing them with the expectation that VP would work closely with the City to align on mutually agreeable language if VP is the selected vendor. Provision/ Requirement Comments Due to the nature of the market we operate in,Virgin Pulse generally limits its indemnity obligations to a more restricted list of topics of third party claims only. VP would require the following edits in red. In addition, if awarded the business, VP reserves the right to incorporate a liability cap for direct claims and where City requests the incorporation of broader indemnity provisions beyond the edits VP proposes herein. 18.PATENTS&ROYALTIES IP Indemnification. Bidder shall indemnify and save harmless the City of Miami Beach, Florida, and its officers, employees,contractors, and/or agents,from liability of-any Solicitation Terms and -nature or kind, including cost and expenses fef from any third party Conditions claim that the Application Services infringes such third party's U.S. 18. Patents&Royalties patents issued as of the effective date, or infringes or misappropriates, as applicable, such third party's copyrights or trade secret rights under applicable laws of any jurisdiction within the United States of America. or on account of, any copyrighted, patented, or unpatented invention, process, or article manufactured or used in the performance of the contract, including its use by the City of Miami Beach, Florida. If the bidder uses any design, device or materials covered by letters, patent, or copyright, it is mutually understood and agreed, without exception,that the Bid prices shall -include all royalties or cost arising from the use of such design, VP would require the following edits in red: Solicitation Terms and Conditions A. Pre-award inspection of the Bidder's facility may be made 23. Demonstration of prior to the award of contract upon thirty(30) days written notice, during normal business hours and with undue burden Competency or affecting daily operations. VP would require the following edits in red: Solicitation Terms and Except in the event of an assignment upon merger, acquisition or Conditions reorganization the successful Bidder shall not assign,transfer, 24.Assignment of Proposal convey,sublet or otherwise dispose of the contract, including any or all of its rights,title or interest therein, or his/her or its power to 1 DocuSign Envelope ID:75F39255-CE0B-4467-858B-505CD5563023 ONNAIRE W O LIVING WAGE W EQUAL BEN.-FINAL 5.7.21 Pursuant to City of Miami Beach Ordinance No.2011-3748,hips://library.municode.com/fl/miami beach/codes/code of ordinances?nodeld=SPAGEOR CH2AD AR Is the bidder a service-disabled veteran business enterprise certified by the State of Florida? Is the bidder a service-disabled veteran business enterprise certified by the United States Federal Government? file:///C:/Users/PURCGarW/Downloads/BID_SUBMITTAL_QUESTIONNAIRE_WO_LIVING_WAGE_W EQUAL_BEN._--_FINAL_5.7.21_8933861 ... 10/10 DocuSign Envelope ID:75F39255 CEOB-4467-85BB 505CD5563023 JNNAIRE W O LIVING WAGE W EQUAL BEN.-FINAL 5.7.21 Pursuant to City Resole:on No.2000-37879,the Bidder shall adopt a Code of Business Ethics("Code")and submit that Code to the Procurement Division with its resp Bidder shall submit firm's Code of Business Ethics within three(3)of request by the City.In lieu of submitting Code of Business Ethics,Vendor may indicate that it will Bidder adopts the City of Miami Beach Code of Business Ethics? Bidder will submit firm's Code of Business Ethics within three(3)days of request by the City? The Drug Free Workplace Cerl3fica0on is available at: https://www.miamibeachfl.gov/w.s'L nt/uploads/2019/04/DRUG-FREE-WORKPLACE-CERTIFICATION.pdf By virtue of submitting bid,bidder certifies or affirms it has adopted policies,practices and standards consistent with the City's Drug Free Workplace Certification. This solicita©on is subject to,and all bidders are expected to be or become familiar with,all City lobbyist laws.Bidders shall be solely responsible for ensuring that all By virtue of submitting bid,bidder certifies or affirms that they have read and understand the above Lobbyist Registration Requirements. The Non-DiscriminaBon ordinance is available at: https://library.municode.com/fl/miami beach/codes/code of ordinances?nodeld=SPAGEOR CH2AD ARTVIPR DIV3COPR S2-375NSCCOREWA By virtue of submitting bid,bidder agrees it is and shall remain in full compliance with Section 2-375 of the City of Miami Beach City Code. The Fair Chance Ordinance No.2016-4012 is available at: https://library.municode.com/fl/miami beach/codes/code of ordinances?nodeld=SPAGEOR CH62HURE ARTVFACHOR By virtue of submitting bid,bidder certifies that it has adopted policies,practices and standards consistent with the City's Fair Chance Ordinance.Bidder agrees to prc Please refer to Sed3on 287.133(2)(a),Florida Statutes,available at: https://www.flsenate.gov/Laws/Statutes/2012/287.133 By virtue of submitting bid,bidder agrees with the requirements of Section 287.133,Florida Statutes,and certifies it has not been placed on convicted vendor list. file:///C:/User DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 JNNAIRE W O LIVING WAGE W EQUAL BEN. FINAL 5.7.21 The Contractor acknowledges that: (1)This Contract is a covered transac on for purposes of 2 C.F.R.pt.180 and 2 C.F.R.pt.3000.As such the contractor is required to verify that none of the Contractor, (2)The Contractor must comply with 2 C.F.R.pt.180,subpart C and 2 C.F.R.pt.3000,subpart C and must include a requirement to comply with these regula ons in a (3)This cer fica on is a material representa on of fact relied upon by the City.If it is later determined that the Contractor did not comply with 2 C.F.R.pt.180,subpa (4)The Contractor agrees to comply with the requirements of 2 C.F.R.pt.180,subpart C and 2 C.F.R.pt.3000,subpart C while this offer is valid and throughout the pf By virtue of submitting bid,bidder certifies or affirms its compliance with the Suspension and Debarment Certification. Name of Bidder's Authorized Representative: Title of Bidder's Authorized Kim Stephan Representative: General Counsel Pursuant to Resolu on 2020-31519,the City is tracking the Small and Disadvantaged Businesses,as cerOfied by Miami-Dade County that have been cerOfied as Small Does bidder possess Small or Disadvantaged Business ceri fica on by Miami-Dade County? Pursuant to Resolu0on 2020-31342,the City is tracking the u liza on of LGBT owned firms that have been cer fled as an LGBT Business Enterprise by the Na onal G< Does bidder possess LGBT Business Enterprise Cer fica0on by the NGLCC? Pursuant to SecOon 2-486 of the City Code,all procurement solicita0ons once adverOsed and un0l an award recommenda on has been forwarded to the City Commi Any communica0on or inquiry in reference to this solicita0on with any City employee or City official is strictly prohibited with the of excepRon communica ons with t Vendor attests that they have read,understand,and are in compliance with the Cone of Silence Ordinance,pursuant to SecOon 2-486 of the City Code? file:///C:/User DocuSign Envelope ID:75F39255 CE0B 4467-85BB-505CD5563023 ONNAIRE W O LIVING WAGE W EQUAL BEN.-FINAL 5.7.21 The undersigned Contractor cer fies,to the best of his or her knowledge,that: 1.No Federal appropriated funds have been paid or will be paid,by or on behalf of the undersigned,to any person for influencing or a. empNng to influence an office 2.If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attemping to influence an officer or employee o 3.The undersigned shall require that the language of this cer fica on be included in the award documents for all subawards at all ers(including subcontracts,subgr This cer1fica on is a material representaAon of fact upon which reliance was placed when this transac on was made or entered into.Submission of this cer fica on The undersigned Contractor cerAfies or affirms the truthfulness and accuracy of each statement of its cer fica on and disclosure,if any.In addi on,the Contractor u By virtue of submitting bid,bidder certifies or affirms its compliance with the Byrd Anti-Lobbying Amendment Certification. Name of Bidder's Authorized Representative: Title of Bidder's Authorized Kim Stephan Representative: General Counsel file:///C:/User DocuSign Envelope ID:75F39255 CE0B 4467-85BB-505CD5563023 `V JNNAIRE W_O LIVING WAGE W_EQUAL BEN.-FINAL 5.7.21 Has bidder ever been debarred,suspended or other legal violation,or had a contract cancelled due to non-performance by any public sector agency? ❑ YES p NO If answer to above is"YES,"bidder shall submit a statement detailing the reasons that led to action(s): When awarding competitively solicited contracts valued at over$100.000 whose contractors maintain 51 or more full time employees on their payrolls during 20 or me Does bidder provide or offer access to any benefits to employees with spouses or to spouses of employees? Does bidder provide or offer access to any benefits to employees with(same or opposite sex)domestic partners or to domestic partners of employees? Please check all benefits that apply to your answers above and list in the-other"section any additional benefits not already specified.Note:some benefits are provide If Bidders cannot offer a benefit to domestic partners because of reasons outside your control,(e.g.,there are no insurance providers in your area willing to offer dom file:/NC:/User DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 `v JNNAIRE W_O LIVING WAGE W_EQUAL BEN. FINAL 5.7.21 Additional Reference Firm Name: Contact Individual Name and Title: Address: Telephone: Contact's Email: Narrative on Scope of Services Provided: The Standard Terms and Conditions are available at https://www.miamibeachfl.gov/city-hall/procurement/standard-terms-and-conditions/By virtue of submitting Bidders are expected to be or become familiar with,the City's Campaign Finance Reform laws,as codified in Sections 2-487 through 2-490 of the City Bidders shall be solely responsible for ensuring that all applicable provisions of the City's Campaign Finance Reform laws are complied with,and shall t Are there any individuals or entities(including your sub-consultants)with a controlling financial interest which have contributed to the campaign either di YES p NO If yes,list name(first and last name)of individuals,occupation,amount and date: irst and Last Nam:, atributor Orr,,, Date of Contribu 1 2 3 4 5 6 7 8 9 file:///C:/User DocuSign Envelope ID:75F39255 CEOB 4467-85BB-505CD5563023 `V JNNAIRE W_O LIVING WAGE W_EQUAL BEN.-FINAL 5.7.21 Project No. 2022-042-WG Project Title Wellness Services for Active Employees Bidder shall submit at least three(3)references for whom the bidder has completed work similar in size and nature as the work referenced in solicitatior Reference No.1 Firm Name:Idaho National Laboratory(INL) Contact Individual Name and Title:Evan Thomas,Health and Fitness Specialist Address:2525 Fremont Ave.,Idaho Falls,ID 83402-1509 Telephone:208.526.6929 Contact's Email:evan.thomas@inl.gov Narrative on Scope of Services Provided: Idaho National laboratory has been a Virgin Pulse client since November 21119.The City uses our Engage program and provides a quarterly rewards progra Reference No.2 Firm Name:City of Waco,TX Contact Individual Name and Title:Lynzee Clark,Wellness Coordinator Address:300 Austin Ave.,Waco,TX 76702 Telephone:254.750.7045 Contact's Email:lynzeec@wacotx.gov Narrative on Scope of Services Provided: The('itv of Waco has been a Virgin Pulse client since 2019;previously,they were a client of Simply Well,which Virgin Pulse acquired in 20I8.This year,the Reference No.3 Contact Individual Name and Title: City of Tacoma,WA/Shannon Carmody,Wellness Coordinator Address:747 Market Street,#1420,Tacoma,WA 98402 Telephone:253.591.2002 Contact's Email:scarmody@cityoftacoma.org Narrative on Scope of Services Provided. The City of Tacoma has been a Virgin Pulse client since October I, 2020; they were a former Redbrick Health client that co TacomaA. A .A A A A A A A A A A A A A A A A A A A A .A A A A A A A A A A A A A A A A A A A A A first year on the Virgin Pulse platform,enrollment reached 54%while averaging a 74%monthly engagement rate. filet//C:/User DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 JNNAIRE W O LIVING WAGE W EQUAL BEN. FINAL 5.7.21 SECTION 2-ACKNOWLEDGEMENT OF ADDENDUM After issuance of solicitation,the City may release one or more addendum to the solicitation,which may provide additional information to bidders or alte All bidders must disclose the name(s)of any officer,director,agent,or immediate family member(spouse,parent,sibling,and child)who is also an emp O YES p NO If yes,please disclose the name(s): When requested by the City,each bidder shall arrange for Dun&Bradstreet to submit a Supplier Qualification Report(SQR)directly to the City.No prof http ./s /supptierportal.dnb.comlwebapplwcs/stores/servlet/SupplierPortal?storeld=11696 Bidders are responsible for the accuracy of the information contained in its SQR.It is highly recommended that each bidder review the inforr At time of request,bidder shall request that Dun&Bradstreet submit its Supplier Qualifier Report directly to the City,with bid or within three(3)days of i Pursuant to Resolution 2016-29375,the City of Miami Beach,Florida,prohibits official City travel to the state of Mississippi,as well as the purchase of c By virtue of submitting bid,bidder agrees it is and shall remain in full compliance with Resolution 2016-29375 https://www.miamibeachfl gov/wp-contenUuploads/2 01 7/11/2 01 6-2 9 37 5-Resolution-Vendor-Moratorium-for-Services-Sources-from-North-Carolina-Missi file:///C:/User DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 `-rJNNAIRE W_O LIVING WAGE W_EQUAL BEN. FINAL 5.7.21 Sohcitation No. Sofalaton Tie: 2022-042-WG Wellness Services for Active Employees BIDDER'S NAME Virgin Plae,Inc. NO.OF YEARS IN BUSINESS'.17 years OTHER NAMES)BIDDER HAS OPERATED UNDER IN THE LAST IA YEARS'.Virgin Lile Care,Inc and Virgin HeaHHMilea,Inc. BIDDER PRIMARY ADDRESS IHEAOOUARTERS):16 Fountain Street,Ste.310 CRV Pico/lame STATE Rhode Island TELEPHONE NO.:606.761,5500 TOLL FREE NO..9664714595 FAX NO.:W.TN.5501 MODER LOCAL ADDRESS'WA DRY STATE, PRIMARY ACCOUNT REPRESENTATIVE FOR THIS ENGAGEMENT Ryan Craig.Regional Sales Manager-Pudic Sector ACCOUNT REP TELEPHONE No.6g6.T11.9X6 ACCOUNT REP TOLL FREE NO.691411J066 ACCOUNT REP EMAIL.ryan.cralgeairgitpdse.com FEDERAL TAX IDENTIFICATION NO.20.0(*7160 By virtue of submitting a bid,bidder agrees:a)to complete and unconditional acceptance of the terms and conditions of this document,inclusive of this solicitation,all specifications. The individual named below affirms that s/he:is a principal of the applicant duly authorized to execute this questionnaire,and that the contents of said document(s)are complete,true Name of Bidder's Authorized Representative: Title of Bidder's Authorized Kim Stephan Representative: General Counsel file:///C:/User DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ,JNNAIRE W O LIVING WAGE W EQUAL BEN.-FINAL 5.7.21 file:///C:/Users/PURCGarW/Downloads/BID_SUBMITTAL_QUESTIONNAIRE_WO_LIVING_WAGE_W EQUAL_BEN._-_FINAL_5.7.21_8933861 (... 1/10 DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 red% Promotion of Healthier Decision Making We promote healthy decision making through both intrinsic and extrinsic rewards.Our platform's social dynamics, badges,and communications modules all help to create a culture of health and wellness that motivates people to engage in healthy decision making.Additionally,our incentive management allows organizations to reward members for anything from daily,healthy habits to annual screenings,preventive care, or even health outcomes. By offering rewards that appeal to both intrinsic and extrinsic sources of motivation,we ensure that all different personalities and approaches to lifestyle change are accounted for and encouraged. Accessible Platform with Off-platform Reward Capabilities: Onsite Coaching Virgin Pulse's platform is highly accessible,with members signing on an average of 21 days each month, and six times per day.This level of engagement is higher than all consumer social media platforms other than Facebook,which explains our 4.9 star Apple App Store rating.The platform is accessible either via PC or MAC,and via all internet-enabled smartphone devices.The platform can offer rewards based on off- platform participation and activities, including onsite coaching,medical screenings,attendance at company events,and preventive health measures. Developing and implementing a media-diverse communications program designed to overcome individual apathy,the sensitivity of personal health issues,and the geographic,demographic and cultural heterogeneity of employees. With 17 years of experience working with municipalities like Miami Beach,we have deep knowledge of communications strategies for reaching diverse employee populations with differing backgrounds,job functions,and schedules.Our best practices demonstrate the efficacy of a Champions Network,which provides for diverse and direct representation of employee groups,driving affinity and adoption of the program. Issuance of a Report Showing ROI by the End of Year Three(3) Virgin Pulse conducts claims-based ROI analysis comparing members vs.non-members, using widely accepted statistical methods and controls.We develop propensity score matched cohorts using a pre- launch control year,and compare against each other over three years. Our VOI methodology incorporates economic value of additional observed effects in both directly expected areas of benefit,such as sick time and safety/workers'compensation,and indirect areas like employee retention. We have provided additional information elsewhere in our response. Principal contact and authorized representative The principal contact for the RFP and the individual authorized to make representations on behalf of Virgin Pulse follows: Ryan Craig, Regional Sales Director Phone:508.714.8265 Email: Ryan.Craig@virginpulse.com Response to Questionnaire ii DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 relo Legally binding authorization By signature below,the signatory certifies legal authority to bind the responding entity to the provisions of this Proposal and any contract awarded pursuant to it. [DoeuSigned by: � s DC1FCE2159E44DA... Kim Stephan General Counsel Response to Questionnaire iii DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Wedge Tab 1:Cover Letter and Table of Contents Understanding of the scope of work Principal contact and authorized representative ii Legally binding authorization iii Attachments iv Tab 2:Experience and Qualifications 1 Executive Leadership Team 1 Project Management and Accountability:Your Client Success Team 4 Tab 3:Approach and Methodology 12 Meeting the Needs of the City of Miami Beach 12 Virgin Pulse:Your Trusted Homebase for Health 13 Facilitating a High Level of Participation 16 Maximizing the Effectiveness and Value of the Agreed to Wellness Program 23 Tracking Compliance Results of the Selected Screening Activities: Reporting 28 Viability of a Clinic or Clinics Operated Exclusively by the City for Employees 35 Protection of All Confidential and Health Information 39 Health Risk Assessment: Health Check 40 Tobacco-Free Lifestyle Attestation 43 Coaching: Digital,Telephonic and Onsite 43 Attachments 1,Organizational Chart(Confidential) 2,Challenges Overview(Confidential) 3,Communications Overview(Confidential) 4,Analytics and Reporting Overview(Confidential) 5, Health Check Assessment Questions(Confidential) 6, Health Check Member Report(Confidential) 7, Health Check Client Reporting(Confidential) Response to Questionnaire iv DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 1'" dse Tab 2: Experience and Qualifications 21 Organizational Chart An organizational chart depicting the structure and lines of authority and communication for all firms,principals and personnel involved in the project Include information that describes the intended structure regarding project managemen4 accountability and compliance with the terms of the RFQ. We are highlighting the Virgin Pulse executive leadership team,which spans a breadth of knowledge across a number of areas including,but not limited to technology, healthcare,strategy,client services, finance,revenue,operations, marketing,development,privacy and security,and medicine and which continues to address the rapid transformation in healthcare and its effect on our Homebase for Health® approach to wellbeing.. We are also highlighting our Client Success team,which is focused on understanding your culture and goals,and ensuring that you maximize the value of your Virgin Pulse investments and solutions.The City will work most closely with its Client Success team,which takes a consultative,result-focused approach to account management. Please see Attachment 1,Organizational Chart which shows our executive leadership team,their tenure at Virgin Pulse,as well as departments and roles dedicated to the City of Miami Beach.Color-coding is used to indicate tenure.This attachment also provides an overview of.a client success team and average tenure of each role. Executive Leadership Team Biographies of our executive team follow: Chris Michalak-Chief Executive Officer Chris Michalak brings more than two decades of healthcare,technology,and HR industry leadership experience to his role at Virgin Pulse.A purpose-driven healthcare technology and services leader,Chris' expertise spans strategy,corporate development,operations,and talent development.He has deep knowledge of the rapidly evolving healthcare market and expertise leading software-enabled services businesses.As Virgin Pulse's CEO,Chris is responsible for leading the company's global growth strategy and helping clients unlock the full value of their healthcare investments to drive better health outcomes. Before joining Virgin Pulse this year,Chris served as CEO of Alight Solutions,a$2.3B leader in benefits,. payroll and cloud solutions. During his tenure,he led the company's 15,000 employees across 29 countries and more than 3,250 clients, including half of the Fortune 500. Prior to Alight,Chris was global chief commercial officer at Aon Hewitt,where he also led the company's global Client Promise initiative. This initiative established a clear set of commitments to all clients and put in place a methodology for assessing the company's performance to ensure it met or exceeded client expectations.Previously,Chris was the CEO of Buck Consultants,a global HR consulting firm. A firm believer in the correlation between health,wellbeing and successful outcomes at both the organizational and individual.level,Chris serves on the board of directors of GENYOUth,a leading national youth health and wellness non-profit dedicated to creating healthier school communities. Chris earned a Bachelor of Science degree in marketing from Michigan State University and a Master of Business Administration from the Kellogg School of Management at Northwestern University. Response to Questionnaire DocuSign.Envelope ID'75F39255-CE0B-4467-85BB-505CD5563023 Rik Thorbecke,Chief Financial Officer Rik Thorbecke joined our team as a strong development and customer-oriented executive with international experience in software,SaaS,internet,cloud, media monitoring and intelligence, telecommunications,and electronic manufacturing industries.He is also highly skilled in strategic finance,mergers&acquisitions, IPO readiness,business planning,investor relations;enterprise software, entrepreneurship,and international business. Rik spent the last 25 years in various executive roles,including CFO and COO,at companies such as, Electronic Arts,Equinix,and Levi Strauss. Prior to Virgin Pulse,he acted as CFO at private equity backed Jitterbit and Magnitude Software,where he led the successful sale of Magnitude Software from Boston based Audax to London based 3i. Rik holds a Master of Science Degree in Business Administration, Double Bachelor of Science Degrees in. Marketing and Economics,and a.Post'Graduate Degree in'Accounting and Auditing from the University of Amsterdam,the Netherlands. Andrew Reeves,Chief Revenue Officer Andrew Reeves is a deeply experienced,growth-focused healthcare leader;he has spent the last 20 years in various sales-focused roles, including Chief Revenue Officer,Chief Commercial Officer,and Chief Operating Officer at well-known companies including Lark Health, BioIQ,and Cigna. In addition to his impressive,results-driven track record in highly competitive markets,Andrew brings proven expertise in revenue growth,strategy development,P&L management, business process optimization,and market and product positioning. - Prior to joining Virgin Pulse,Andrew served as Chief Revenue Officer for several technology companies that focused on supporting healthcare consumers in managing their health and wellness. He was. instrumental in developing go-to-market strategies that drove significant growth for various organizations. While he served at BioIQ,the company's revenue more than tripled.Andrew also held leadership positions in different segments and delivered outstanding results during his 12-year tenure with Cigna. Andrew earned a Bachelor of Science Degree in Marketing with a minor in Communications from Florida State University. As Chief Revenue Officer,he oversees Virgin Pulse's business development, international sales and client success,and strategic development and sales enablement. . Richard Boylan-Chief Operating Officer . Richard Boylan has spent more than 15 years in technology leadership roles.He joined Virgin Pulse as a member of the founding leadership team in 2004.As Virgin Pulse Chief Operating Officer, Rich oversees all product and technical development,build, implementation,and operations for all our products. With the Virgin Groupfor more than a decade, Rich has worked on a number of Web-centric,technology- focused start-ups for various Virgin businesses.He led IT and Operations for Virgin Cars and Bikes,a UK- based car,truck,and bike retailer,which quickly became the largest online vehicle retailer in.Europe.He also developed an operational and technical strategy for a Virgin-branded,pan-European car rental business,and planned and implemented a group-wide telecom and data strategy..Before joining the Virgin Group, Rich served as European Infrastructure and Database Manager for RL Polk. Rich has an,honors degree in business studies and information management from Liverpool University in the UK. • Response to Questionnaire 2 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Wendy Werve-Chief Marketing Officer Wendy brings more than 20 years of experience developing,leading and executing growth-focused marketing strategies for a diverse range of technology,B2B and SaaS software companies,from start-up to IPO,mid-market to$1 billion+.She joined Virgin Pulse in 2015 as Chief Marketing Officer and.is responsible for accelerating the company's growth,expanding brand awareness,driving demand for the company's personalized health,wellbeing and engagement solutions,and connecting the touch points with Virgin Pulse customers and users to ensure a consistent and positive experience.She leads overall marketing initiatives and operations, including demand generation,field marketing,corporate communications, brand and product marketing. • Prior to Virgin Pulse,Wendy served as Vice President of Global Marketing at SumTotal Systems,a leading human resources(HR)and talent management software provider,where she was responsible for elevating SumTotal's brand and scaling the company's global marketing strategy prior to its acquisition by Skillsoft.She brings extensive experience implementing marketing strategies that have'propelled impressive growth for several market-leading enterprise software companies, including Metastorm (OpenText), Plateau Systems(SuccessFactors/SAP),Appian,and webMethods(Software AG),which today remains one of the most successful software IPOs in NASDAQ history. Ron Hildebrandt-Chief Product Officer Ron Hildebrandt brings over 13 years'experience building and marketing SeaS software products that improve member productivity and well-being. Ron joined Virgin Pulse in 2013.As Chief Product Officer, Ron is responsible for the product strategy and delivery of enterprise wellbeing solutions, including its SaaS portal, mobile apps,and personal tracking devices. Ron came to-Virgin Pulse from Enkata,a successful,venture-backed Bay Area analytics and performance management company that he co-founded in 2001.There, Ron served as EVP and oversaw all product , , and customer-facing functions and led Enkata's,rapid growth. Ron has extensive experience bringing innovative products to market and ensuring that they solve mission-critical problems. Kim Stephan-General Counsel As general counsel and corporate secretary, Kim oversees all legal matters at Virgin Pulse, including board governance,corporate and commercial transactions,intellectual property,technology licensing and employment law. In addition,she chairs the governance, risk management and compliance committee. Kim is also the executive leader for Virgin Pulse consumer support operations. Before joining Virgin Pulse, Kim spent eight years with Capella Education Company in Minneapolis, Minnesota,most recently as assistant general counsel and senior director of regulatory affairs. Prior to Capella; Kim was a partner at Graham&Dunn,a law firm in Seattle,Washington. Gary Smithson-Medical Director Dr.Smithson is a board-certified pediatrician and accomplished healthcare professional with over 30 years of business and clinical experience. In his roles as Senior Consultant at Willis Towers Watson's Health Management practice and in a similar role with Deloitte Consulting,and as Chief Medical Officer at RedBrick Health,the wellbeing-company merged with Virgin Pulse,Gary developed a deep knowledge of healthcare management for businesses. Jeff Chapman-EVP,Live Services Jeff brings over 20 years of experience with proven success in leading global organizations through • strategic shifts with focus areas in general management,services and client success.He joined Virgin Pulse in 2020 as an EVP and is currently responsible for leading our live services coaching and guide Response to Questionnaire 3 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 4,, dse organization to ensure our clients and their members receive the best experience to assist them on their wellness journey. Prior to joining Virgin Pulse,Jeff served as SVP and General Manager of the Global Trading and Risk division at Enverus,an industry leading SaaS data,software and insights company focused on the energy sector. Prior to Enverus,he held senior executive positions with SumTotal Systems and Lawson Software. He has an MBA from Emory University's Goizueta Business School and a Bachelor's degree in Computer Science from Capital University. Jeff joined Virgin Pulse due to his passion for physical activity and mental health and works to incorporate them in every aspect of his life. Kristen.Larson-Senior Vice President,Client Success Kristen is responsible for building and expanding strategic partnerships across Virgin Pulse's clients, ensuring they are continually maximizing the value of their Virgin Pulse investments and solutions,and maintaining the company's best-in-class Net Promoter Score(NPS).With more than a decade of experience leading client success a'nd account management teams in the health and wellbeing market, Kristen brings deep industry knowledge,a consultative,results-focused approach,and a proven record of helping clients achieve their health and wellbeing program goals. Kristen has a bachelor's degree in communications from the University of Illinois at Urbana-Champaign and resides in the Chicagoland area. Andrew Jacobus-Vice President,Virgin Pulse Institute;Insights and Data Science Andrew Jacobus is the Virgin Pulse Institute's leader,responsible for helping our clients optimize wellbeing and maximize its value as a talent and business success strategy and providing detailed evidence and guidance on how to succeed with wellbeing.The Institute is comprised of the Virgin Pulse Insights team,the research and analytics think tank of Virgin Pulse,and the Science Advisory Board,a world-class cadre of external advisorswho are science-based experts in their fields of human health and wellbeing.Virgin Pulse Institute accelerates our mission of Changing Lives for Good®by leveraging powerful science, research,and analytics. Andrew joined Virgin Pulse in-2016, bringing over 20 years of experience in analytics, human capital,and strategic workforce planning spanning a variety of industries and organization sizes. He has,led reporting, and analytics centers of expertise at Verizon, Bank of America, Hunt Consolidated,and Amgen,and consulted for global Fortune.100 clients of SAP/SuccessFactors. He earned his MBA.at Southern Methodist University's Cox School of Business after undergraduate studies at Fairfield University and Dallas Baptist University. Andrew Boyd-Chief of Staff • In his role of Chief of Staff,Andrew oversees strategic growth initiatives,strategy,corporate development and.M&A integration. Prior to this role,Andrew held senior sales,marketing and general management positions at Virgin Pulse and has 20+years of leadership experience in the SaaS/software industry. Andrew earned a PhD from City, University of London,an MS from Drexel University and a BBA from Temple University. . . Project Management and Accountability: Your Client Success Team Perhaps the best measure of our commitment to operational excellence, proactive account management, and issue resolution is our client retention rate,which has exceeded 95%for eight years.We're proud of this success,and we know that we'll maintain.these partnerships only so long as we are aligned with each client's needs and objectives,delivering operationally and responsive to issues. Response to Questionnaire 4 DocuSign Envelope ID:75F39255-CE0B 4467-85BB-505CD5563023 tthe Your client success team is involved directly in the implementation,in partnership with the implementation project manager.Together,the combined team will offer strategic guidance, recommendations and tactical project considerations and timelines/dependencies. Your formal implementation process begins with pre-implementation session(s),led by your assigned Virgin Pulse client success team,where we confirm strategy,,known KPIs,your organizational expectations,goals and success metrics.Then a formal project kickoff call between you and your Virgin Pulse client success and project management teams,where discussion focuses on outlining the tactical approach to the project workstreams so together we can define requirements.The project workstreams include program design,data exchanges, IT requirements,communication strategy and post-launch activities. Following the implementation kickoff,your client success manager and project manager will set up additional meetings to review the individual components of the implementation process in detail, including: • • Plan design:After discussing your organization's short-and long-term program objectives,your client success manager will work with you to design your plan. In addition to overall goals,we'll consider other factors such as employee demographic and geographic factors,budgetary guidelines,employee access to technology,and work environment. • Technology requirements:The timely and accurate transfer of data is one of the most important factors for a smooth implementation.We will review data/file transfer processes,timing/frequency of file transfers,and requirements for software installation. • Communications:Discussions will focus on an activation campaign,as well as understanding the communications that are working for you today and sharing the approaches that have worked well for us in the past with similar clients.We'll customize these communications and discuss any additional needs to map out a communication strategy for the year. Furthermore,we'll review ongoing promotions and engagement tools;such as newsletters,social communities,a champions program, and when and how to grow and leverage each. Over the course of the implementation,which typically takes 100-120 days,teams will meet regularly to further identify and refine requirements,configure your program,and ensure all deliverables are met in a timely fashion. Meeting agendas are communicated before sessions,ensuring follow-up questions are answered in an expedient manner. Projects and dependencies are tracked in an online project management tool that automatically alerts team members to approaching deadlines. - Prior to launch,all relevant data feeds sent to or from Virgin Pulse are thoroughly tested.Training on the program and associated services is provided to your provisioned team members.This includes training on client administrative tools and the online reporting analytics dashboard to ensure your administrators are fully able to maximize the value of these important tools,. As the project goes live for the larger eligible population,the client success.team and the project management team meet internally to review a detailed action and status log that is transitioned from the project manager to the client success team for the ongoing management and enhancement of the program.The project manager will also meet with the client team to confirm what they are owning in relationship to post-launch until complete.The project manager continues to be available,as needed,to the client success team if there are questions after the formal implementation window ends. Following implementation and launch,your client success manager remains your main point of contact through the length of the program.This key role is responsible for fostering a cohesive working relationship that ensures we meet your program goals and maximize participation.The day-to-day level of involvement of your client success manager will depend on your needs and program,design and they will Response to.Questionnaire 5 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 bi9the meet with you regularly to address items such as program functionality,strategy,eligibility,and more. Client success teams are structured and empowered to drive the success of your program.We support them and you with tools and resources that enable you to effectively manage your health and wellbeing strategy at all levels—strategic planning to performance optimization to day-to-day operational excellence.With over 95%client retention eight years running,we bring our experience and insight to inform your vision and goals. A summary of the roles of the Client Success Team follows: Project Manager Our end-to-end client success model begins with a project manager who oversees implementation and serves as the technical contact through program launch.The manager works with your team and ours to guide program design and incentive decisions.They are responsible for maintaining and adhering to project timelines through weekly implementation meetings, identifying milestones,managing operational activities of third-party vendors,and providing status updates to ensure we meet your launch date. Client Success Manager Virgin Pulse provides an experienced client success manager to serve as your primary point of contact for the duration of our contract.As an extension of your team,your client success manager fosters a cohesive working relationship that ensures we meet your program goals and maximize participation. Through regular interaction,they review account status,provide program insights, introduce new product functionality and offer strategic recommendations to ensure success. Client Success Associate An associate works closely with your client success manager supporting day-to-day operations.They maintain a broad understanding and technical knowledge of all Virgin Pulse programs and work with other departments to deliver on service and performance commitments,ensuring high satisfaction and program loyalty. Strategic Director of Client Success The strategic director delivers strategic,value-based recommendations to you and your client success team.During onboarding,they provide knowledgeable insights and recommendations around program design.After program launch,they are an active participant inbusiness reviews, using their rich " • knowledge of Virgin Pulse and experience with program planning to support and guide the evolution and optimization of your program. Senior Director of Client Success Your senior director is responsible for overall team leadership, building customer loyalty and ensuring your client success team delivers on your objectives.They are adept at building high-functioning teams and providing consultative leadership for large,complex organizations,and will provide representation and visibility into your program and ongoing experience with Virgin Pulse executive leadership. ' This proven client success team structure ensures clear lines of communication,operational excellence, valuable strategic guidance and proactive leadership throughout our partnership. Additional Support The team identified above is supported by client success specialist teams and a client enablement group that provide expert support and guidance for the following: Response to Questionnaire 6 DocuSign Envelope ID:75F39255-CE0B-4467-85.BB-505CD5563023 4 dse • Eligibility file management • Platform configuration and administration • Client and program best practices • Marketing content and communications • Member engagement • Third-party vendor integration • Reporting and data analysis • Invoicing and billing • Issue resolution • IT and security 2.2 Relevant Experience of Prime Proposer:Summarize projects where the Proposer and/or its principals have provided services similar to those described herein.For each project provide the following. a.project name and scope of services provided; b.name of individuals that worked on the referenced project that have been included in Section 2.1 above. C.client d.client project manager and contact information; e. costs of the services provided;and f. term of the engagement As a private company,Virgin Pulse does not disclose detailed information at this stage of the RFP process.We are happy to provide this information upon down selection to the finalist stage. Please note that we have provided the three(3)references requested in "Section 6- References and Past Performance"of the Bid Submittal Questionnaire. However,Virgin Pulse has expertise partnering with government and public sector entities in'developing successful,engaging wellbeing programs for their populations.We currently support more than 100 public sector client partners today,among them,:the City of Virginia Beach/Virginia Beach Public Schools (VA); Los Alamos National Laboratory(NM); Montgomery County(MD);and Santa Clara Water-District(CA). In addition,following a competitive bid process,Virgin Pulse was named a preferred wellbeing vendor by and vetted by Sourcewell _ (httos://www.sourcewell-mn.gov/),a government cooperative purchasing coalition of over 50,000 public sector organizations. Sourcewell v_ ftvnMedC+mbnct Some detailed examples of our success in the public sector includes, but is not -- limited to: • Montgomery County launched its LiveWell program in 2015 to 9,000 highly diverse, benefit-eligible employees with the goals of improving the holistic wellbeing of employees and reducing absenteeism and "presenteeism,"while enhancing employee engagement and decreasing healthcare costs. To drive initial enrollment with the Virgin Pulse program,the County held centralized launch events and orchestrated monthly field visits to encourage program registration and provide education on Response to Questionnaire 7 DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 I Wage Health Station usage.Ongoing outreach activities for field-based employees include monthly visits to bus operators,fleet mechanic shops,and highway services depots to promote screenings and health promotion activities around fitness,nutrition,and chronic disease prevention. Approaches to ongoing engagement also include a strong team of wellness champions,which has been essential to the success of the LiveWell program.Montgomery County's team includes 94 volunteer champions from 30 departments and participating agencies.The champions meet face-to- face quarterly and,on alternate months,via conference call.A handbook guides champions and provides inspiration for free or low-cost,easy-to-implement ideas.Several innovative champion initiatives include an indoor walking path, hydration stations and departmental challenges. Through the Virgin Pulse platform, Montgomery County employees have realized significant improvements in health and wellbeing,with 35%of participants shifting from the inactive/low active category to the active/high active category. "LiveWell's greatest accomplishment in its first year was the launch of the Virgin Pulse program,"said Office of Human Resources Director Shawn Y.Stokes. • Virginia Beach Public Schools,a 17,000+ member city client, required a great deal of organizational support to launch a program for their diverse,offline population.Working with our client success team,they implemented our best practice recommendations and designed a program with a comprehensive communications campaign and strategically timed, internally managed onsite events to foster excitement.They established.a wellness champion network to help market the program and offered employees an opportunity to receive a free Max activity tracker for enrollment.Additionally, they offered incentives of$500. Launched with the support of a highly motivated wellness team and working in coordination with their client success manager,Virginia Beach achieved 50%enrollment after just 90 days. • The City of Carmel, Indiana,launched its quarterly program to its 617 eligible lives,providing PulseCash for achieving the requisite number of points in each level of the game. Members can earn up to$125 in PulseCash yearly. • Virgin Pulse worked with the Santa Clara Valley Water District in California to design a quarterly program to engage their employees while staying within budget. For reaching the first two levels of the game,employees earn$10 in PulseCash per quarter;for achieving the next two levels, employees earn$20 per quarter:The completion of other tasks,such as becoming a member of Weight Watchers or completing a biometric screening, provides employees with additional ways of earning in points in the game,other than taking a certain number of steps each day. We are confident that we can successfully partner with the City of Miami Beach,collaborating with the City to reach its wellbeing goals. 2.3 Relevant Experience of Sub-consu/bnt(s)/Sub-contractor(s):Summarize projects where the Sub- consultant(s)/Sub-contractor(s)and/or its principals have provided services similar to those described herein.For each project provide the following: g.project name and scope of services provided; h.name of individuals that worked on the referenced project that have been included in Section 2.1 above, i.client Response to Questionnaire - 8 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 teaw j.client project manager and contact information; k costs of the services provided and term of the engagement As noted previously,as a private company,-Virgin.Pulse does not disclose detailed information,including that of our contractors,at this stage of the RFP process.We are happy to provide this information upon down selection to the finalist stage. However,we are happy to provide information about one of our partners, Labcorp Employer Services(LES),which works with Virgin Pulse to provide biometric screening services to our clients and their employees. Screening Event Overview Onsite-screening"events coordinated through Virgin Pulse provide end-to-end expert planning and support to ensure worry-free biometric screening and/or flu immunization events for you and your employees. Each event managed by Virgin Pulse is overseen by our health screening and client success teams.They take the time to understand your strategy and goals and remove administrative burden by coordinating event logistics and communicating with leaders at participating locations. For each onsite event,we develop a customized procedure manual for the screener, based on client protocols. Each screener receives this manual and is required to read and understand it in its entirety.We assign a staff member as a team lead.for,each event and send forms,equipment,and supplies two weeks prior to the start of the event.The team lead brings all equipment,supplies, immunizations,and forms to the event site. While we can work with any provider,our partner LabCorp Employer Services can each provide services in all 50 states,with adequate staff to accommodate screenings in multiple states or locations in the same day. Planning and coordination of events include the following steps: • Consultation and assessment of needs by location,including previous years' review • Joint review of event details and pricing estimate • Conference call with participating locations to explain event details and answer questions • Monitoring of online scheduler and estimated participation consultation by event We typically require 12-16 weeks lead time for our health screening team to implement screening events,which includes activating the online scheduler on the member platform approximately-six weeks prior to start.This ensures adequate time to implement and deliver the event as designed. What follows is a summary of implementation activities once all locations and site coordinators have . been identified.Timing is approximate and subject to change. • Health screening kickoff call:Week 10-12 " • Finalize event details and locations:Week 6-10(timeframe dependent upon number of locations) • Coordinate with screening partner to assign staff and build/test scheduling tool:Weeks 8-12 • Post scheduling link on member portal and communicate to employees:Week 6 • Deliver eligibility file to partner:Weeks 5 and ongoing(minimum 5-10 business days prior to launch) • Finalize estimated participation numbers:Week 3 •. Turn off scheduling link:24 hours prior to each event • Host event Response to Questionnaire 9 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Onsite screening tests:Meeting the City's Requirements A standard onsite screening includes the following, including those required by the City,in boldface: Height,weight,blood pressure,calculated BMI,waist circumference,total cholesterol, HDL, LDL(fasting only),cholesterol ratio,triglycerides(fasting only),glucose,and body fat percentage. Optional tests include Hemoglobin AIC,Cotinine(tobacco use), Prostatic Specific Antigen(PSA),Thyroid Stimulating Hormone(TSH),flu vaccination,and more. Methods Available to Collect Biometric Information We offer multiple screening options to cover all of your participants,including onsite events,offsite labs, third-party vendors,at-home kits,and physician forms.We would recommend using onsite screenings with locations of 20 or more expected participants to maximize efficiencies related to associated cost and participant convenience.You can supplement this approach with physician forms and our network of labs for all participants,but especially for smaller locations and remote participants. Both fingerstick and venipuncture options are available. In addition to the biometric screenings described above,you can use our health station kiosks.They are small enough to fit in the corner of a kitchen or a warehouse and affordable enough to have at each location.The kiosks take verified weight and blood pressure measurements.The best part is members also get rewarded with points for taking their measurements and for improved measurements. Kiosks are a great way to engage members who don't have a dedicated workstation and provide another means of driving engagement with our program. 4' Y I LTATtON EIN How We Reach a Geographically Dispersed Population We have several communication methods for reaching a geographically dispersed population and making them aware that biometric screenings are going to be held.We can communicate with your employees via email and the calendar on our app and web portal,displaying reminders of scheduled screenings and informing them.about location and registration. In addition,we can provide push messaging via our platform and mobile app to provide biometric screening information. Response to Questionnaire 10 DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 Because geographically dispersed populations are often unable to travel to a central location at a specific time to participate in a biometric screening,we can use the communication methods cited to provide information about alternative screening methods.Options for screening include taking a physician form to a primary care physician,going to an offsite lab for a biometric screening,or using an at-home test kit. Scheduling a Screening Members access the screening scheduler from the Virgin Pulse website.Once connected,the scheduler will automatically populate with the individual's zip code(directly from eligibility)and will pull in onsite screening events closest to the participant's location.Once an onsite screening is scheduled, participants will receive a confirmation email which includes a link to add to either an Outlook Calendar or Google Calendar. Paper-and telephone-based scheduling options are also available for those who require assistance or do not have Internet access. Biometric Screenings Security and Privacy Processes All personnel must complete annual data security and HIPAA training and undergo background checks. Our screening provider undergoes internal,external,and application penetration testing. Access to protected health information is limited to employees who need access.Our screening provider uses a segregated,encrypted database and file servers, hosted by a SSAE18 SOC 2 Type 2 certified facility.All data is encrypted at rest and in transit. Response to Questionnaire 11 DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 s 1 a se ak care of your employees1 • They'll lake care of your business1" .Sir Richard Branson Founder, 'Virgin Group e .1 .1 i Proposal response prepared for: Cityof M Beach December 3, 2021 Solicitation 2022-042-WG Ryan Craig, Regional Sales Manager- Public Sector ryan.craig@virginpulse.com 508.714.8265 Virgin Pulse,Inc. DocuSign Envelope ID:75F39255-CE0B-4467-65BB-505CD5563023 tthe Tab 1: Cover Letter and Table of Contents 1.1 Cover Letter and Table of Contents. The table of contents should indicate the tabs,sections with tabs and page numbers to facilitate the evaluation committee's review. The cover letter must be signed by principal or agent able to bind the firm. Thank you for the opportunity to respond to the City of Miami Beach's Request for Qualification.Our team appreciates this opportunity and looks forward to creating a long-term partnership with you and your organization. Understanding of.the scope of work Virgin Pulse understands that the City of Miami Beach seeks a wellbeing provider that can deliver: Wellness Plan Management As a strategic partner,Virgin Pulse will define a wellness plan founded upon relevant goals, KPIs,and desired outcomes,supporting progress throughout the duration of the contract via ongoing evaluation, assessment,and optimization.With 17 years of experience working with public sector organizations,we have a proven set of best practices to help you meet your wellness goals.Your client success manager will work with you on a weekly or more frequent basis to refine your wellness strategy,customize your program,and ensure progress is accurately measured and communicated. Disease Management Virgin Pulse takes a proactive approach to wellness that is designed to help prevent or reverse the conditions that lead to chronic disease. For members already managing a condition,Virgin Pulse provides expert coaching,self-guided content journeys,and specialized group programming(VP TRANSFORM),to ensure patients are receiving the care and support they need to maintain their health and wellbeing. Measurement of Results Our platform includes a robust analytics dashboard,which includes extensive reporting and measurement tools that are easy to export,customize,and share.Ongoing program reviews ensure that performance is on-track with desired outcomes. Lifestyle Changes The Virgin Pulse approach to wellbeing is founded on behavior change science,which shows that small steps,taken over time,can lead to dramatic improvements in health and wellness.The programs,tools, and services we provide to members are centered on sustained and accessible behavior change,like creating healthy habits,tracking behavior,and celebrating wins. Promotion of Wellness Education With over 37 content libraries threaded throughout our member platform - including self-guided coaching journeys- members are constantly learning about how to improve and maintain their personal wellness. Each individual has an online experience that is curated based on their personal goals,challenges,and preferences,which ensures that learning is inherently engaging and,therefore,more effective. Virgin Pulse,Inc. 75F DocuSign Envelope Virgin SPEulseS Executive Leadership Team and High-level Overview of Functional Teams Chris Michalak, Chief Executive Officer I I I I I I -- Wendy Werve, Ron Hildebrandt, Richard Boylan, Andrew Reeves, Kristen Larson, Kim Stephan, Jeff Chapman, Rik Thorbecke, Andrew Boyd, Gary Smithson, Andrew Jacobus, Chief Marketing Chief Product Chief Operating Chief Revenue Sr.VP General EVP Live Chief Financial Chief of Staff Officer Officer Medical Director Officer VP.VPI Officer Client Success Counsel Services Officer Product Partnership Implementation VP Institute Sales and Client _Coaching and — Accounts Marketing Director and Project Reporting& Strategic Success — t of al Live Services Payable Management Analytics) Development 1 Video& Product l Configuration People& _ Onsite — Accounts - Multimedia — Sr.Dir.CS — Services Strategy and Integrations Culture Support Receivable I 1 Product Strategic Management Engineering Director,CS I User Design, Data,Services Client I-- Research& L — Success Virgin Pulse Senior and Reporting Managers ana ers g Leadership Tenure Content I er Client <2years Strategy& — Success Services b Development Associates 2-4 years 5-9 years VP Science iMarketing — Advisory Communications 10+years Board se rr'i Virgin Pulse 2021.All Rights Reserved. DocuSign Envelope ID:75F39255-CEOB-4467-65BB-505CD5563023 virgin Pulse Client Success Team Overview Client Success Sr.Director, CS Strategic Director,CS Client Success Managers Client Success Associates ��,Virgin Pulse 2021.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 /se Tab 3: Approach and Methodology Submit detailed information,including specific engagement or projects,on the approach and methodology that the Proposer and its team has utilized on previous engagements to accomplish a similar scope of work Ata minimum,address the following areas; • facilitating high level of participation; • maximizing the effectiveness and value of the agreed to wellness program; • tracking compliance results of the selected screening activities; • the viability of a clinic or clinics operated exclusively by the City for employees;and • the ability and processes used to ensure all confidential and health information is protected against impermissible access, use and disclosure pursuant to all applicable federal and state laws Meeting the Needs of the City of Miami Beach The City of Miami Beach believes that improvements in health can be improved through the following ten steps: • facilitating a high level of participation; • maximizing the effectiveness and value of the agreed to wellness program; • tracking compliance results of the selected screening activities; • the viability of a clinic or clinics operated exclusively by the City for employees;and • the ability and processes used to ensure all confidential and health information is protected against impermissible access, use and disclosure pursuant to all applicable federal and state laws. As the world's largest, most comprehensive digital health,wellbeing,and engagement company,we are focused on engaging users in building and sustaining healthy lifestyles and driving measurable outcomes. We fuse high tech with high touch to deliver an integrated digital platform that provides support across the entire health,wellbeing,and benefits lifecycle. Virgin Pulse will collaborate with you to devise a wellness management plan that meets the needs of the City and its employees.Through our coaching programs and other platform content,we offer condition and lifestyle management information,along with promoting healthier lifestyles.Through our live Services /Coaching staff,we can provide personnel to coach or coordinate wellbeing programs and activities at City clinics or locations.The platform itself and the information available on it help members make healthier decisions one small step at a time.Your employees can access our program via our web portal, or for those without computer access,via our native mobile app. Using our variety of communications materials and methods,we can promote the program to your employees, beginning with enrollment communications,and continuing with communications to promote taking the H RA, undergoing a biometric screening,joining in a challenge,or walking daily. Finally,you can use our extensive reporting suite to determine the progress of members, understand the health concerns they are grappling with, measuring engagement,and determining ROl/V01.Our client success(account management) provides an annual review that shows outcomes and helps you shape your healthcare strategy. Response to Questionnaire 12 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 I'y a e Our platform and program also allow participants to: • Complete a confidential health risk assessment • Participate in a biometric screening(blood draw) • Have weight, height and blood pressure recorded • Attest to a tobacco-free lifestyle Participants who complete an assessment and screening will receive reports that incorporate the metrics from each task and provide actionable information to improve their health. Based on the results of the assessment,screening, and other data points and self-expressed interests, participants receive information about and are directed to programs that can help them address their wellbeing and healthcare challenges. Virgin Pulse: Your Trusted Homebase for Health The vision of Virgin Pulse is to be the trusted Homebase for Health®for members, providing guidance that encourages vibrant workplace culture, improved health and performance outcomes and increased use of all employer-provided benefits. With nearly two decades of experience,we understand what makes wellbeing work and that the path to outcomes is achieved through sustained engagement.We recognize that engagement is a continuum, not a set of disconnected interactions that won't deliver results.Our Homebase for Health approach eliminates uncertainty by creating a familiar and trusted "home"where comprehensive data and innovative solutions are synchronized to make it easy and seamless for members to participate across all aspects of health, performance and benefits. Our Vision: Homebase for Health1"" 0yoo Health&Wellbeing <1 Benefits Navigation Helping members manage and !� Helping members understand, improve health and wellbeing m �/e r'r' navigate and utilize benefits r r— Homebase for Health® BUY WE1\- Care Guidance Helping members find high quality, low cost healthcare We help government entities,enterprises,and academic institutions transform their people's health and performance by unifying,simplifying,and orchestrating each member's journey within their unique home base.Our success is rooted in a strong foundation of wellbeing and our ability to incorporate condition and benefit support into members'established daily routines without overwhelming them.We use predictive analytics,artificial intelligence(Al), habit formation, deep personalization,gamification,and Response to Questionnaire 13 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 lk " g/se social connectivity to build trusted relationships from the minute members sign up and we build upon that with an experience that continuously learns and evolves with their ever-changing goals and needs. A variety of data sources drive programming and guide the user experience for your population, including health assessment responses, biometrics data,demographic profiles,self-reported interests and claims data,when available. Based on this information,we provide daily content and programming that reflects the member's needs. Artificial intelligence,driven by billions of member data points gathered every month,allows us to proactively recommend next-best actions to help members develop successful routines that deliver positive outcomes.We address ebbs and flows in motivation through on-platform intelligent conversations that nudge members when the fall behind in their stated goals and celebrate their successes with personalized reflections. Choice plays a key factor in the experience. Members choose where to start their journey using suggested recommendations or browsing all available options,which can be saved as favorites for easy recall. Included content and programming addresses topics that influence individual wellbeing, productivity and performance.We support general wellbeing, lifestyle issues,chronic conditions and nontraditional wellbeing topics like diversity,finance and community. The full list of included educational content includes getting active,eating healthy,sleeping well, reducing stress, being productive, learning new things, preventing accidents, protecting data, being a team player, being a leader,solving problems,staying organized,contributing to community, building relationships, managing finances,acting sustainably, being a good citizen, being inclusive,embracing diversity,alcohol use, making an advance care directive,anxiety,depression,arthritis, low back pain, repetitive strain injuries,tobacco use,vaping, blood pressure,cholesterol,coronavirus,diabetes,grief and loss,coronary artery disease, heart failure, asthma, chronic obstructive pulmonary disease, medicine support, menopause,obesity, pregnancy and parenting. Our approach is rooted in three core competencies: Intelligent and adaptive technology,connected experts and a strategic,consultative partnership with our clients.We start by establishing a solid understanding of a client's strategy and goals.We then translate that understanding into a home base for their people that layers in the knowledge of expert guides and coaches with the power of an always-on, in- sync wellbeing platform to deliver on our commitments. By combining a deeply connected ecosystem, intelligent AI-powered technology,expert health coaches and guides,and consultative partnership and client service,we achieve business, health and financial outcomes for our clients,year over year. Platform Features Virgin Pulse improves the health and performance habits of your people,strengthens workforce cultures and increases productivity.Our comprehensive solution includes: • Configurable,Al-driven daily engagement platform • Branding for your organization and culture • Stats—member-level statistics and tracking • Cards—42 channels of educational content curated by Virgin Pulse • Health habit tracking • Group, individual and peer-to-peer challenges,organization and member created • Incentive administration,tracking and fulfillment • NCQA-Certified health and risk assessment tools • NCQA-Certified digital coaching targeting lifestyle and condition topics • My Care Checklist addressing members' preventive care and condition care gaps Response to Questionnaire 14 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 • Integration with over 50 popular health apps and wearables • Social features, including peer-to-peer recognition and social groups • Self-serve administrative tools and on-demand reporting and analytics • Member feedback surveys • Wellness champions program resources • HR programs and benefits integration • High-impact member communications, including digital and print assets • Integrated nutrition and sleep guides offered in partnership with Zipongo and Sleepio • 22 standard languages to maximize use employee population • Certified privacy and security program Additional options are available: • NCQA-Certified telephonic and onsite health coaching • Digital therapeutics addressing prediabetes,obesity and hypertension • Enhanced analytics support addressing program impact, ROI,and productivity • Health Stations to conveniently measure weight, blood pressure and BMI • Activity tracking devices, including our proprietary Max Buzz • Biometric screening solutions, including full-service management by Virgin Pulse • Rewards store for members in 230 countries and territories outside of the United States • Comprehensive nutrition,sleep,and resilience wellbeing offerings • Onsite workplace cultural and environmental assessments • Wide variety of partner program offerings and VP+ partner bundles Behavior Change Tools Highlights Our solution provides health management and habit formation tools that deliver positive behavior change across all aspects of health,wellbeing and performance. Highlights of primary behavior-change tools include: • Health assessment: NCQA-Certified assessment evaluates member risks across 15 health domains. • Daily content cards:Concise micro-learning opportunities that educate and inspire action. • Habit tracking:Self-or organization—initiated habit trackers covering hundreds of behaviors across all included content channels. • Digital coaching:Journeys,our NCQA-Certified digital coaching program, improves health literacy and helps members form new habits naturally, one small step at a time. • My Care Checklist: Eliminates uncertainty around appropriate care by identifying clinically based preventive and condition-specific recommendations. • Challenges:Organization-wide, peer-to-peer and individual challenges focused on activity,topics of interest,organization initiatives or habit tracking. • Device and app integration:Allows real-time tracking and monitoring of activities and health measures within members'accounts. • Health coaching: High-touch support through our optional NCQA-Certified coaching program provides whole person support covering a range of lifestyle and condition topics. Response to Questionnaire 15 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 1(14. ti/se Educational Courses Educational content is delivered each day in the form of daily content cards—conspicuously displayed, easy-to-consume bytes of information on topics that are relevant to the member or to segments of members within your organization. We also offer self-paced, NCQA-Certified digital coaching—Virgin Pulse Journeys—that blends powerful behavior change and habit formation principles across a range of topics. Helping Your Employees Understand Their Benefits The Virgin Pulse platform can pull your entire benefit portfolio together in one place,connecting your employees with the right benefits to power a healthy,productive and engaged workforce. By doing so,we become a connected and rewardable benefits navigation experience housed within the context of our Homebase for Health. The benefits of our approach include: • Better experience: Powerful personalization matches members to the right benefits based on health risks,goals,and interests,and promotes them when members are motivated to act. • Less hassle:A single location for clients to communicate benefits more effectively and frequently,and members to discover their options and get personalized guidance and helpful reminders to take action. • More impact:The unification of all benefits within a single platform means each one gets more exposure and higher utilization.And promotions go beyond email and paper,so more members take advantage of the options available to them. • Healthier employees:Combining benefits promotion within our member comprehensive wellbeing platform drives awareness of benefits and the importance of optimal health.They reinforce each other, keeping health and wellbeing top of mind for members. Our Benefits page allows members to explore benefits in an organized fashion that doesn't overwhelm and includes recommendations as well as the ability to search and save favorites. In addition,clients can house informational resources that showcase the value or explain how to access benefits right within the experience. Facilitating a High Level of Participation We define engagement as meaningful interaction with our digital or live products and services in a given month.And we measure daily,weekly and monthly engagement. Examples of engagement include members who visit the platform often as part of their wellness routine but also includes those who come to engage in a partner service or find information on their organization's benefits. Engagement rates consider use of both the desktop and mobile application.We benchmark engagement against DAU/MAU (daily average users/monthly average users)to measure application "stickiness,"or how often a person accesses an app.According to 2020 book-of-business data,our app achieved 41% average monthly engagement.To put this in perspective, apps with a percentage of 20%are considered "good,"and 50%is considered "world class." In 2020, best practice clients on average saw participation rates of 65%and engagement of 51%, with an average of 5.35 interactions per day. Response to Questionnaire 16 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ritWaV Best Practices to Sustain Engagement The Virgin Pulse platform creates an environment that empowers members to"learn, do, become"the change they want to see in their lives. By balancing the effectiveness of extrinsic motivators such as monetary incentives along with the powerful intrinsic motivators of personal and social success, members enroll and stay engaged long term,which leads to market-leading outcomes. The following best practices speak directly to capabilities that accelerate engagement across our book of business: • Integrate and simplify:One of the most important tenets of our engagement strategy is to make the experience easy to access and understand.This is core to our platform,which can be extended to incorporate your other member wellbeing and benefit offerings. By uniting all programs in one location,our platform acts as the "great simplifier," dramatically improving how members interact with individual wellness, benefits,and HR programs,which in turn lead to improved outcomes across the board. • Personalize the wellbeing experience:With several years' experience integrating benefits into the wellbeing program,we have learned how to personalize each member's experience with the right mix of services.Our solution moves beyond only using screening and health assessment data—we also leverage eligibility file data,claims,and members'self-selected interests—to drive the right programs to the right people. • Promote our native mobile app:The mobile app allows members to engage daily with our platform on the go, no matter where they are,which is especially important to those without computer access. With an average user rating of almost five stars, it is a key reason why the average member interacts with our platform 139 times per month. • Promote personal activity-tracking devices:The ease with which members can sync or purchase an activity-tracking device supports frequent and ongoing engagement.A wearable device also serves as a reminder to be active in the program and allows members to participate on their terms and their schedule. Many devices, including our own low-cost Max Buzz, provide immediate feedback,which drives positive behavior—the right amount of meaningful,daily physical activity. • Enhance participation onsite through our health stations:Our compact,affordable, kiosk-style health stations allow members to track their weight and blood pressure quickly,easily and privately during the workday.These stations can also become an engagement hub for small locations where members may not have ready access to a computer or smartphone. • Empower wellness champions:We empower wellness champions to be the onsite experts and driving force for increased participation and improved health and safety in the workplace.The platform empowers them to initiate local challenges, message peers, and even create calendar events specific to their site. Challenges Challenges are a core feature of the Virgin Pulse experience. Built from best practices developed over more than a decade,our challenges offer engaging themes built upon consumer-grade technology. Mobile and web applications are easy to use and designed to keep members collaborating and engaging throughout the year, inspired to change their lives for good. We offer a diverse library of organization, group and personal challenges to ensure friendly competition and increase activity,all of which are accessible via desktop or mobile app.Our offering includes Response to Questionnaire 17 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 , j �� teat Y � challenges that can be generated by individuals,small groups,wellness champions,administrators,and by Virgin Pulse, however you desire. Organization Challenges Summaries of Organization challenges include the following: • Basic Step Challenges:Small group step experiences with teams focused on reaching the top of the leaderboard by racking up their step counts.Organizations can choose from 18 themes,or easily create a challenge with their own content. Basic Challenges allow you to quickly get a challenge up and running for your entire population or just a sub-portion of your members. Basic challenges offer configurable team size as well as challenge start and end dates. Examples of themes include All You Got,Space Race,Team Spirit and more. User interaction includes chat functionality, leaderboards and automated communications. • • Destination Challenges:Team-based step challenges in which participants traverse exciting new destinations virtually and unlock engaging content at challenge milestones.Themes include Great American Adventure, Pacific Crest Trail,Scale the Summits,Walk the Wonders and more.These challenges can be deployed organization-wide and offer configurable team size as well as challenge start and end dates. User interaction includes chat functionality, leaderboards,and automated communications. GED BRIDGES AROUND THE WORLD 0 w..- &12 JOIN A TEAM TO JOIN THE CHALLENGE .1111011111111111*, • Staged Step Challenges:Team-based step challenges in which participants unlock engaging content at specific stages.Standard themes include, Explore the Mediterranean, Fall into Fitness,Great Wall of China and more. In all,you can choose from a library of 11 themes and run the challenge for your entire population or just specific portions of your organization. • Charity Step Challenges: Leveraging the foundation of the Staged Step Challenge experience,Charity Challenges enhances the interface to allow the organization to "compete"and raise money for a specific charity.Stages are unlocked by the entire participating population and the different milestones at each stage boost motivation. Rewards at each stage can be cumulative or incremental achievements. Response to Questionnaire 18 DocuSign Envelope ID:75F39255-CE0B-4467-85B8-505CD5563023 •Y1 R. • Promoted Healthy Habit Challenges:These campaigns will help your employees better manage their finances,act sustainably, embrace diversity,and more. Every month,Virgin Pulse will Challenges Rest and Recharge • launch a one-week Promoted Healthy Habit Challenge C 0 9 encouraging individuals to focus on a different topic each month of the year. Challenge progress Promoted Healthy Habit Challenges will educate members"Why TOM CRAItENGFPROGRESS it matters" and provide "Tips"to help them achieve success. flex 56 Mrs O Mars Examples include Move on the Hour,Save Energy, Make Time for Friends and more. Participants can opt into any or all.Clients You are currently averaging may choose from our calendar of challenges or create custom ]NUURSIOMINUTES challenges of their own. each day of thechsllenge. Your goal le 8 hams of sleep each gay of the challenge. • Spotlight Challenges:This challenge framework addresses specific areas of wellbeing,targeting topics of particular The challenge ends in 7 gays on Augustl. relevance.These non-steps-based challenges effectively engage members not interested in strictly steps-based challenges by allowing them to focus on their own personal goals related to the topic.Spotlight challenge topics include options like mindfulness,sleep and activity minutes.With a focus on improving health literacy,the user interaction includes enhanced p n• ese onboarding to introduce the challenge theme,educational content, habit tracking,and promotion of relevant resources to help members set and achieve their goals. • Cross-Sponsor Challenges:Our cross-sponsor challenges create an additional avenue of fun and competition for your employees that reinforces your organization's brand, mission and value. Form a team and get stepping against another Virgin Pulse organization. • Custom Client Challenges:Custom challenges are a great way to make a unique experience for your employees putting your organization front and center.Your participants can virtually travel from location to location,share success, learn about the history of your organization,strengthen organizational values,and share in reinforcing safety measures.Custom challenges provide you the framework to educate and inspire your population in a fun and creative way. Individual and Group Challenges We offer multiple ways for individuals and groups to engage in fun, healthy competition: • Healthy Habit Challenges:This feature offers members the opportunity to create or join teams and compete against one another in fun events that utilize social support to encourage members' best efforts. Individuals throughout your organization can create their own personal or group Healthy Habit Challenges at any time on any of the available health-related habits.You can create your own custom habits.We offer 320 healthy habits across 25 areas of health and wellbeing. For example, during the first week of October,a company's employees initiated a weeklong"Mental Health Awareness" Healthy Habit Challenge that challenged participants to complete one of six available actions each day- Have a routine; Keep informed; Minimize screen time and news feeds; Socialize via phone or internet;Address fear;and Help others. Scheduled to coincide with the National Alliance on Mental Illness' "Mental Illness Awareness Week," more than 80%of the company's employees took part around the world,sharing tips and Response to Questionnaire 19 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 I'y (1st encouragement through the challenge Message Board,and more than half of participants completed a step for all seven days of the challenge. • Individual-initiated Step Challenges: Members can also have some fun by creating their own step challenges and getting their friends in on the action. Members can create three different personal step challenges: 1 Day Throwdown;Weekend Rumble;and Weekday Step-off. Member Communications Before and During Challenges Before a challenge begins, members receive promotional communications that a new challenge is starting soon.These communications describe the challenge and encourage participation.They review challenge rules and instruct members how to create or join a team. Once the challenge is underway, members continue to be encouraged to sign up for the challenge and to join teams,as applicable.Those who joined the challenge receive progress updates and reminders to track activity.Those who signed up but have not participated receive reminders to update their steps. At the conclusion of the challenge,communications reveal the winner(s)and specific team or organization's progress. Communications tactics include emails and push notifications,as well as poster and digital display opportunities. In addition, members access a leaderboard displayed on the platform and mobile app to track progress. Updated in real time,the leaderboard enhances the competitive spirit, keeping participants motivated to continue.And members can communicate directly with each other throughout the challenge through chat. For more information about Virgin Pulse challenges, please see Attachment 2,Challenges Overview. Incentives Incentive Structure and Administration Administration,tracking and fulfillment of rewards are standard features of the Virgin Pulse platform.The structure and activities that earn rewards are completely configurable, allowing you to deliver a program that aligns to your goals,culture and budget. Flexible game mechanics and rewards logic make our system easy to modify as organizational goals and requirements evolve. Our quarterly game structure encourages sustained engagement. Participants earn points for activities on and off the platform, including client-specific programs,community events and third-party partners.This structure allows us to reward validated activities alongside events-based activities such as HRA completion, biometric screening or primary care visits,and ongoing support services such as health coaching and condition management programs.Throughout the year, participants earn rewards for their participation.The ongoing nature of the rewards game inspires members to continue. Clients can configure the tasks or objectives that will earn rewards,the level of attainment within a specific activity required to trigger the reward,and the type of reward provided.Our optional points-based incentive structure allows you to weight activities that are most important and adjust point values accordingly.This allows us to offer bonus points for the"big ticket"activities while also emphasizing consistent daily behavior with the accumulation of smaller point values that add up over time, with the goal of helping employees achieve daily wins and develop long-term behavior change. Incentive management can be segmented,allowing unique populations to have access to unique incentive offers. In all cases,we personalize the platform experience for each individual member. Response to Questionnaire 20 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 teat Incentive redemption can be set up in a variety of ways, including supplying a file to clients for payout through paycheck contributions, health plan premium discounts, HSA contributions and more.Virgin Pulse also provides on-platform redemption options that allow members to select from merchandise,gift cards and charitable contributions.A merchandise store is optionally available to clients and their members. Ability to Customize and Configure Incentives We have long collaborated with clients to develop incentive designs that support their specific engagement and health goals. During implementation,we develop an incentive plan that considers your populations,organizational culture,and the goals you want employees to achieve,while remaining sensitive to your incentive budget.We also share information about plans that have worked for other clients with similar demographics. Configuration of your rewards design includes the following: • Segmentation:Clients can target specific populations and segment incentives based on member attributes such as specific health conditions; members are offered additional ways to earn rewards for actions targeted to them. • Points: Incentives may be triggered by accruing points.The number of points required to trigger an incentive is within your control. • Reward campaigns enhancements:Clients can promote specific actions with "double points"and/or "mystery days," running a campaign that offers double points for completing a task during a time period;this can be set to"mystery"so members don't know which days double points will be awarded during the promotion period. • Currency:You can choose the incentive currency offered,for example cash, premium discount, HSA contribution,sweepstakes entries,and more. • Value:The value of the incentive is configurable.We will provide our best practices to help you get the most out of your incentive design. • Grouping:Group specific activities together and reward for completing any,some or all. • Gating:Creates logic to allowing certain actions to be completed before earning additional rewards. • Capping:Set maximum achievable rewards outside of a standard levels game. • Biometrics: Reward meeting a target metric or achieving a percentage of improvement. • Custom completion periods:Allows for participants to get credit for an activity prior to a game start date. • Reasonable alternatives:A requirement for outcomes-based criteria, it allows members equal opportunity to attain a reward regardless of health status. • Built-in rewardable interactions:When it comes to earning points for daily, platform-specific interactions,you can weigh the relative value of points to drive behaviors in ways that align with your wellbeing strategy. • Client-specific custom rewardable interactions:You can layer opportunities to earn points for activities that exist already within your internal wellbeing suite of tools. Response to Questionnaire 21 DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 tir/IZT • Vouchers:We can supply vouchers to wellbeing staff or champions in order to recognize members' healthy workplace behaviors, habits, or other off-platform activities. • Universal vouchers: Rewarding for off-platform activities to a defined group with a single voucher code. • Third-party rewards:We can receive reward files from benefit partners and thereby manage the member incentive for third parties;for example,offering an incentive based on validated preventive exams using file feeds from a medical carrier. • Reward reporting:We can supply third-party vendors with incentives earned and compliance reports. Incentive Redemption Incentive redemption can be set up in a variety of ways,including supplying a file to clients for payout through paycheck contributions, health plan premium discounts, HSAs contributions and more.Virgin Pulse also provides on-platform redemption options that allow members to select from merchandise,gift cards and charitable contributions.A merchandise store is optionally available to clients and their members. Incentive Reporting and Feedback Clients have access to our on-demand reporting dashboard to review and measure incentives earned and redeemed,as well as milestones completed by employees. Outside of the reporting dashboard,your client success manager will provide a quarterly standard levels report that lists how many members earned each points level,as well as the corresponding reward, be it premium offset or something else.As needed, reports will be designed and delivered that support reward fulfillment on third-party platforms,or through other partners. INCENTIVES DASHBOARD 82%HAVEEARNEDANINCENTIVE $2,1M GYAEARNED LEVEE ACHIEVEMENTBYOUARTER 24% 21% 21% 18% m Swat AVERAGE EARNED PER IN 21% 73`E 24% az sssa 0MEMBER 1 23% 25% 2 12% to i25% 21% 1', 17% Qom S1.BM GA/REDEEMED •Yo En8s8eiTMM <Level l •Lmll •LNel2 •IiN3 •Level •4lll'11*19]LH9 a1.1 kvt,L!AL1.11 Ihllvvora1U19.w'.� +41. - ,1 1.0_ Program administrators can quickly view statistics relating to incentives earned and members that have reached program levels. Response to Questionnaire 22 DocuSign Envelope ID:75F39255-CE0B-4467-85B13-505CD5563023 Maximizing the Effectiveness and Value of the Agreed to Wellness Program Strategy Development Process with Client Before your program goes live,we work together to identify your objectives,establish KPls,design a program and incentive structure,and build a communications and engagement strategy.Your implementation project manager and client success manager,along with the sales director and a member of our professional services team, will share best practices when developing these items. Throughout the life of your program,we meet regularly to evaluate the effectiveness of your solution, reviewing trends in engagement and changes in health risks such as activity levels, BMI or blood pressure,for example. Based on these results we may update your value map and offer recommendations to improve overall program performance or better meet the goals we've identified. One of the reasons our clients have seen sustained success with the Virgin Pulse program is our commitment to continually evolve our program to support the changing needs of our clients and members. Evidence of this can be found in our 95%client retention rate,year-over-year growth of our member base,and track record of delivering significant program enhancements on a regular basis. Client Awareness&Guidance Examples to Drive Engagement Through our robust,self-serve Analytics Dashboard and client success team,we also provide valuable data to help you understand your workforce better,strategize independently,and capitalize on our engagement tools. Low participation can be identified using our reporting dashboard, and then used to deploy outreach campaigns to target groups and expand program reach. It's simple for your administrators or we can do the legwork on your behalf.We offer a variety of plug-and-play enrollment, re- enrollment and promotional campaigns specific to individuals yet to engage.Additionally,through your client success team,we will lean on the strategies we have deployed for other clients, like you,to suggest recommendations to boost enrollment ongoing. Examples include custom programming and campaigns: • Caring for your Care Team • Laugh it Off Friday Zoom meetings • Tranquility Tents for healthcare workers after shifts • Custom 4 week, 5-stage challenge using custom healthy habit trackers to help employees organize their life at home,work and how to prioritize • Surveys to collect stories of how members are coping and adapting • Incentives for members who donate blood • Promoting EAP webinars with the calendar function • Custom videos and testimonials to honor those achieving health milestones and successes Standard Communications to Promote the Wellness Program Virgin Pulse empowers clients with a suite of mobile,digital and offline communications that help create a high-touch employee experience.Automated platform communications,on-demand member marketing Response to Questionnaire 23 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 assets,and self-serve communications tools make it easy to connect with your employees throughout the year. The Virgin Pulse client success team is in place to support your organizational goals.Your client success manager,supported by a broad team of communication experts,will develop an annual communications strategy that layers your unique messaging and key announcements on top of our comprehensive, automated platform communications. • Member-driven messages:Virgin Pulse platform communications are designed to spark interest and inspire action with a friendly and supportive voice.Throughout the year, members receive timely messages and proactive reminders based on their interests, platform activity and program milestones.These system-generated emails, push notifications and site pop-ups create a personalized, meaningful experience. • On-demand engagement Program administrators have access to the Client Resource Center,a digital library where they can download ready-to-use member marketing assets like posters and user guides. Administrators can also manage the events calendar and connect with your entire population,or specific population segments,with self-serve tools from the client admin portal. • Custom communications:Your annual communications strategy is designed to amplify engagement and support your unique program design. Each client receives a flexible annual communications credit that can be applied toward the design and delivery of custom communication assets and unique campaigns.Your client success manager will be there with support and guidance to make sure your communications are effective and to provide insights for future planning. z '- - .r Set Your Interests ': ? ti c devices&apps ' NEAP w GROW ' HEALTHY. """ • 1a Sr.. EASY RECIPES -- N f.url'M - -. r Site Pop*-Desktop color'MU R 110101 -. D'® YOUR LOGO Ri ® - _ - VERSIOHOF y h In-appae,a�-Mobile one Asset-Feature Guide Mi,cAsset-Poster C2=1/ CID Define Asset-Postcard 16 . V Idle LOGO: _--• 8.21 ..ovro rdsy.k...ly't e _ ... "' •ate, f BE I l l- i --i11 BEST YOU =-- «-< I. .•- Oegre Asset-Digital Display Emt4 Path Notification-Android Push Notification-iPhone Response to Questionnaire 24 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Targeted Outreach A key communications differentiator is our ability to engage members with the right information,at the right time,on the go,via our targeted mobile-based communications. Members can receive timely and actionable push notifications reminding them to sync a device,sign up for a challenge,take the health assessment,and more.With over 80%of all program interactions now occurring through our mobile app, this push notification capability is a key trigger in habit development and greatly enhances engagement. ANY I�YBftSTS r r a. ?Li MOW WEIGriT LGSS PRUGP.AAJ .. arr..pra.wr..w.rvawr Irr� r WWI.+ngwy.wM+w,r.w�w. 1111101111111 1041111. QRiTROiIT. aarrr�anear rwaarraan raw wr_Mwwrr two ► 11NHIMEN7Fl1191112 Amp Illllll�iiai J I 1 � A cs. r _ - A variety of data sources drive programming and guide the user experience for your population, including health assessment responses, biometrics data,demographic profiles,self-reported interests and claims data, when available. Based on this information,we provide daily content and programming that reflects the member's needs. Artificial intelligence,driven by billions of member data points gathered every month,allows us to proactively recommend next-best actions to help members develop successful routines that deliver positive outcomes.We address ebbs and flows in motivation through on-platform intelligent conversations that nudge members when the fall behind in their stated goals and celebrate their successes with personalized reflections. Client Success Manager:Your Starting Point for Communications Your client success manager is your initial point of contact for communication requests and will guide you through the extensive resources available to motivate members and sustain engagement year-round. Your client success manager can also guide you to our easy-to-use administrative tools that provide on- demand access to resources needed to deliver on your communications strategy. Your client success manager has access to our internal creative services team,as needed.The expertise of this team,combined with our deep understanding of what compels and engages members, is unparalleled in our industry, providing access to materials proven to drive enrollment and ongoing engagement. Response to Questionnaire 25 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 rL teat/ Virgin Pulse offers high-impact communications through a range of channels to achieve maximum effectiveness and reach.We incorporate communications best practices to cut through the clutter of messages your members receive each day: • Reach members where they are:Each client faces unique challenges in connecting with their population.A suite of mobile,digital and offline communications ensures that we can reach members whether they're in the field,the office,working remotely or somewhere in between. • Inspire action:We've created a member experience that keeps them coming back for more. Best-in- class wellbeing information and tools educate and motivate members in a friendly,accessible and supportive voice that sparks interest, inspires action and drives daily success. • Design to engage:Delivering the right message to the right people ensures the experience is relevant and personalized.Throughout the year,your team can easily connect with specific member segments, or reach your entire organization,via flexible communications tools. • Bring your brand to life:Creating a seamless extension of your culture and values is critical to building a holistic member experience.Online and offline communications are branded to make them recognizable, boost participation and foster member trust. • Partner for success:After launch,your client success manager will guide you through the extensive resources available to motivate members and sustain engagement year round. We use a series of automated emails and triggers to enroll members in the program and keep them actively engaged in activities. Periodic automated communications can include: • Enrollment email to eligible members • Enrollment reminder emails • Onboarding email • Device connection email • Re-engagement reminders to those who have not participated during the previous quarter • Quarterly reminder to sync steps • Friends and family invitations • Push notifications • In-app messages and site pop-ups • Announcement cards and calendar events • Quarterly NPS survey • Yearly member satisfaction survey As discussed in this response,the most important element of our success in driving and sustaining engagement is through the deeply personalized experience created for each individual participant. Interesting and informative content,delivered daily to each participant,combined with behavior change science, is what creates our industry-leading sustained engagement rates and proven outcomes. Custom Communications Creating a seamless extension of your organization's culture and values is critical to building a holistic employee experience.We can brand your program, including online and offline communications,to make it recognizable, boost participation,and foster employee trust.Our standard communications are included with the platform and incorporate your organization or wellbeing logo. Response to Questionnaire 26 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ,il'� (the Our flexible approach to member communications includes an annual communications credit that you can use to augment the built-in, platform-generated communications that are designed to drive engagement.With your communications credit,you can develop the tactics that make sense for your population, including a variety of online and print assets. We provide a variety of configurable and customizable communications,such as email campaigns,site pop-ups, push notifications,daily card campaigns, posters, and digital displays,all of which can be translated into our platform's 22 languages.We can also create original communication campaigns for you.Your client success manager will collaborate with you to explore your options and refine tactics appropriate to your people: 111.411- •,rack calories• ' ice! t `I Low customization = HEALTHY, 1 • Standard layout, images,fonts and 'i '"�..„„ _-- 1 EASY RECIPES header from communications catalog W`\ ,t.� K-'' * (tP t the whde tamely w H love) • Configurable URL,client logo, and • ? bullet points .' _. �,,.„,.., ,...,.p,.�.......W.... i `J a . , _ riedel. Medium customization • Standard layout from communications ,., rat:lv.. •_tracIC ;' catalog DELICIOUS, • Configurable URL and client logo t`. ,, - EASY RECIPES Af:• Configurable image sourced from .,- +r ;, . p,.,eveyo w,,,e�oy Virgin Pulse image library • Configurable content changes , • Font type and color changes - , �"� Response to Questionnaire 27 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 tthe � High customization GO FURTHER WITH FOOD inn " 4 � -_ " rrn as sa nxza HEALTHY • • Custom photography and graphic nci.,rorrn GUM IOwr MEALS -s �`- j� design „4Ja .v141„1.1.11.11 .� • Custom layout, image size and additional copy +irk CHECK OUT ` j ,7 TASTE THE • Custom colors and fonts ZIPONGO. ,l DIFFEREf10E. Additional customization beyond the value of the annual communications credit will require a separate statement of work. For more information, please see Attachment 3,Communications Overview. Tracking Compliance Results of the Selected Screening Activities: Reporting Virgin Pulse provides clients with significant reporting capabilities,from our self-serve analytics dashboards,which can be configured and reviewed by your administrators;downloadable data extracts; client team-led,strategic program reviews; ROI/VOI reporting from our data team;and predictive analytics.The City can track results of the selected screening activities by using our analytics dashboards and by participating in client-led reporting reviews.As noted previously,the City has access to on-demand aggregate HRA reporting that shows breakdown of members by response,start and completion rates,and self-reported risk factors.Year-over-year Health Check reporting focuses on risk comparisons and risk- level migration. We can also report and analyze compliance to mandated timeframes of HRA outreach and completion,as explained on page 42. In addition to demonstrating the availability of compliance results for health and biometric screenings, we are providing an overview of Virgin Pulse reporting capabilities. Reporting Overview With Virgin Pulse,client reporting is more than a set of standard reports.We empower clients with data, tools and support to accurately assess and optimize program performance. Our reporting suite includes: • Self-serve program analytics dashboards where administrators configure and review key metrics • Downloadable data extracts supporting universal business functions and additional reporting needs • Enhanced analytics dashboards offering comprehensive insights into the impact of Virgin Pulse • Client team-led strategic reviews of program performance,claims analysis and gaps in care • Data team-led ROI/VOI assessments, predictive analytics,and custom or ad-hoc reporting Response to Questionnaire 28 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 '114. d e Self-serve program analytics dashboards: Reports you can configure and run at any time Virgin Pulse analytics dashboards include a range of metrics that can be filtered weekly, monthly, quarterly,and annually,allowing non-technical users to view aggregate reports quickly and easily. Available 24/7/365 through the website and mobile app,the dashboard displays all data for HRA, biometric screenings,and activity tracking,and it is updated daily and aggregated for insight into member engagement and outcomes. Designated reporting admins can configure and visualize data addressing enrollment,engagement, outcomes and risk. Metrics are updated daily and may be filtered by organizational hierarchy, rewards segmentation and many other attributes, providing information necessary to manage unique populations. Reports can be exported as Excel,CSV or PowerPoint files for easy viewing,analysis,and presentation. Of particular interest to the City are metrics related to our Health Check HRA and biometric screenings: • HRA:Vendor-agnostic aggregated HRA and biometric data that highlight program impact on high-risk participants as well as preventive maintenance of lower risk/high active participants.Also includes First/last HRA received; number of members who complete an HRA each day; rate of HRA completion; risk profile including participant age, gender,and distributions; readiness to change • Biometrics: Daily measurements; biometric risks; engagement by risk. Data across several biometric categories(BMI, blood pressure,cholesterol,glucose,A1C,and waist circumference)allows filtering so that you can see biometrics from all data sources(medical professional,self-entry, HRA,and Health Station) in one place Dashboards are organized in the following manner: • Participation: Metrics to keep a finger on the pulse of your program, including: — At-a-glance view — Enrollment(broken down by age,gender, business unit and more) — Engagement(by program type,devices synced, metrics on levels of achievement) • Risk:Comprehensive population risk profiles built off all available data source organized by: — Health risk assessment data — Biometric screening data • Utilization:Valuable insight into members'activities and interests, including: — Incentive earnings(levels achieved, rewards earned and redeemed) — Weekly step and healthy habit challenges(participation rates,activity levels, retention rates) — Topics of interest(most popular,topics selected, rewards earned) — External programs(programs accessed, rewards earned) Response to Questionnaire 29 DocuSign Envelope 1O:75F39255-CEOS.4467-$51111405CD5563023 At a Glance • • Nff Iff "MOM 1111/1141" UWE 0 torkdItomie .r_ •--�— ;tiro/u/»fnrf/rii�/ •— - o. • • _.III _ill =u1r�1 Downloadable data extracts:Uploaded and available when you need them We provide convenient access to data extracts and reports uploaded by your client success team that support business functions such as billing and include custom report requests agreed upon during implementation. Examples of standard extracts and reports include: • Detailed summaries covering all elements of participation, risk and utilization detailed above • Eligibility and member activation counts • Billing and incentives earned statements • Coaching participation (when applicable) • Device subsidy orders(when applicable) Enhanced analytics dashboards:Understanding overall program impact Population analytics Our enhanced program performance dashboards support optimized program assist clients in design by identifying areas for more effective allocation of program dollars. evaluating and making The dashboards incorporate claims data to quantify costs and outcomes,tell data-driven decisions the end-to-end story of the impact of Virgin Pulse,and make program about program design. adjustments. Dashboards include: • Overview(population level snapshots) • Engagement(month-over-month trends) • Physical activity(year-over-year trends in activity) • Health risk(year-over-year changes in population risk profile) • Incentives(weekly rewards achievements) • Cost(monthly cost trends of engaged versus unengaged) Strategic reviews:Program performance and evolution Your client success manager will provide strategic business review that include trends over time in enrollment,engagement,activity and device usage broken down by several demographic and business Response to Questionnaire 30 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 eltiVat unit attributes. Reviews have specific strategic intent,with results proactively analyzed to support long- term program design decisions.We use advanced predictive analytics tools that allow for the estimation and budgeting of rewards and demonstrate how to optimize the program to achieve maximum enrollment and engagement. RHOMMATIONS SOLUTION:BOOST ENROLLMENT Evaluate effectiveness of PROBLEM: Champions program- 5% %Elv I • Meeting frequency/attendance ENROLLMENT • Number of champions ricr location • Potential relaunch CONTRIBUTING FACTORS: Define/re-define the role of the • Minimal uptake in newly eligible I Champion and build out recruitment populations plan using the champions charter - Visibility to new hires • Disparate locations • Champions network'fatigue' Discuss potential reward or incentive MONTH for Champions and/or incentive for achieving an enrollment goal IIM69®EM®L ume.rd.usmmmion.u.�rrrmr Strategic reviews:Claims analysis and gaps in care Additional client team curated reporting includes insights into claims and member gaps in care.We help you visualize gaps and conditions within your population to make data-driven program and benefit decisions.Our reporting suite surfaces trending conditions in populations across gender,age and location. Our dashboards related to gaps in care include: • Total population demographics • Detailed analysis of condition prevalence • Summary of identified gaps and gaps closed • Detailed preventive care and condition-specific compliance Our claims reporting dashboards include: • Population-level attributes • Claims costs and cost savings, including comparison of projected costs against actual • Cost of conditions comparing engage and non-engaged populations • Overall utilization across preventive care, inpatient services,office visits and emergency room Data team support:ROI/VOI assessments, predictive analysis and custom or ad-hoc reporting A differentiating quality of the reporting provided by Virgin Pulse is the degree to which the tools and dashboards we provide can satisfy clients'custom reporting needs.With additional support from their client success manager,clients can create reports using many combinations of criteria. Response to Questionnaire 31 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 tr/e When additional research or customization is desired,we leverage the strength of our insights and data science teams.Our world-class internal analytics teams can perform any analysis from basic reporting of descriptive statistics to advanced statistical,social networking and machine-learning based predictive analytics.Additional data and metrics of interest,sourced from clients or their third-party data partners, can be included in this analysis.When combined with the extensive data collected from members' experience with Virgin Pulse,we can determine the effects of the program on numerous health and productivity metrics. Examples of the advanced support provided by our data teams include: • ROI/VOI a-SAPSments: For organizations investing in wellbeing culture the expectation is to see reductions in medical costs for engaged participants.Clients have engaged our insights team to better understand program ROI and VOl.And we can integrate other data, including workers comp and turnover data.Offered as an optional service,these reports provide evidence of the value of the program along with actionable insights for program enhancement. • Predictive analytics:We provide health analytics and predictive modeling to help organization make informed population health management decisions.Our ability to use claims-powered analytics to inform the health and wellbeing services we provide ensures we: — Understand members who aren't actively engaging — Identify at-risk members who wouldn't have been on our radar before — Guide individuals to a coach or other supporting service for review and engagement In doing so, we add data-driven analysis and strategy to our leading engagement and behavior change solutions in ways no other vendor can match. • Custom and ad-hoc reporting:Additional custom reporting requests, managed through your client success manager and included in a statement of work, identify deliverables and assess needed resources. Member Level Reporting Member-level reporting spans health and wellbeing as well as program participation and performance: • Health assessment: Provide a snapshot of overall health and risks across a variety of metrics. • Stats:Track progress across the following categories:Steps,workouts,activity minutes,calories consumed, calories burned, body temperature,sleep,weight, blood pressure,cholesterol,glucose, A1C,and waist circumference. • Challenge leaderboards:Showcase individual and team performance within activity-based and Healthy Habit Challenges. • Habit tracker dashboard: Highlight progress for member-selected areas of interest. • My Care Checklist:Track member preventive care and management of health situations. • In-progress activity bar:Showcase scheduled coaching calls and digital coaching progress. • Coaching goals page:Track progress made within the coaching experience. • Trophy case:View running account of intrinsically motivating trophies earned over time. Response to Questionnaire 32 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 • Rewards statement: Detailed account of reward activities and amounts earned by date. • Points and levels progress meter:View current state and progress toward goal. ,�,,.j:7,se, Health Check X [ARMED TROPHIES '«`0 , Qe4 *» MACE tf COCLEC1.Oh OF TcOf7IIE5 YCNIVE.EAA\ED'WAY TO. `..„F,ay,'., sw.a...s+,.e.t X=•... ::..aG.,r. .,»m..p;..=ax,:a w+r*ks.:nw=n=...: ., ,a 111111, Results a , old MeaKtl Start New Health Score 4 Ilf, < a,r 4 AN en Fa ZOV OOaSE HOME IMTN u Cel1ONNIY YOVet IM 100 AM 0 1OiI'a te ,if R I cuts :1111111 11, r.u..wsana. ROI Reporting The Virgin Pulse Institute evaluated the impact of our wellbeing program by examining our available book of business and industry data on engagement in the Virgin Pulse platform.The analysis is built on the VOI model developed from the HERO framework and leverages our book-of-business results,case studies and assumptions,where needed.The overall ROI for the Virgin Pulse wellbeing program is>3:1, based on clients utilizing our best practices and $350 annual incentives. Through our analytics services,you can receive statistics on health and wellbeing costs, claims cost trends, member health outcomes and annual wellbeing investment value.To complete the analysis,we perform a matching pairs cohort analysis comparing members to non-members, both before and during the program,to determine post-program impact on healthcare utilization and costs. Results include detailed cohort trends and population health opportunities for intervention and further impact.The service also provides a deeper perspective of impact based on claims and talent data from your population. For example,a question we would look to answer for you is, "Where have we reduced costs due to risk conditions and where are opportunities to save more?" We recommend allowing two to three years before conducting the analysis,as it typically takes a minimum of two years to see the downstream impact of the program on claims. Additional fees apply for this ROI analytics service. Response to Questionnaire 33 DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 ROI/VOI Methodology Virgin Pulse conducts claims-based ROI analysis comparing members vs. non-members, using widely accepted statistical methods and controls.We develop propensity score matched cohorts using a pre- launch control year and compare against each other over three years.A difference in differences method calculates cost savings,which are then measured against total program costs,including incentives,to produce an ROI. Our VOI methodology incorporates economic value of additional observed effects in both directly expected areas of benefit,such as sick time and safety/workers' compensation,and indirect areas like employee retention. Outcomes and Results Our clients have many ways to measure success, based on their unique workforce needs,composition, and environment. Displayed below;are some of the outcomes highlighting the impact of our program among our Engage book of business: • 73%have developed positive daily habits • 76%of members satisfied or very satisfied with Virgin Pulse • 68%of members have decreased or maintained healthy blood pressure • 54%of members have increased or maintained healthy steps average • 60%of members decreased or maintained healthy BMI • 76%of members have improved or maintained healthy cholesterol • 60%have maintained healthy weight or lost weight • 41%of eligible members have enrolled • 41%average monthly engagement • 39%are more energetic at work • 38%are more productive • 24%have taken fewer sick days • 48%lower staff turnover for Virgin Pulse members overall Importantly,with the"Great Resignation" currently happening in the U.S.workplace,wellbeing programs are in higher demand than ever. Many Fortune 500 companies are saying this is their top priority right now,to attract and retain top talent.Our results show that 54%of members think that Virgin Pulse makes their organization a better place to work,and we believe this to be one of the most important outcomes for clients to consider. Specific client examples include the following: • OhioHealth,a not-for-profit healthcare organization and a Virgin Pulse client since March 2009,had a 70%participation rate.After making the program available to its spouse population,they achieved a 38%spouse enrollment rate and an increase in employee enrollment to 80%. • Los.Alamos National Laboratories(LANL) uses our platform as a communication, learning,and training tool.With employees engaged in building healthier habits,LANL has seen a 70%reduction in repetitive trauma. It has reduced slips,trips,and falls by 68%,and has decreased push, pull,and lift injuries by 47%. Strategic Client Review Reporting Your Virgin Pulse client success team follows a consultative and collaborative support methodology.The client review is a critical part of the process,and a key time for in-depth analysis of your data and KPls, Response to Questionnaire 34 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 bthe including the results of biometric screenings and the HRA.Your client success manager will conduct detailed analysis across all your program data and deliver findings to key stakeholders.They'll evaluate trends and outcomes and uncover opportunities for improvement based on your unique program goals. Your client success manager will draw on historical trend data,industry standards,and detailed member- level data to reveal the health of your program and the impact it's having on your organization. Your priorities and program data,along with their knowledge and experience,will inform future adjustments or enhancements to your program. During this client review,your client success manager will provide strategic recommendations that align to your long-term goals.They'll share data-backed solutions with a specific action plan and detailed timeline.You'll collaborate to implement any changes or adjustments,and map out future reporting and analysis. We develop our recurring reports and dashboards from an in-depth analysis of our book-of-business results,aligning metrics to the strategies of our most successful programs.They highlight for clients the immediate intervention opportunities that will increase impact on program activity,engagement,and member wellbeing outcomes and personal goal achievements.We review these reports and dashboards monthly to include findings and potential actions that will maximize clients' broader investments in benefits and talent management,ultimately with the goal of increasing employee engagement and productivity. Client review reports have specific strategic intent wherein results are proactively analyzed by our client success and analytics teams,and recommendations are made to support long-term program design decisions and greater VOl.These reports help clients move along the workplace wellbeing maturity curve toward strategic wellbeing,a state in which wellbeing actions and investments drive healthier outcomes, save money, improve productivity,and more holistically integrate wellbeing with individual and organization measures of success. We monitor compliance for HRA outreach and completion through configured platform communications and standard reporting. The platform promotes the HRA via content cards, banners and push notifications. Reminder notifications are used for members who: • Have not started the survey, including reminders 10 or 3 days before the required due date • Have started but not completed the survey,including reminders 10 or 3 days before required due date Client admins can review HRA reporting,which includes: • Number of members that survey was sent to • Number and percent of viewed surveys • Number and percent of completed surveys • Number and percent of unseen surveys Additionally,admins can see the number of respondents by specific question. For more information about reporting, please see Attachment 4 Analytics and Reporting Overview. Viability of a Clinic or Clinics Operated Exclusively by the City for Employees Virgin Pulse can integrate its services with those of the City at any clinics that the City might run, receiving your data, including incentive files,and rewarding your employees for their participation in any events or services provided by the City at its clinics.We can assist you with your reporting as well.We can also provide our VP Live Pro Tools.We realize that with Addendum 3,the City has removed its request for Response to Questionnaire 35 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 VP& clinics;however,we thought it might be helpful to highlight our capabilities in this area. VP Live Pro Tools enhance access to member information in the Virgin Pulse platform for clients'own coaches or third-party coaches.VP Live Pro Tools make caseload management easier and centralized, enabling your coaches to facilitate stronger,more lasting engagements as members track progress toward their goals while ensuring that all member information, program notes and progress tracking is centered on,and facilitated by,the Virgin Pulse platform. Capabilities empower your coaches to do the following: • Look up and find the user account and member profile of each of their coaching members. • Track member self-reported information such as conditions, medications and biometrics,all in one coaching admin tool • Track notes taken with coaching members; manage caseload more efficiently by directly accessing progressive case information • Document,update and track member health and wellbeing goals • Edit and update member Small Steps • Reward members for taking validated measurements • Reward members for completing coaching sessions Using VP Live Pro Tools,we collect member data and information and use it to guide resource selection. VP Live Pro Tools also facilitates valuable insights through reporting on the following: • Case Load Coaching Engagement: Identify the number of unique members currently scheduled for future coaching appointments(engaged)and the number of members currently in an"unable to reach"status(full population and by individual coach) • Goal Completion: Determine how often members are making progress on broader goals and changing behavior by program area (full population, by coach and by program area) • Small Steps Completion and Progression: Determine how many members are making progress on their small step goals and changing behavior(full population, by coach and by program area) Data Feed We can also work with you to establish file transfers to receive historical and current data,e.g., biometrics measurements.Once a secure connection is established,we follow established quality processes to. ensure proper loading of data.Once testing is successful,we initiate the connection and determine frequency of file transmission to ensure appropriate expectations are met. Because of the variety in systems and data formats among clients,we work with clients to accept data in most available formats and transform it as appropriate for reporting and analytic needs.Our standard file formats we provide are comma-delimited,pipe-delimited,tab-delimited,XML(Required:XML Node Name),and Excel (Optional: Excel Sheet Name/Index).Detailed data standards for core required files can be supplied upon request. Response to Questionnaire 36 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 bjke Virgin Pulse Can Provide Onsite Staff Virgin Pulse has established itself as a leader in providing client support through its robust onsite services team.We currently support over 25 clients with 70+onsite staff members.Our goal of this optional service is to support localized health and wellbeing initiatives that drive engagement and ultimately help individuals be their best selves.Our success is supported by the individualized and localized platform experience, harnessing the efforts of a champion network,and creating engaging programming that meets members where they are on their wellbeing journeys.The onsite team and account manager are fully aligned to ensure that digital and onsite programming are aligned.This includes creation of an annual programming calendar reflective of total population and location-specific communications and event planning. On-site sessions and workshops are created and delivered to meet individual site needs.Sessions are limited in duration,and are designed to be easily absorbed,with information presented using a three- part format; part one explains what we want an employee to know; part two explains why it's important to know the information,and part three explains an action members can take.Topics may include Back Pain,Joint Stiffness, Blood Sugar,Sleep,and Better Nutrition. Our onsite coaches/coordinators have access to our onsite platform and can work directly with members to enroll them in programs, review and update progress and discuss next steps.The platform also allows a local onsite coach/coordinator to establish a challenge, post a calendar item,email a local subpopulation,issue an online questionnaire and more. You can use our platform to promote the clinic to the City's employees,making them aware of this resource using custom daily cards, banners,email communications, push messaging, and the Benefits page.Other communications methods for publicizing the clinic are also available. Onsite Coaches Coaches support total population health and improved workplace culture.They act as confidants and accountability partners, building trust and rapport that starts with a focus on whatever is most important to that individual at that time.Once paired, members work collaboratively with their dedicated coach to co-create goals, uncover intrinsic motivators,and progress toward their unique vision of a thriving life through incremental changes that enable sustained healthy behaviors and improved outcomes. Members can conveniently access coaching directly through the platform where they also have access to additional digital tools to reinforce and support live interactions,further empowering long-term change and results. The benefits of onsite coaching include: • Integrates into the workplace:A focused resource for coordination, implementation,and promotion of organization-wide wellness campaigns • Provides multiple options to encourage individual and group engagement and accountability • Drives engagement at a grassroots level • Multimodal approach: Drives engagement across all Virgin Pulse and client-sponsored programs, both live and technology-based • Philosophically aligned: Incorporates whole-person,small-steps approach to behavior change to transform unhealthy daily routines into healthy daily habits Response to Questionnaire 37 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 g se • Supports overarching strategy: Natural extension of client success team Clients desiring an onsite health coach or wellness coordinator are encouraged to participate in the selection and interview process to help determine the number of locations as well as the skill sets that will achieve their specific needs. Onsite Wellness Coordinators. The onsite coordinator will partner with you and our internal teams to promote a culture of health and address the needs of your members.Additionally,our coordinator will work closely with wellness committees and departments to create integrated programming designed to improve awareness of health issues as well as create opportunities for members to engage in healthy activities.This individual will have the resources to answer all the questions about Virgin Pulse and our products as well as questions or concerns regarding your wellness programs, benefits and resources. Other key responsibilities of an onsite coordinator include: • Identify opportunities to integrate wellness into your culture • Monitor,evaluate and respond to program measurements, including operations and quality,to drive continuous quality improvement initiatives and goals • Engage and partner with your leadership to support a culture of wellness • Collaborate to drive engagement in healthy activities • Develop and leverage partnerships with other onsite health programs—fitness centers,clinics and other internal or external committees • Provide data and analytics support to define,track and report on program activities,participation and results • Evaluate and coordinate health and wellness awards/certifications • Manage trending feedback • Facilitate ongoing committee/group/network meetings • Ensure strategies are translated to implementation plans and that such plans are communicated and implemented effectively • Collaborate with Virgin Pulse and internal partners and stakeholders including, but not limited to, marketing, product, business operations and customer service to support key implementation update activities • Support liaison with other organization programs, projects and initiatives related to our scope of services • Coordinate client requests and internal delegation for appropriate processing • Participate in ongoing client and Virgin Pulse discussions and meetings • Develop and support a wellness champion network and provide leadership,support and resources to champions at multiple locations Response to Questionnaire 38 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 WilFthe • Successfully escalate concerns within the applicable organization and help drive issue resolution in a timely manner • Create and facilitate onsite health education programs and events,such as lunch and learns, workshops and other programs. • Support implementation of onsite health promotion programs including health screenings,flu shots, and others An onsite wellness coordinator or health coach is paid for by our client but will be a Virgin Pulse employee. We can provide a formal cost estimate for this position after additional discussion and scoping. Protection of All Confidential and Health Information We are committed to protecting our members rights and privacy to the best of our abilities and according to the highest standards possible.We have appointed a Privacy Officer and a Security Officer to oversee the components of our data protection program.These individuals are certified professionals in their fields.They have designed and implemented privacy and security programs that use a combination of technical, physical and administrative controls to protect the confidentiality, integrity and availability of our member data. Our privacy and security programs adhere to the eight privacy principles established by the Organisation for Economic Cooperation and Development(collection limitation,data quality, purpose specification, use limitation,security,openness, individual participation and accountability).We have also incorporated elements to comply with applicable data protection laws, including but not limited to HIPAA,GDPR, CANSPAM,CASL, PIPEDA,TCPA, PECR,CCPA,etc. Our privacy program provides opportunities for our members to exercise their privacy rights established under applicable laws.Whenever a data subject enrolls on our platform,we ask them to review and accept our Membership Agreement and our Privacy Notice, both of which define and support our privacy program. Furthermore,during the enrollment process we ask each data subject to provide us, electronically,express,written consent to process their data within the US. If they are not willing to accept the Membership Agreement and the Privacy Notice,or to provide the data processing consent,then we do not further collect or process their data. We review our privacy program annually with a third-party certification organization focused on privacy compliance and make updates to reflect regulatory and industry changes.We train all of our staff on privacy and security topics when we hire them,and at least annually thereafter. When necessary,we use appropriate controls to permit the lawful transfer of personal data from jurisdictions with data export limitations. For example,we use Standard Contractual Clauses to transfer personal data from the EU, UK and Switzerland to the US; under PIPEDA,we are transparent that we are processing personal data inside the US;and we partner with our clients to implement processes to meet the data localization and consent requirements in Russia. Virgin Pulse has been certified against multiple data protection standards, ISO 27001:2013 Information Security Standard for Information Security Management Systems(ISMS)and SOC 2 Type 2 certification for the Virgin Pulse platform.We consistently implement the necessary controls and practices to align with international security and privacy regulations such as the General Data Protection Regulation "GDPR"of the European Union,and other applicable jurisdictional laws and regulations;and we continually invest in strengthening our foundation of data privacy and information security. In addition to our ISO 27001:2013 certification,we work with third parties,such as TRUSTe,to assess our program against other international standards including the Asia-Pacific Economic Cooperation Cross Border Privacy Rules System(APEC CBPR)and the EU-US and Swiss-US Privacy Shield.We recognize that the Response to Questionnaire 39 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 triPia'e Privacy Shield program is no longer deemed adequate as a control to export data from the EEA into the US so we rely on the approved Standard Contractual Clauses which require elevated diligence on our part. We continue the Privacy Shield certification process because it is still a valuable standard to test and validate our data protection program.TRUSTe also monitors data protection developments around the world and provides us with feedback and guidance for continued implementation of necessary controls and practices under applicable data protection laws and regulations. Finally,we have processes in place to assess the privacy and security programs of our vendors.We pay particular attention to AWS,which provides our data center services.AWS has been validated by independent audits and compliance reviews,which include but are not limited to the following: • SOC 2 Type 2 • ISO 9001 • ISO 27001/27002 • HIPAA • FedRAMP For a complete listing, please visit the following: https://aws.amazon.com/compliance/programs/ Data Encrypted in Transit and at Rest All member areas of the Virgin Pulse platform are encrypted in transit leveraging TLS 1.2.Additionally,for Eligibility File transfers,clients can use SFTP or FTP with PGP encryption.Virgin Pulse encrypts databases containing PII at rest using AES-256. HIPAA Security Training Required of Employees Employees and contractors are required to complete corporate security and compliance awareness training provided by KnowBe4 within 30 days of commencing employment,and every year thereafter. Topics covered include phishing, password security, malware,social engineering, removable media, GDPR, ransomware, privacy,encryption,and data retention. Training also includes a HIPAA/HITECH module,which covers topics including PHI creation,use,and disclosure. We also distribute regular awareness reminders and run monthly awareness campaigns,the topics of which change month-to-month and are communicated through corporate chat tools,email,and posters throughout corporate offices. Health Risk Assessment: Health Check The City seeks a confidential health risk assessment as a key component in improving in improving the Health of the City's enrolled health plan population.Virgin Pulse can provide such an HRA; it is integrated with our platform and is available from our native mobile app as well as from our web portal. Our proprietary, NCQA-Certified health assessment, Health Check, intuitively guides members through 15 modifiable health domains to provide a clear understanding of overall wellbeing and identify areas for improvement.The HRA is also used to drive recommendations and guide users toward appropriate next steps. It uses interactive techniques,pictures,and graphics,as well as real-time feedback,to turn completing a health assessment from drudgery to fun,and can typically be completed in less than 15 minutes. Because health isn't static,we allow members to update responses—in whole or in part—any time during the year,as often as they wish,which updates recommendations and next steps in real time. Response to Questionnaire 40 DocuSign Envelope ID:75F39255-CEOB-4467-85B13-505CD5563023 rilFg5'e The assessment measures and reports on the following health domains: • Alcohol • Cardiovascular Risk • Life Outlook • Nutrition • Pain • Perceived Health Status • Physical Activity • Preventive Care • Safety • Sleep • Social Support • Stress • Tobacco • Weight • Work Productivity • Each of 15 health domains within our health assessment are stratified into low, medium or high-risk level using proprietary algorithms which are based on scientific research from: • • World Health Organization • National Health Service • Framingham Heart Study • American Journal of Clinical Nutrition • National Institutes of Health • American Journal of Physiology • Centers for Disease Control and Prevention Center • Journal of Occupational and Organizational Psychology Emerging research, regular content reviews,and pursuit of NCQA Certification expanded the list of sources and contributed to periodic updates to questions and the underlying algorithms. The algorithms generate a health score out of a potential achievable score of 100 points. Each of the 15 domains are weighted based on the impact of the specific domain (e.g.,tobacco use)and the combination of multiple risk factors,with risk levels defined as: • High risk:0-39 • Medium risk:40-74 • Low risk:75-100 Output to the member is presented as an easy-to-understand summary report illustrating their personal score along with at-a-glance risk domains segmented by risk. Each domain provides detail about the risk, opportunities for improvement and motivational support. Results drive recommended programs in real time,with priority given to highest risks and the member's expressed readiness to change. Member and Client Reports Immediately following completion of the assessment, members receive a health status summary report that illuminates their personalized health score along with at-a-glance risk domains segmented by high, medium,and low risk.Selecting the specific domain reveals additional detail,opportunities for improvement,and motivational support.The HRA report provides each member with positive Response to Questionnaire 41 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 �IC���Ic7pi reinforcement for the areas they are already doing well,along with helpful nudges in areas where they can focus their efforts for improvement. Clients have access to on-demand aggregate reporting that shows breakdown of members by response, start and completion rates,and self-reported risk factors.Year-over-year Health Check reporting focuses on risk comparisons'and risk-level migration. HRA Integration with Screening Results The HRA provides an immediate connection to each member's health screening results,whether they participate in an onsite health screening,obtain their screening results through a community access partner,complete a home test kit or have their primary care provider submit a health screening form. Regardless of screening method,the following participant results automatically pre-populate the HRA: • Total cholesterol, HDL, LDL,Triglycerides • Blood glucose(blood sugar) • Blood pressure • Height and weight(body,mass index) Any new data,such as self-reported or validated biometrics data,will influence the results and programs and content recommended to the member. • How We Integrate HRA and Screening Data - Participants are labeled high,moderate or low risk in 15 different domains on the results screen.Clients also see them labeled as high,moderate and low risk on several attributes in reporting.Clients can segment content and programming to individuals based on labeled risk level. Ability to Report and Analyze Compliance to Mandated Timeframes of HRA Outreach and Completion We monitor compliance for HRA outreach and completion through configured platform communications and standard reporting. The platform promotes the HRA via content cards,banners and push notifications. Reminder notifications are used for members who: • Have not started the survey, including reminders 10 or 3 days before the required due date • Have started but not completed the survey,including reminders 10 or 3 days before required due date Client admins can review HRA reporting,which includes: • Number of members that survey was sent to • Number and percent of viewed surveys - • Number and percent of completed surveys . • Number and percent of unseen surveys Additionally,admins can see the number of respondents by specific question. How the Health Assessment is Used to Personalize the Member Experience Program recommendations come from several data points including eligibility file data fields, health assessment results, biometrics,as well as employee self-reported interests across 42 health,wellbeing and lifestyle content channels.We can also import additional data fields from the eligibility file to further Response to Questionnaire 42 DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 segment the population(e.g.,medical plan). With this segmentation,we can target and recommend programs or events to specific segments of employees utilizing site cards, pop-ups within the mobile app,push notifications;and email.This segmentation also enables us to target individuals who opted into specific health benefits,and further personalize the experience for your members. For more information about Health Check,please see: • Attachment 5,Health Check-Assessment Questions(Confidential) • Attachment 6,Health Check-Member Report(Confidential) • Attachment 7,Health Check-Client Reporting(Confidential) Tobacco-Free Lifestyle Attestation You can enable a nicotine attestation.feature,which displays our Nicotine Free Agreement on the member's profile page. Members can view the agreement and declare themselves nicotine-free.This agreement can be incentivized and will be displayed on the member's profile page at all times. In addition to our Nicotine Free Agreement,our health assessment includes a question on nicotine use. Coaching: Digital, Telephonic and Onsite As the City has noted,a variety of health conditions contribute to lost productivity,including depression, anxiety,migraines, respiratory illness,arthritis,diabetes and back and neck pain;employees with multiple chronic health conditions are especially vulnerable to productivity loss.Our coaching programs can help the City's employees address these conditions and put them on the road to productivity. Virgin Pulse offers a range of coaching opportunities designed to meet members where they are both in terms of their preferred mode of interaction and the level of support most needed.Services include: • Journeys digital coaching • Integrated Sleep and Nutrition Guides • Live telephonic and onsite coaching • Digital therapeutics for diabetes,weight management and hypertension Journeys digital-coaching Our digital coaching solution consists of multi-week,guided courses that help employees form and adopt new healthy habits in just minutes a day. Based on extensive consumer research,Journeys create a highly personalized and persuasive learning experience through a combination of technology'and clinical insight. Response to Questionnaire 43 DocuSign Envelope ID:75F39255-CE0B-4467-856B-505CD5563023 g/e Each Journey breaks a key behavior or a larger goal into small achievable steps, helping people improve their health literacy and form new habits naturally.Journeys help people stress less, move more,eat better, manage finances,quit smoking,and manage health situations. Accessible via desktop,tablet and mobile phone,the Journeys experience includes: JOURNEYS Journeys Financial Fitness:Plan for Emergencies ' 1 Financial Fitness:Plan for Emergencies NAV 111 HEALTHY HABIT GOAL. Financial Emergency Plan ud you do one ttx100ay �lore. 'y -to save or pion Tor theS unexpected 14 T • pre areatap5 n practice for YxkIngneh,you • ' �• � t l '•tf% prepare and practice for Trxkngth6 � habit - TINE TO BUILD THE HABIT —" 10 Days ABOUT THIS JOURNEY HOW TO GET THERE: In life.surpnses happen.The best way to be prepared?Plan for the unexpected_ Thatmeans swing money.getting the right insurance coverage and setting up T Check m each day for you next legal protection for yourself and anyone who depends on you.You can't know the step.rt only Tates a minute. future.But you can make sure you'll be equpped to face It. 2 Men.your daily step w it ask you SO 00 sanething but 1 t - 931ERi4h3+ • Marketing through program recommendations, including daily cards and print communications • A brief introduction to the Journey,the associated healthy habit,and instructions • Educational content steps and calls to action,with option to select another step • Milestones prompting members to track the associated healthy habit • A visual progress meter and completed steps ledger • Rewards for completing individual Journeys steps and an entire Journey After completion,all steps remain accessible so participants can review all they have learned. Journeys cover a variety of topics, including, but not limited to: • Navigating Health Situations(advanced care directive,alcohol use,arthritis,asthma,COPD,coronary artery disease,COVID-19,depression symptoms,diabetes, heart failure,high blood pressure, high cholesterol, low back pain and pregnancy) • Being Tobacco Free Response to Questionnaire 44 DocuSign Envelope ID:75F39255-CE0B-4467-8513B-505CD5563023 • Eating Healthy • Getting Active • Managing My Finances • Reducing Stress • Sleeping Well • Embracing Diversity As a foundational element of the Virgin Pulse experience for all members,Journeys are available in all of the languages currently supported on our platform.They are both WCAG and GDPR compliant and are NCQA Certified. In-depth digital support for nutrition and sleep The integrated Virgin Pulse Nutrition and Sleep Guides provide a digital programming that takes the guesswork out of healthy eating and lifelong healthy sleep habits with personalized recommendations and daily tracking. The Nutrition Guide is promoted to members based on health factors and self-reported interest. Integrated rewards encourage members to complete a nutrition profile,which then customizes the experience to offer recommendations and display healthy recipes aligned to their eating styles and preferences.Starting with six scientifically based eating styles, members are guided down a path of improving daily habits.These habits build upon each other and become a part of the member's daily routine, helping them reach their goals and providing more energy,focus and drive in all aspects of life. The Sleep Guide is promoted to members based on identified risks and self-reported interests. Integrated rewards encourage members to complete a sleep profile,which personalizes the experience to the member, including promotion of the integrated sleep tracker. Members learn more about their specific sleep style and receive targeted tips to build better sleep habits. Both the Nutrition and Sleep Guide provide a single,consolidated view of activity and metrics,and ability to track and spot trends.The solutions also allow members to set goals and access tools to plan and achieve success. Uve telephonic and onsite coaching NCQA-Certified health coaching through Virgin Pulse provides holistic,whole-person support for members across the spectrum of health risks—from common lifestyle risks to those managing multiple chronic conditions. By integrating lifestyle and condition management and using a primary coach model,we focus on the relationship of the member and coach over the coaching topic. Even if the topic changes,the coach remains the same. Response to Questionnaire 45 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 pr y teat Coaches partner with members to provide the support and accountability needed to succeed in mitigating health risks and better managing conditions.Virgin Pulse coaching emphasizes total wellbeing and considers the impact of all aspects of an individual's life, including social support,environmental factors, economic influences,and aptitude for self-management.We recognize human beings are complicated and all facets of life are integrated—meaning,a change in one area may well produce change in another area. Through this partnership, members are encouraged to explore what is most meaningful to them and empowered to be i "Bey' effective stewards of their health. Regardless of the particular ; - coaching topic,we help members: • • Develop a coaching plan 1 mum uwexiun•e • Identify strategies to attain goals Ready for your March mto appointment? • Address challenges,fears,and barriers to change 9 w j n 1a M • Encourage healthy daily routines and habits I Timm05,00 PM • Practice regular self-management •ma MUMPftxnaers For those dealing with a chronic condition or multiple _) conditions,sessions focus on four foundational elements: • Lifestyle risks and behaviors ®® • Treatment adherence and self-monitoring ® ffi • Health education _ _ • Self-management and skill-building Our coaches support goal setting and healthy habit formation on anything and everything that comes up in the coaching conversation. Common lifestyle topics of focus include but are not limited to weight management, nutrition, physical activity,stress management,tobacco cessation,sleep,resilience, purpose,financial wellbeing and more. We specialize in the following 22 conditions: • Alcohol misuse • GERD • Anxiety • Hyperlipidemia • Arthritis(osteo-and rheumatoid) • Hypertension • Asthma • Hypothyroidism • CAD • IBS • CHF • Infertility • Chronic(low) back pain • Insomnia • COPD • Migraine • Depression • Obesity • Diabetes Type 1 • Opioid misuse • Diabetes Type 2 • Pregnancy We also coach individuals with an array of additional diagnoses, including cancer and autoimmune disorders,who can benefit from support such as guidance on medication adherence and conversations with healthcare providers,and lifestyle behaviors that support overall wellbeing and positive outcomes like nutrition, physical activity,emotional wellbeing,and tobacco cessation. The Virgin Pulse daily engagement platform and our live support services are seamlessly integrated.This combination of digital plus live support delivers better results than either one can achieve alone. Response to Questionnaire 46 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 tritiVaT Members conveniently self-enroll in coaching via an integrated scheduler, by calling member services,or through an inbound call from their mobile app to learn about the benefits of coaching and immediately connect with an available coach in their chosen topic area.They receive rewards for coaching participation immediately upon completion of a session. Coaches also utilize other tools, programs,and resources within the platform to reinforce healthy habits between coaching sessions.This creates a more effective and satisfying coaching experience,connecting members to all the programs, resources,and benefits available to them, providing a better return on benefits investments. Digital therapeutics In addition to the above coaching solutions,VP Transform is our growing collection of digital therapeutics for condition prevention and management.As an integral part of our Homebase for Health vision, Transform meets the needs of those ready for a deeper level of involvement in their wellbeing.Transform digital therapeutics are grounded in evidence and have a proven track record of success,achieving best- in-class outcomes and recognition from credible organizations like the CDC and academic journals.VP Transform for Pre-diabetes is recognized by the CDC for achieving top-tier outcomes since 2018. Each program in the VP Transform suite of digital therapeutic solutions follows a prescribed curriculum and employs a behavior change approach that embraces moderate,sustainable,and steady lifestyle changes that last long after the program is complete. Response to Questionnaire 47 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 cthe Disclaimer ©2021 Virgin Pulse, Inc.All rights reserved.This document is confidential and contains proprietary information.The use of this document is subject to the license agreement that governs usage of the associated software. No part of this document may be photocopied, reproduced by any means,stored in a retrieval system,transmitted in any form or by any means,or translated into another language.This document may contain errors,omissions,or typographical errors and does not represent any commitment or guarantee by Virgin Pulse.The information herein is subject to change with or without notice.Virgin Pulse disclaims any liability from the use of information herein. Please refer to the most current product release notes for updated information. The Virgin Pulse logo is a trademark of Virgin Pulse, Inc.The trademarks,service marks, registered marks, logos,and images of third parties used in this document are the intellectual property of their respective owners.All other product and company names referenced in this document not owned by Virgin Pulse are used for identification purposes only and may be trademarks of their respective owners. General Reservation.Given the speed of this process and the required amount of information to be provided,certain mistakes might be made and certain provisions may not have been fully reviewed; therefore,Virgin Pulse reserves all rights in this response including,without limitation, its right to correct any mistakes and to further negotiate any of the terms and conditions in the RFP that may not have been addressed in our response.Any signatures by any Virgin Pulse representatives submitted with this response are provided solely for conformance to any requirement that such signature is a condition of Virgin Pulse's proposal being reviewed, but such signature is not intended,and shall not be interpreted, as committing Virgin Pulse to any obligation,contractual or otherwise. Master Agreement.Virgin Pulse provides the attached proposal assuming any agreement or provisions will be subject to negotiation between the parties upon award.Virgin Pulse is agreeable to negotiating the terms of the Master Agreement.Virgin Pulse does not consider it appropriate to incorporate an RFP,or any portion thereof,or any response thereto, into the resulting agreement where a negotiated contract should reflect the parties' respective final and absolute contractual intent if Virgin Pulse is selected during the RFP process. If the parties cannot agree to the terms of an agreement,then neither party shall be bound and/or under any obligation with respect to this RFP and/or its related matters. In any event, each party shall be responsible for and will bear its own costs. Virgin Pulse,Inc. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 • • tithe Challenges 0 Virgin Pulse 2021.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Contents Virgin Pulse Corporate Challenges Steps Challenges Charity Step Challenges Challenges Promoted Healthy Habit Challenges Spotlight&Custom Challenges Member Marketing Client Admin Tools&Reporting Personal Challenges Personal Step Challenges Personal Habit Challenges !/se ©Virgin Pulse 2021.All Rights Reserved. DocuSign Envelope ID:75F39255-CEOB- 467-85BB-505CD5563023 OrpOrO E Corporate Challenges Step Challenges: Basic, Destination, Staged Charity Step Challenges Promoted Healthy Habit Challenges Spotlight & Custom Challenges Member Marketing Client Admin Tools & Reporting c?Virgin Pulse 2021.All Rights Reserved. DocuSign Envelope ID 75F39255-CE0B-4467-858B-505CD5563023 Basic Step Challenges Fast Overview Space Race E. °"°"'vw..a.e.rnn..•w ~;y. Basic Step Challenges are a simplified small • group experience with teams focused on i reaching the top of the leaderboard by 1 O racking up their step counts. SUMMER FUN Choose from a library of 18 themes, or easily create a challenge with your own JOINATEAM TO 191N THE CHALLENGE content. Basic Challenges allow you to ` rper:m.�: =•- " `�` ........ �._u....m quickly get a challenge up and running for your entire population or just a sub-portion 11. I,1 i of your members. 0 .�� is DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Destination step Challenges Overview How to Dispose? Ma avatar Wmaw. stso11aWbemaab tb1+aaVta e�aawhb�wlWsbeaaa La a nw hug,aaaea ,aweanament. .p m Nabdaaateoleneaa tywwsMaate a llanaaataymeaawaoloWt pWane tatty ter agsbl,bn ass cane at l,d7bYYbMA.. MO man IOW.tte nMlawwMn/nw tbaanansronb Destination Step Challenges are an • d"•�e eft*. ns.re b Haas AAwwn aww AtWa'f,o,,,�. immersive team-based experience where ' — teams travel to new destinations, learning about the location and discovering recipes along the way, virtually exploring the world THE HEM AMEAIDAN on an interactive map interface. ADVENIURE u,nN MARC, cit mar.. Choose from a library of 18 themes and run WMcn fOIN Step,add up ad yet MIS Mt United Ft.ea -.I'.,. New Tata. the challenge for your entire population or NH.eat to MOUyWOOd.CWlmmla. just a sub-portion of your members. tm..aMto coast trio atnm,tea.wal, yoa'u capon atm.not.that tea resent Ina bac kbone of Amen.an history and coder..Wit moony I O.Md yOur emit aeennatbn—tame and sainted°.In Homy.04 Strad bt min tut i!Ntn.vOu eve*[O't DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 Destination Step Challenges Details Configuration Options Challenge Themes • Adventures in Africa • North American Nomad • Team Structure: Small user-created teams (15 destinations) (19 destinations) • Rules: Default content can be adjusted • Amazing Architecture • Pacific Crest Trail • Audience: Enter member base or subset based on organizational (20 destinations) (13 destinations) hierarchy • Appalachian Trail • Rhythms that Move You • Step Converter: Tool to allow non-step based activity with a self-entry (8 destinations) (15 destinations) Step Converter Tool • Bridges Around the World • Scale the Summits • Dates: Adjust challenge timeline,duration,and deadline for team (15 destinations) (8 destinations) changes • European Expedition • South American Step-Off • Emails: Pick select email dates and turn individual emails on or off, (9 destinations) (23 destinations) including destination arrival emails • Food Around the Globe • U.S. National Parks • Rewards: Designate rewards for top teams and/or individuals* (22 destinations) (9 destinations) • Leaderboards: Pick from a selection of org hierarchy leaderboard • Great American Adventure (9 • Walk the Wonders options` destinations) (8 destinations) • Step Caps: Determine a daily step limit and average steps per day per • Great Escapes • World at Play member,which influences how fast stages are unlocked* (25 destinations) (15 destinations) • Mindful Exploration • World Tour *These features are only configurable if your Virgin Pulse team is setting up the challenge (45 destinations) Pea'e DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 Staged Step Challenges411111w Overview •a4,44114,1441, Staged Step Challenges are a team-based '� �k� i Activity • experience where members unlock five stages as they progress in the challenge, X :main a weans ,"^ ""°d""'°"°"°""�� '" ""' learning about the stage along the way. eaawaeeonweeers Choose from a library of 11 themes and run ��goon^^— tAet�a lw tre.eae Cr"Wool,ene atee.•eeaae.M^ew nti the challenge for your entire population or A" - �` >«a MOM - M: al.te you.,seta•wa Malty Pose saes and Pap You,tame o.re a to just a sub-portion of your members. - •� <� You've unlocked Badaling! team has.weo ete stop steps to get awe.Ghete out the wfeoce map to eap1Pe the area - - 1114011111110110 oato....a. .I DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Staged Step Ghallenges Details Configuration Options Challenge Themes • Team Structure: Small user-created teams or Org Hierarchy-based • Explore the Mediterranean • Relax, Renew, Refresh teams • Fall Into Fitness* • Step It Up to a Better You • Rules: Default content can be adjusted • Audience: Entire member base or subset based on organizational • Great Wall of China • The Inca Trail hierarchy • Hawaiian Islands • Time Machine • Step Converter: Tool to allow non-step based activity with a self-entry Step Converter Tool • Path to Fulfillment • Washington, D.C. • Dates: Adjust challenge timeline,duration,and deadline for team changes • Productivity Power-Up • Emails: Pick select email dates and turn individual emails on or off • Rewards: Designate rewards for top teams and/or individuals' • Leaderboards: Pick from a selection of org hierarchy leaderboard options* • Step Caps: Determine a daily step limit and average steps per day per member,which influences how fast stages are unlocked* `These features are only configurable if your Virgin Pulse team is setting up the challenge *Fall Into Fitness is US English only challenge �� DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 orpora e Corporate Challenges Step Challenges: Basic, Destination, Staged Charity Step Challenges Promoted Healthy Habit Challenges Spotlight & Custom Challenges Member Marketing r. Client Admin Tools & Reporting Virgin Pulse 2021.All Rights Reserved. DocuSign Envelope ID 75F39255-CEOB-4467-8588-505CD5563023 Charity Step Challenges R5,c ,,j", ..:�. , i. = Overview Hawaiian Islands Charity Challenge S= ,..u.0 MAMMY n.Mr a.NlrwWTI J t _. ' ew�,an,ao..n...maw......rwn ,...,.,,,, s wy—. np.np u Wx.w1•Ite ew..wny•. - ... ern ISO O00 don.,ie Unitas)We. _ Leveraging the foundation of the Staged Step • .»... , Challenge experience, Charity Challenges J" ;• enhances the interface to highlight any employer i x ' „""�„ °"- ® �""" _.. - '- sponsored off-platform reward like: "' ` • donation to a charity �t" • ^wAnw.cri Ned Crow 0 • extra day off , I D KIN WS • office lunch a ;, ,. hennas:I Kauai warden Isle Molokai:friendly We oIw YOM•Mi WSW d.Iwwn m Ur.M ay Maio•onsuwame.7 Stages are unlocked by the entire participating '-'" A population and the different milestones at each .. You've unlocked stage boosts motivation! Rewards at reach stage Badalingl can be cumulative or incremental achievements. ;otheroC.«RW.°°he«o»oamao.. Choose from 11 themes in the Staged Challenge library and run the challenge for your entire population or just a sub-portion of your members. r -- DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Charity Step Challenges Benefits Au dpen For you For your people • Tie wellbeing into your philanthropic efforts • Celebrate working toward a common goal as a company • If there's no budget for individual rewards • Not just focused on competition! • Creates buzz and increases engagement /se DocuSign Envelope ID:75F39255-CE0B-1467-85BB-505CD5563023 Charity Step Challenges Details Configuration Options* Challenge Themes • Team Structure: Small user-created teams or Org Hierarchy-based • Explore the Mediterranean teams • Rules: Default content can be adjusted • Fall Into Fitness* • Audience: Entire member base or subset based on organizational • Great Wall of China hierarchy • Step Converter:Tool to allow non-step based activity with a self-entry • Hawaiian Islands Step Converter Tool • Dates: Adjust challenge timeline,duration,and deadline for team • Step It Up to a Better You changes • • Emails: Pick email dates and turn individual emails on or off The Inca Trail • Rewards: Select an off-platform reward to be highlighted during the • Washington, D.C. challenge • Leaderboards: Pick from a selection of org hierarchy leaderboard options • Step Caps: Pick a daily step limit and average steps per day per member, which influences how fast stages are unlocked. *Charity Challenges can only be created with the support of your Virgin Pulse Team *Fall Into Fitness is US English only challenge Itrae DocuSign Envelope ID:75F39255-CE0B-4467-65BB-5O5CD5563O23 0(p0r3 0 Corporate Challenges Step Challenges: Basic, Destination, Staged Charity Step Challenges Promoted Healthy Habit Challenges Spotlight & Custom Challenges Member Marketing Client Admin Tools & Reporting ici Virgin Pulse 2021.All Rights Reserved. DocuSign Envelope ID'75F39255-CE0B-4467-85BB-505CD5563023 Promoted Healthy Habit Challenges 200 START THE DAY RIGHT �:a�; Y°;;;: (;?.\ Did you eat a healthy breakfast today) �-� Dv e ry i e w Achieve this habit for at least 5 days this week and earn 100 bonus points. Help your employees better manage their finances, act sustainably, or embrace diversity. _ --- teaderboam About this Habit ( • i5 AT Every month Virgin Pulse will launch a one-week • Promoted Healthy Habit Challenge (PHHC) - Promoted Healthy Habit Challenge ck your healthy breakfast five times encouraging individuals to focus on a different ` s week and earn 200 bonus points! 1.114S4144 . topic each month of the year. : .4t1S. V-44 The challenge will help educate members "Why • IV IT MATTERS it Matters" and provide "Tips"to help your "a" wnea"an wadew suck pis,ii,c voting cognitive function,hand eye coorddinattort and boosting your energy °«" .i'I be done with one simple Mep-eatinga health breakfast'Studies show members achieve success. WHY IT MATTERS It yuu vl hrevno.d.skfa wTp.im a,o.rwo in.�y«,oe�.b e hark�pa�n ea.oee Client's can leverage Virgin Pulse's habit library ntWm)co�M��Tclu�eL.h�e.t��'�e adequate;w„ e .paten)and yw.. i i-can t•Ip you or create your own to align with organizational saaromottearsioxrdcrottia meant allillaii goals and objectives. e TIPS Yew eyes r.,nid xIt.4o Ie Ue,W of Yv.e conquin minn.w.ah e..averwan de4lep K.but a n W)le n w espied.Whete die trout stw.1N weer ne Heed ed ae toward i vo„e.hwinee..hwiaxe.i..ea.ne ism mi t 0f' tithe DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 Promoted Healthy Habit Challenges Benefits For you For your people • Focus on a non-step-based habit that is relevant to • Focus on one activity over a prolonged period of time your organization and wellbeing priorities to change habits • Option to create a custom habit and custom challenge • Individual competition where members can learn why directly in the Admin Portal the habit matters and tips to say "yes" every day during the challenge • Virgin Pulse-created monthly Promoted Healthy Habit Challenges takes all the work and decisions off your ItriPtaie DocuSign Envelope ID:75F39255-CE0B_4467-85BB-505CD5563023 2021 Virgin Pulse Monthly PHHC Themes Promoted HealthyHabit Challenges Health Habit Month V Details January 11-17 MOVE ON THE HOUR Getting Active Did you get up at least once an hour today.7 February 8 14 FRUIT IS SWEET Eating Healthy Configuration Options Did you eat fruit first when you craved something sweet today? March 8-14 WORDSMITH Learning New Things • Challenge Structure: Individual challenge Did you learn a new word today? r LITTER CRUSADER Contributing to my • Habit: Pick a Yes/No habit from the Virgin Pulse library or create your April 12-18 Did you pick up litter you came across today? Community own in the Client Admin Portal `SWEET TALK 10-16 Anxiety&Depression • Audience: Entire member base or subset based on organizational May Did you think and say positive things to yourself today? C hierarchy EXERCISE BREAK Jun 14-20 Getting Active • Content: Create your own description,Why It Matters,and optional Tips Did you take a break for 5-minutes of exercise today? copy for the challenge TIME FOR FRIENDS July12-18 Building Relationships • Image: Customize the challenge with your own image or one from the s Did you make time to connect with a friend today? library August 9-15 STRESS LESS IN 10 MINUTES Reducing Stress Did you practice a new stress-reducing technique today? • Dates: Adjust challenge timeline,duration,and deadline for team changes September 13-19 LOOK UP Being Productive Did you avoid walking while looking at your phone today? • Target: Pick how many days members should say"YES"to the habit to .WORLD HOLIDAYS Embracing Diversity win the challenges October 11-17 Did you learn about a holiday you're unfamiliar with? 4 I. • Emails: Decide if you want members to receive challenge emails November 8-14 ON BUDGET Managing My Finances Did you stick to your budget today? • Rewards: Designate rewards members who achieve the target* APPRECIATE OTHERS December 13-19 Building Relationships Did you express gratitude to someone today? 'This feature is configurable if your Virgin Pulse team is setting up the challenge /se DocuSign Envelope ID:75F39255-CE0B-4467-65BB-505CD5563023 ,orporate Corporate Challenges Step Challenges: Basic, Destination, Staged Charity Step Challenges Promoted Healthy Habit Challenges Spotlight & Custom Challenges Member Marketing Client Admin Tools & Reporting Virgin Pulse 2021.All Rights Reserved. DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 Spotlight Challenges irsivi-,--,se g B E8 ereFrem. <n ,... TrKkry rrienJs • , Overview 0 il,, `r.,i SPOTLIGHT C�-HALLENGE NAME '''.4 0 v f IUNPTOM! ) 1 . ,, TOTAL COMPANY PROGRESS(DRAM xl Spotlight challenges take a prescriptive approach that leads O Your company has reached to long-term outcomes. This new challenge type goes 55%of it's 10,000 minute total 92% challenge goal, lJ beyond the traditional step-based challenge. Currently atotalof o:i,n,,,..;e,of • Spotlight challenges allows organizations to promote stress • (and activity) to target these areas for improvement. num wu�Nleo Motivate your members to try new habits and target less - active and engaged employees. """'""°"" - !muowl40 Rai cNnwy..,,.I 0 eo 411111011111111110 W CanWu'ry N.e✓nrMp W u Y rn tw•.�T+u® .. wY.4'a.l Yeo.s.+Dm eaWo' r / IOO - n MIMS DocuSign Envelope ID'75F39255-CE0B-4467-85B6-505CD5563023 Spotlight Challenges The Advantages of Going Beyond Steps For you For your people • Offer a broader variety challenge types that appeal to more • Kick-start and establish new habits in stress members • Progress is celebrated along the way to reduce competitive • Support and drive themed initiatives and health concerns pressure and foster a supportive social community (mental wellbeing) with Spotlight challenges • Personalized goals for members which increases the likelihood Have your members sync seamlessly to Whil for validated of meeting goals and maintaining healthier habits • measurements toward their goal. Non-validated is available as • Promote meaningful content around the challenge - integrate well. resources right in the challenge interface which will drive utilization se DocuSign Envelope ID:75F39255-CE0B-4467-858B-505CD5563023 Sotflght Challenges Configuration Standard Challenges Rewards 1. Join the challenge • Challenge dates (start,end,upload,archive) 2. Post a chat comment at least once a week for all weeks of the challenge • Contest organization: company, business unit, office,audience,or 3. Track at least once a week for all weeks of the challenge upload a list • Emails: on/off&scheduling Available Percentage Rewards at teach milestone for Spotlight challenges: • Leaderboards: company, business unit,office,friends,collective,& 1. Reach 10%of your challenge goal winner circle 2. Reach 25%of your challenge goal • Allow manually entered data on/off Goals 3. Reach 50%of your challenge goal 4. Reach 75%of your challenge goal • Goal type: daily or weekly 5. Reach 100%of your challenge goal+trophy"Crush Your Goal!" • Goal limits: no limits or min/max 6. Reach 110%of your challenge goal • Goal recommendation copy *See the configuration workbook for more details 4%4 u/se DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 Custom Client Challenges z. .-- ea. Put yourcompany com an front and center ileaT Custom challenges are a great way make a 0 unique experience for your employees putting your company front and center. I'm Challenging You! Welcome to our annual Company • _ ;(1; challenge. Virtually travel from location to location, � - r This year are taking the physical activity challenge to the next level.I hear success from your colleagues, learn a creating a team with other ��� a executives and we want you to by I " s, e and beat us. about the history of your organization, drive ��° / We will start at our HQ in Chicago and virtually travel from plant to home your corporate values, or reinforce , �- •�` ` �( plant around the country t_ s Hear success stories from your peers and learn about fun events at safety measures. each location. ,ter Custom challenges provide you the framework to educate and inspire your � .v�y ` employees in a fun and creative way. Indianapolis,IN - `" Hear Michelle's story... Positivity.I've always been the type of person to look at a glass half fu1 rather than half empty.But,when COVID hit.11 o;r DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 orpora e Corporate Challenges Step Challenges: Basic, Destination, Staged Charity Step Challenges Promoted Healthy Habit Challenges Spotlight & Custom Challenges Member Marketing Client Admin Tools & Reporting id Virgin Pulse 2021.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Member Marketing St ep Ch all enge M at eri al s S— Uestinaiion immimmilma•"111 • allenimilm•imiChallenge 9 Invite Email Reminder Email Kickoff Email Arrival Email Cant Logo Mord Logo Wont Logo Cant Lags .. f, _..., , , 1 Li i .... 1... , ._ . �. ...., .it E.„ "e i i _ t;,r: ...- r'1161. 14......,-._ L' 7 • Get ready for your next team challenge! Remember to loin the challenge! c It's go time,Transformers! Welcome to Test Destination) Your team he walked 123456 step,to get hen. Contest Name starts on(1 eonteatgtartDete))' s es (I conteetTKle)1 starts soon There s slat lime to Iron m 11 wnteefinla)1'S Rentals and me convention O Chao*out ih¢challenge map to explore the area AIM your chance to team up w colleagues to get aciiveend nelom roe ectonpa.^aea tourney begins t healing up. start a wile healthy odrrtPebsOn.!eras how Are you ready to go° Cost ham Deslepto r Loom plum door YI amet F og a in n open ream--or make a new one w your won consecatur adplscrng Nit Mauna vel',t'Irrces tbero •Go to the team tdtNwrrge Page' mends Together, •you ii be more motveted Se step it up. . .Make sure your anankintY nankin is connected to get Maecenas sea est Ineteue I.gula vestrbulum soOleaudrr.a •bin a teem)day',be nappy to have you) eel achve al o compete with oval roams credit for all your nard.earned steps at anus •Or mese your own teem tread the way Captaet •Start racking up steps end upload them often •Mane sum your eatery trecset Is cunnnned roger About tlM Challenge •Post In the Gnat to rely your teammates credit for all your haro•eernetr steps •Inca a a.gar ante.aacnm a..t lot the atest ((GIXIIeNOeefldlrPn g ranarrlge r. About the Challenge 11 conleatDesaptron)) Remember every step counts.Keep upoadIrg your This is ena final destination You oHt Me challenge' eatery to move your poem ahead. Congratulations. Challenge Rule' il cnntesrRules)) ® `{ m9 _ _ - Emails will pull in challenge description and rules,based on set-up. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Member Marketing Step Challenge MaTerials, cont. ,r •" ""' ' ' • • •"''''''''''illifiglifis Halfway Email Wrap Up Email Winner email Offline Asset aka LW COW trout'.. pNnf Logo pant Logo RESULTS ::./DTHILK 2'.-r taaer�arr..rWALK THE por.�`. i.1 = �- WONDERS velem Slop Ord warn y 4 _ •ram L _ VHF •w..r.•-.e.....er./• You're halfway there! It's the final stretch! Nice work,Transformers! 11 eonteatTllla 4)is wrapping up soon.But there s ate urns a:r perr•.er 11 wntearrroe 11'�aa come to ar.er,d And Hitting a good MOO Feeling energized,Vetiver made a for you and))teamName 9to make moves Mere s now o s T me to Check out your prrrgreasl hallway through •CrusEdge your step goat today .You recred up'PUSS stops your l me rank tj ge Leaded:oars to see where you and •Edge out your[sagest rye,on the Co•.t n'tgr •Your Warn sinner,123u567 its total steps your team rank.Upload your wall.Mien to seep those l Pnen n.ono rankings treshl •Upload all your peps by H deadlln0Date 1) For more results on your learn and rivals.+ re I,f! Alter Me upload Cale.we ii announce your imat results and p000 0_urm. GO TO CHALLENGE the challenge warmers You got the, went IC seep the COmpeetlon alive'+Stan a personal Cnalenge and round up your teammates and work!Trends .. ...- .� ® to pin in _.. - DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 Member Marketing Promoted Healthy Habit Materials ligsmilisamir •,sir olowimmimmilD immummimill11 . Invite Email Starts Today Email Ends Today Email _Mine Asset inat ;r.............. R ,��zs. x',ty RESH AIR�HALLENGE + T ! - - , 1'7,11 } "i ce '. _ Ls j. .1r/r . •it $I i...i ONO WY ll� T +�+.�r tea... 'ii3 fli�� --re �e ♦�i. 0 c ♦1` - ' rJJ.rrey.. .:� Willa '-^"nr...-c.. .. .'•. , ... ..---v . - - ..v.... - - - _ - . t A. =II MINI Join the Fresh Air Challenge! The Fresh A❑Challenge starts The Fresh Air Challenge ends �`n f idaio Ore Fresh A. y neer tor s our m re 1,4 today! today! drys.The d. rob on Mr rA n runs until and d ay on Mr 25 Use re der*rive SO Nun year reseGv b our goal is la erreye the Healthy Hrart to 5 out or the no.r you have 1 more days to track lor the Fresh An Challenge' /days i 15e the clue feature to share your strategy Io - eehrearg ere sleepy/V/ arlarang the Healthy lea rrh Wiry It Mate.. N9by ornra has nned lab Mehl onehts for your troy and nano it na only loran yra or/or hear.deeese sod ontae rya of dawn Out a ran awe memory wsa nw nwro.e you moon Tees week.late a stroll outside each day E man a 20arw+ure char rat urn moss yo.r nee¢^on+One beat or ea'TVs workoel a so easy a s.'area r,0e pang" DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Member Marketing DESTINATION CHALLENGE MATERIALS Client Resource Center llesinabnn Challerge Materials lad es�..�.w Member Marketing offline assets can be found in the Client Resource Center to easily view, download, and post around your offices. Iittra �� a resourcecenter.virginpulse.com AmadwIrdlbaun �.•.::��:�. �... __ �.......,._ — ..,._.._..AMMO. �..._.,....,_..,..... DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 .orpora e Corporate Challenges Step Challenges: Basic, Destination, Staged Charity Step Challenges Promoted Healthy Habit Challenges Spotlight & Custom Challenges Member Marketing Client Admin Tools & Reporting Virgin Pulse 2021.AU Rights Reserved. DocuSign Envelope ID:75F39255-CE08-4467-8568-505CD5563023 Client Admin Tools Setting Up Step and Promoted Healthy Habit Challenges 00 1�l 0 Client Admin Portal Client Resource Center • Quickly and intuitively set up your own Basic, • Step-by-step directions and videos for creating your Destination, Staged, and Promoted Healthy Habit own challenges in the Client Admin Portal Challenges • Member Marketing offline assets available to • Pick your own dates, challenge audience, theme, and download and promote your challenge around your content to create a challenge that is relevant to your offices population A select number of challenges can also be built with support of your Virgin Pulse team The Client Resource Center can be accessed at https://resourcecenter.virginpulse.com/ DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 Client Admin Tools Reporting jmumummummuminimaamillmill11.1111111. • Client Admin Portal Analytics Data is available in the Step Challenge Wizard for any Aggregate data for step and habit challenges is available current or past challenge that you've created. Additional in your Analytics tool. Data is available to answer the reporting viewers can be assigned after the challenge is following questions: created. Data includes: • How many of our members participate in our • Enrollment rate corporate step challenge? • Total players joined • How many of our members participate in promoted • Total teams created Healthy Habit challenges? • Total steps taken • And more in the csv export option DocuSign Envelope ID:75F39255-CE0B-4467-858B-505CD5563023 Personal Challenges Personal Step Challenges Personal Habit Challenges DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 Personal Challenges Step Challenges 8 CREATE A CHALLENGE Awesome!What kind of challenge do you want to create? STEP CHALLENGES Members can also have some fun by creating ;!► their own personal challenges and gettingr • i\,3 . le their friends in on the action. Members can • — i.DAY WEEKEND MUMBLE WEEKDAY STEP ORS create three different personal step 3SO ....en ( iNMOW DOWN ) ( ) challenges: ( Fr..E.d.steps HEALTHY HABIT CHALLENGES • 1 Day Throwdown %an O • Weekend Rumble p • COIL PENNY 1Q tlB ( .lE M+f k.4U on) ( one teen,on.co...) (E T rake...,wun.ln.) • Weekday Step-off E R ptacYMCHuan eiP,0.3 • i. Pete la TAB If your device or phone is synced there is no E .1 And rw Jacobus /Delp 1 tracking required. All you have to do is get up and move. • a CuMM Studley J0330 J ® L,nda Bowe, 66 cw2 • • Jon P,at. 67.0 A 0 Et . 18 a DocuSign Envelope ID:75F39255-CE0B-4467-65BB-505CD5563023 Personal Challenges Personal Step Challenges Personal Habit Challenges DocuSign Envelope ID:75F39255-CEOB-4467-65BB-505CD5563023 P e t s O n a I E. 1 1 a I I e n g e s ACHIEVE SUCCESS 5 OUT OF 7 DAYS Challenge ages "' " eat°, Giving Challenge Ends 5" 0- Gauls Bedaya March 5,2021 Ha b i t G h a l l e n g e s There area million ways to give-it's way more than simply donating money.Have you given in some way today? sic to eT t0 m NM Today.March 01 ® NO Empower your members to take the lead and — ——� create a challenge of their own. The easiest !— way to create a new habit is by doing it with a • T l Pl^ RSME,ER friend. n 0 Ion Baker 111111111111111 ! ®I iseeei,onn,on -. So pick a healthy habit and challenge a GIVING colleague, your department, or your office to = ^-�rM="` 1 ® "'"'anG''°'' g Igel Gee nu It hurts it join in with you. ° °a a ;® odUn __ taW.Moak 1 Personal Habit Challenges last for 7 days and s.—anthaG„„,. focus on any area of wellbeing including I reducing stress, contributing to community, safety, eating healthy, managing finances, and many more. , I •....I...r.., A 0 'di, Ea 8 DocuSign Envelope ID:75F39255-CE0B-4467-05BB-505CD5563023 iirrthe DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 �'nr�tpntS VirginPulse Introduction 02 Ongoing Engagement 11 Communications Overview 03 Member-Driven Messages 18 ChannelsTactics 04 Challenge CommunicationsCommunications Client && Center 05 Promoted Healthy Habit Challenges 19 20 Client Admin Portal 06 Standard Team Challenges 21 Communications Lifecycle 07 Be everywhere. Be unexpected. Pre-Launch Communications 08 Custom Communications 22 09 Consultative&Collaborative Support 23 Teaser Campaign High-impact, user-centric Leadership Toolkit 10 Making it Your Own 24 communications inspire your Wellbeing Champions Toolkit 11 Custom Communications Catalogue 25 employees to take action, adopt healthy Launch Communications 12 Custom Communications Appendix 28 habits, and be their best at work and Enrollment-AutomatedEmails 13 Team Challenges 27 beyond. Enrollment-Offline Assets 14 Social Support 28 Onboarding-Automated Emails 15 Journeys 29 Onboarding-Feature Sheets& 16 Surveys 30 Guides Nutrition 31 Sleep 32 Live Coaching 33 Onsite Events&Initiatives 34 Certified Partner Communications 35 Translations 36 O Virgin Pulse 2019.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Member-Driven Messages Virgin Pulse platform communications are designed to spark interest and inspire action with a friendly and - supportive voice.Throughout the year,members receive i Gommunications timely messages and proactive reminders based on their interests,platform activity,and program milestones. ( j(n 0 , rss+.: O v e ry i ew These system-generated emails,push notifications,and ..- 41 site popups create a personalized,meaningful ...._ experience. Strategic messaging,tools,and support to drive engagement and success On-Demand Engagement . Program administrators have access to the Client Resource Center, a digital library where they can download ready-to 4 use member marketing assets like posters and user guides. Virgin Pulse empowers clients with a suite of , UR •'•baba• Mbar' """ baba"' II0 •_ g P Administrators can also manage the events calendar and N°u° mobile,digital,and offline communications that help connect with your entire population,or specific population ` '�-fin- „ create a high-touch employee experience. -. Automated platform communications,on-demand segments,with self serve tools from the Client Admin 0Connect m. member marketing assets,and self-serve Portal. Conne er You communications tools make it easy to connect with your employees throughout the year. Custom Communications """"'°""°"""' _,v.M10ww The Virgin Pulse Client Success team is inplace to Your Annual Communications Strategy is designed to g amplify engagement and support your unique program • •— ' > Success11 ucco your organizational goals.o Your Client c Manager(CSM)will collaborate with you design.Each client receives a flexible Annual Service ��--• throughout your partnership to develop an annual Credit that can be applied toward the design and delivery communications strategy that layers your unique of custom communication assets and unique campaigns. _-GM WO, _- messaging and key announcements on top of our Your CSM will be there with support and guidance to —�- "°�� comprehensive,automated platform make sure your communications are effective,and - communications. •provide insights for future planning. t ( DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 ` Fi eft calm ie fw rew...A. Set Your Interests .i...6 ;�• • devices&apps Went to see ups end Inds for dry moo anon?Set �' �'~ ;K "T '• 11* your interests end Bet personalized Daly Tops on a ^"� ^� fs ve.Kty cleanness taprcs,coated up for you. _ ,Sp... ,elt- ;1.1, Communication Mr �r _ Channels & Tactics HELP US -a HEALTHY, Survey VP EASY RECIPES — •w,tar M-.....e..p A.A.-. Multi-channel engagement Site Popup-Desktop CHECK YOUR IN _•.._�__ -----`—_— •-- ~µ YOUR LOGO ka.r. •"" a{•t YOUR LOGO Arrr , A variety of delivery tactics and member ,JGi -Tr „ • .� marketing assets enable you to reach your • I' RSIUNOF YOU? In-app Reminder-Mobile Offline Asset-Feature Guide Offline Asset-Poster employees in the field,in the office,or U anywhere in between. ,...ff-rr,� um.._.....��...._. ease. <: YOUR LOGO ® fi • Offline Asset-Postcard V •3 3 YOUR LOGO ® 8:2 9 • . Wednesday,January 31 ...rest.n••.rene . .•.••-�+•'-• f'xrW�• VIRGIN PULSE non I e- MIR ,.n.rr�--w Be Glm.a•focused. .BE THE ® new ��.e M dfu, =a�remse,ehe.e, ,-.ee WOW ywl s. tr�,......� '7 BEST YOU asi- - =+-=r f ®,;.. 11 Dmi cum Press home 10 unlock Offline Asset-Digital Display Emails Push Notification-Android Push Notification-iPhone DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 i7r Ze Admin Pond Gurdn- Member Marketing Retase Notes Client Auroras Ifs fN Ea Client Resource CALENDAR EVENTS Center Urtea attendance and aagren•s, v�u[s Communication tools&support „VelIL6' ° Creating Your Own Calendar Events Program administrators have access to the Client Client Admin Portal Tutorial Resource Center,a digital library with ready-to-use member marketing assets,like posters and user guides, Connect your favorite I_ that can be downloaded any time. devices&apps * What works with Virgin Pulse The Resource Center also provides training videos and guides on services in the Client Admin Portal: • Event calendar • Survey Tool ..r..o......«....,..r..«.,.. �.r►.a.a.r•rrr.arerr.rrrerr "..,. • Challenges ..a.� 'ac • Analytics,and more. _ _._r. ®omesw _ DocuSign Envelope ID.75F39255-CEOB-4467-65B8-5O5CD5563O23 YOUR LOGO "' EVENTS CALENDAR SEPTEMBER 2018 Client Admin Portal =MIMS , Promote company benefits,events&challenges T. . Program Admins can manage the Events Calendar YOUR LOGO rzfris through the Client Admin Portal.Set dates for company events and announcements for members to I Warr discover,RSVP and add to their calendar.Admins can set promotions to specific audiences by location. .tli 17I MO=I Challenges and accompanying standard email .villa @II-IIN communications can also be configured in the Admin Remember to Join the challenge! Portal. .ins action......"WV MO • I,:b, -you. ...o.....10. a, .o. ..� DocuSign Envelope ID:75F39255-CE0B-4467-856B-505CD5563023 Communications lifecycle [i Pre-Launch Launch Create anticipation and excitement ahead of your Launch Accelerate adoption with attention-grabbing,multi- date with inspiring digital and offline assets.Posters, touch enrollment campaigns and helpful user guides. postcards,emails and announcements from Leadership Members are guided through onboarding milestones drive awareness and introduce the program to your connecting with automated reminders and prompts. employees. with employees A� from dav1 Custom Communications Ongoing Engagement Spark interest throughout the year by promoting new initiatives, Connect with members where they are on their journey with organizational events,and the program areas that are most our best practice,system generated member marketing meaningful to your organization.Your CSM will help align your communication and promotional materials. With your Client Annual Communications Strategy to your overall goals and Success partnership,we help deliver on a strategic and high collaborate with you to leverage your Annual Service Credit. touch member experience on mobile,web,and email. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 pre - Launch Communications Teaser Campaign Leadership Toolkit Wellbeing Champions Toolkit 0 Virgin Pulse 2G19 All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 sler rnem.., b.r ron5;�rrnmac i' ' ET READY .Uir I."l:ise is .", Teaser Campaign - Build excitement ahead of your Launch Da ,; .. --, . '7: Inspiring digital and offline assets to introduce the ` Illi - .., • • •r• .• , ... _ ro ram. co,,,,,,,,to•COMPANY NAME on<DATE• g t:_ and eapenence the'along rewards of belter weilbang M�r•er►w�wtinMyNie . 477, eY mie� e 1600100,,,,t {i. N. a.,."......- r DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 leadership • • ' - - - - veto �� Leadership Toolkit Toolkit ... es . ..yr ® "rngagedwurkers fl w.w. ••........_ driving innovation moving the business forward:' Leverage your leadership's support Email#1: Announcing the wellbeing r :grogram to employees Announce your Launch Date with strategic messaging from your organization's leadership to demonstrate ` "" '^...z. executive-level support. r._r._::_..• """''""`°"'="' ..v.r•.ws o ,... a .•••r•qw.•.••—... .�. yak.�..,. .annoo . M,• Presentation scripts,letters,and an executive ""","r.."""�' or~.rr..Me..•. wellbeing brochure can be sent out a few weeks ' """0'•`•^"''.""1O""""'rMOMOW. yam•--w—dirm••••12-o•Oe•+� •.•OW...bw.••.r moan r.rw.- .r..•rrw•.imam.ow*wrl.Mrrd.ligligen prior to your Launch Date. •.w.w....M....o..ww...••...w. :.:`..:. 10............................:' .•rs.r•war••«M......r........~M•• •..r..r.wr.w•.••w•4 s+.....• wr.urr•w.•+•.vw•ww•eon wow..w.rMr Best Practice Tip:Include these letters in 'ab"UM* °"M.o "''••'" "" "pas • • "' ..... `m"m•w•�~" onboarding material for new hires throughout the .............swa •"'"'•••"."`•��""�"'� .@rr t.•V•..Main.Pw•••O•►•..pow* year. •r.•••w•..,,.,•..•.....•..••�..•-....•«• ....w.....%mom r.w...+.w, w+ w r..•.r.w.M.•rwrr.•..••Iw• _ .•b.r..rMom.w a•.rnw..•w•••r......r Introduction semi .. ..� r ..a.to •. ...w..•.M•ww...• Executive Wellbeing Brochure .......... Letter DocuSign Envelope ID:75F39255-CE0B-4467-65B0-505CD5563023 Leadef.SupPon, AthacaIt ....,m,mut.....moms.o.•••• r Nw♦Mu.e M nw.M,M i—n...s,M AIIy • j' A ,.., w+Id.i.aw '' I Alf YOU OP fOR IT? Wellbeing Ghamions -41 A V 1 7 ",�:p . I . . _ Toolkit August CRAM .. Champions Check-In .uwv...1.wo Harness the power of grassroots r.lail.. .��,„9 ah , communication -a ",_� ......o ! �._ A Wellbeing Champions are trusted and familiar sources !'' All r,,40 mon of inspiration and information-they can improve = �/sr � CHAMPION program engagement enormously.Champions - — -- _ Recruitment communications help establish your --r`--_ _ WHAT ITMEANS TO BE A "�` � -" -- --~•`• network with posters,digital displays and email VIRGIN PULSE CHAMPION -'1----`--r_— _ , invitations. — - ;"""or MAi.1..,rtlz - — —. ...on pe•�,.. . .--.Mr p6.1 -�..—"—= ...... — *ph%dmf"'""an-`°`"�a'�' �:�~rr`- _ ®+ Champions have access to the Champions Toolkit, ....tars+. MOO in Me.o.o.c where they can learn about the program,share ideas with other Champions,and download collateral to --.- -- aaasApptylr day r 1 `� share with coworkers. ~ i w k III1 Virgin Pulse will check in with monthly emails to ® ® ' ill .•411 Champions for continued support. ` DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 hc • r Enrollment: Automated Emails Enrollment: Offline Assets Onboarding: Automated Emails Onboarding: Feature Sheets & Guides 0 Virgin Pulse 2019.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ® AY- YOUR YOUR LOGO YOUR LOGO YOUR LOGO t /' t r' 4 Enrollment Be The Best You. Unleash The Winner Within Your Excuse to Have Fun Communications- - .a�aarae�.hw..eeue getting Meaner ea.,.a nmarwetyumagramto oyDrl owe...no-ever r On.ewr en.Mrppd.or When•'•you/ w,{l,pcnw,v„M))*e••program r pp ace*.w owe.,erl..wr-I(wprrpre+•r.11••�^9• Dan,creel m,en w a roar an �Iro program .0*M Ms:am n,run drown%...no raw***plow*..eaep prayer r rro you er offered a,((eponea5.+r 11 ',era er. Mere in a for you allure in n ror you Malin a ear war .yr,Cf.alma...r .u.,I NLL a.0*baked . uFk el+ere... .Faro op to Sr.Sl du owe, . art p r b awarer 5, •teup ,ollawnwaT name ana.MO Automated email campaign •'e.1101,,"..1 °"..... C A 3-touch,automated email campaign starts with an introductory enrollment email sent to employees on their first day of eligibility.Reminder emails are sent Get Health Tips Get Health Tips Get Health lips on 3 and 5 days after the original email if they haven't 'wage W u.ITM erw `earn now eel n al.,get fa Weep w w.rr rrr.eeaerw Wm Ina mew e,•+.manage,deco and row era ffyere.eve,.r MOW completed enrollment by that time. Live Thom Out Live Them Out Live Them Out Enrollment emails include your logo,unique program ,amyd;npyen...M<o.an.raM,a Jain katGrMn,..WW1 co.ar.peend ,o,n„nrMrlw.,.enro..«.ere.0 .40M •EI 6111, pnr Mpd'r marts each ay 0.Y0Meery non ear n a, URL,and bullet points containing program-specific details.Embedded links to download the mobile app enable easy enrollment from a smartphone. Reach Your Goals Reach Your Goals Reach Your Goals CMpy-*p 10.V..:,..y0, Ca..whet to mark an IMO Your Chaos..n.l to+e•on bab your MVO."W nap Y r*WWI,'v.a pew..•M Map au 1M Mary reweros pray.*.M reap ee er Maphy tea.* g- -....-..-.r.-. 6 App55ore Go4e Nay S• .W Day 1-Enrollment email Day 4-First enrollment reminder Day 10-Second enrollment reminder Enrollment emails sent to eligible employees(mobile view) DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 YOUR EXO SE T J AVE FUN ....._ YOUR EXCUSE ; �, ;� 04... TO HAVE FUN ° MM..nrWM aM1 WI hen and M.%was EnrollmentEE== S"°°`DBEF Ian 1.11. Communications 'M lkiir Offline marketing assets , BEST YOU �... �_ brr.7Pl.ra.. Create excitement around the office and reach 4—��- EE THE " ".3 ..aa lParrs tune. remote employees with postcards,posters,and ---- VERSf°t liRf YRU9 __ BEST YOU digital displays that correspond to the enrollment �� email campaign. ti~� •e _ "a..'"'"""` U M %lift 11111111111 Mil Enrollment communications include your logo and unique program URL.These can be downloaded directly from the Client Resource Center. ; , r UNLEASH THE WINNER WITHIN vP,Wav r,ne.w Pn .,..,ram 1 ji‘lt7\r" . tr..fain*tanPlaa"Pal J h I - r WINNER IT � . � Postcards Posters Digital Displays DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 •-• ... a+.nar 4 er•' YOUR LOGO Or •r 4116 Onboarding .. ... Communications . -,..„ Welcome,cfirstname>i Automated emails&site popups Ypu to k e+e rest step to a neeshor know vow Now let' • — .. -‘ keep mown() Vlaa the sae a,aowrtWad the mobae app t( see what's up nest' 4. YOUR LOGO LC[3IN IPOW ....o o......w After signing up,members receive a welcome email. When they log in to the site for the first time,they YOUR LOGO Clilli can set their interests,connect a device,and select MIL their communication preferences. - 1 l.r.slta...a.0 If they miss a step,they'll receive automated Start right where you are! . ^M,_-^ Mu quilt and no heath eueaarnem 111 MOM far you reminder emails to ensure their experience is Vaud e••monad yaw tweet opposer.4 non Now and lb lop scot .'fit — optimized for success. Rug to aun yow•an+apurw ae aye' Welcome Email -n—l.. Sent directly after enrollment ••••••m••••,----............... .___.—.__.--_..,.,.i HRA Reminder ( ) Sent Day 5 after enrollment Device Connection Reminder Sent Days 10,15,25 after enrolment,until device is connected DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Pillars and topics , !rlC devices&apps - _ / are.- Onboarding lir --- Communications ��-•w_ :� :1:: 11111111111111111111111111 IP& • 111111111111111111111111 rk:. Feature sheets&guides r Ira rr.,.r Show members what's available to them through the COMPATIBLE DEVICES TOFU program with simple how-to guides on actionable � � program features. Guides are available as a PDF for print or digital distribution any time,and are configured with your logo and program URL.These can also be Virgin Pulse downloaded any time from the Client Resource Center. Virgin Pulse's team challenges mobile app ® Up1..M4Ma - NMv can ..ni,..th. r11 chalk.",a the Mf Best Practice Tip:Include guides with other no nutter whet.Yw e�,. .II.,y i �.. onboarding materials for new hires. = , i i __ ® _ - _ rlc., IMMIIIIMANINIIN ri,.,. rk� MOIRE TEAM CHEEKS DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Ongoing Engagement Member-Driven Messages Challenge Communications Promoted Healthy Habit Challenges Standard Team Challenges ©Virgin Pulse 2019.All Rights Reserved. DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 '...i....M...-.................' ..p C1.1...w-w1.....w.....1 E.,Ilea..."Ma..Mu YOUR LOGO YOUR LOGO .. YOUR LOGO a=, Dirlivi iixtitel Member-Driven w. t •y-�n' t -�� ��= -something tot Comeback biWa al.a.1 .sem.t m. •rM�.rr..w—.tiw...�a..�.� ti..l•Yr`.r.`�.ip-. W. Messages �:_ OM .......+« rrwsr_ ..�.n......rr Timelymessages and automated reminders -.-- �� 9 00 delivered throughout the year4111 ma cimmi ""- _ l� l ii; Seasonal Push Notifications New Hires Notes of encouragement aligned to a Automated enrollment campaign is YOUR LOGS I n ......... —"` �.. -w.w.w. seasonal holiday or theme activated when new hires are added to ,i - f your eligibility file - s...n .. �•-V^^�^^ Administrative Messages ailli Password resets,security updates,and Champions Check-in more Monthly Email sent to Champions li"Ill' ' '' _ The quarter is ending! t"°°R"` �`°°°°`'network with tips and strategies Quarterly Emails •9nnl EST J@ 1t..n.,� .o..�. Mw.rn.,n..Y....r..aw...v Enrollment and re-engagement reminders ,� "` °""' a =->�^� sent to eligible employees; Member •IIP Satisfaction Survey;Sync steps reminder 1 Rpp Rae 01 i i.Goo Mav l DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ullyuuiy[ilyd ill r . , • • . tit.F4e 41j=irj,. ,r,-...z.7:420 Ghallengeeekend'` r c wwle�g ds today! Communications - 6,I' TIP,to pt plop awe-.-_..-a _— _-_ [firstname]wants to get fit Tow we T....Ow s......r F.S..•4•44 with you! �a.w................ Automated emails&offline assets encourage �w .,;oud� ---�a ��- ._ .w.�...a..a,d..p..e d.....a participation ' .°.....°°__ a_A._...w,m. Personal Challenge Email:Starts Today Personal Challenges ® i Initiated by any member Yr.bow Monthly Promoted Healthy Habit Challenge III �. And the Winner is... Deployed by Virgin Pulse IA*Thom OW r Ann Kimura Standard Team Challenges ���° °'� •"^°" " "� " Deployed by Virgin Pulse or through the Client Admintl.., Q. ) ; ��u101101301, Portal Ww.V..t moony'',CLICK HMCo W^.O M M W-•W a.•riw.M•Me nab' L Personal Challenge Email: Invitation Personal Challenge Email:Winner Announcement DocuSign Envelope ID'75F39255-CEOB-4467-85BB-505CD5563023 `1 .i . id( L FRESH AIR CHALLENGE March 79-25 - Take a way..on nature's treadmill!Get outdoors ° each day this week to clear yaw mind' , Promoted HealthyHealthy "u'nl `°p� a.Get!„n t os r"' 3.Tract to exn 200 points t Habit Challenges �tr _` � ...� . .nr...e.so • CeS MINI MINI f Encourage members to focus on a new -r a' ~. healthy habit each month se •a.S1 Virgin Pulse runs monthly Promoted Healthy Habit it'Ree 4 ,_ "M1eY" ` Challenges to take the work off your plate°. Each Promoted -- a •Ms ^- Healthy Habit Challenge runs for 1 week of the month. 3 .,.•r.+n..ro.n...a....••r.rr. 0 .01 ..M.aa......,... t Y---....�..i.. re....0 1ii:i.i +roam.w..•m Digital and offline promotional assets are available on the UM __ The Fresh Air Challenge starts •.•..••.•.•Old.a.s.aa+.. rodeyl c..w..wa.�'.i.Can m.•.boo.a.. Client Resource Center,and members will receiveou 0.0 • • so easy of ^°r•a••• automated email invitations and reminders to track the Join the Fresh Air Challenge! r Wm r al "°"" '"" "` TAY •r•••a.r•..a...•-..... habit for 7 days. :V :••:5M:.:J.. e. An. 1Omn " ' (....-) wr.r•rw.• - _ ..1 mina a r.01*loom.,sna rulL ha now*.saw a.a•`.. .,.....r.•. ......,r.e,......�..,.. The Fresh Air Challenge ends - f today) .,,,,.,.i....•.n.•..d.....w C..•+ ��,..._ , ,_ 'Clients may opt-out DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ill MilrOM • • • I I I I Challenge Announcement Challenge Reminder Challenge Welcome Challenge Start Standard Team Challenges OM—ei-M--- ~awl ..*go ran Trra.wl rre.r.?NM rvrru Foster friendly competition any time •= '=�— _` 11111111111 Configure and deploy Team Challenges for your entire population,or to specific population segments. Choose a theme from our extensive Challenge library, • • • with the option to include a unique challenge name,edit I the rules,and change the image.Virgin Pulse will launch an automated,multi touch email campaign based on the selected dates and eligible participants. Halfway There Final Stretch YouoidlN Promotional posters and digital displays are available to ® aa. .i ® `w' download from the Client Resource Center. . Ir�rw�.rn O...L t�.�bl.rr DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 C t . Consultative & Collaborative Support Making it Your Own Custom Communications Catalogue ©Virgin Pulse 2C19.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ..;cin(Whiluhtud1i00ti Consultative & Collaborative ‘ q, Support ., ,, , . ... , ii.. Annual Strategy uEEG ` During implementation,you'll collaborate with your Client Success <` Manager to develop a 12-month overview of all program milestones, company events,planned initiatives and key dates.You'll work together to rle r identify opportunities to support your unique program goals and objectives with custom communications. ' Program Alignment . "VI_ 111 Your CSM will maintain your communications calendar throughout the 4I " year,providing insights and guidance that help shape future decisions Y- and planning. You'll work in partnership to ensure your custom „lb communications are effective,engaging,and driving your overall program , Nib_ , t Ilk strategy forward. l's 1111 Execution t. .`.. if Delivering the right message at the right time is critical to employee ` 0 engagement.Your CSM will be there to ensure custom deliverables reflect ',ry_ your unique messaging effectively,and help you pinpoint the best combination of communication tactics and channels. (,....,\i tg,n,L,I.E., ;.,i, A.I xy: A DocuSign Envelope ID:75F39255-CEOB-4467-85B8-505CD5563023 lops 41r •. ackabrM•• ;r; i I Low Customization t - HEALTHY, � ' ' "' EASY RECIPES Layout,images,fonts and header from Virgin ►\ Pulse Communications Catalogue K 4 . Configurable URL Makingit Your Own ._: , . „..y Configurable client logo 4l/q Configurable bullet points Flexible Annual Service Credit Medium Customization Find recipes •tra �i _y . DELICIOUS, Create a seamless extension of your company's brand and �j�y t E.P EASY RECIPES Configurable URL and client logo values with custom communications.Each year,your flexible ow _ • Configurable image,sourced from Virgin Pulse annual service credit can be applied toward any additional, ; : (that ev eryone Image Library non-standard program communications and campaigns*. '.. Font type and font color changes 'a d••••`^• ••••••• Choose a template from the communications catalogue,or ` Configurable content changes work with your CSM to build unique layouts and designs. i. Standard layout from Virgin Pulse Communications { Catalogue Some examples may include: !Il • Copy changes and rewrites to standard communications; GO FURTHER 1 High Customization • Translations or localization of content WITH FOOD HEALTHY I. .,.,4, ' , MEALS. - ' • Custom imagery and layout changes;or k_• ,. Custom photography and graphic design • Development of non-standard,client-specific marketing Custom layout,image size and additional copy and communication collaterals 41111 r Custom colors and fonts CHECK OUT ' `4 TASTE THE ZJPONGO. • DIFFERENCE. '�" ^ 1Z .The number of professional service hours required determines how ,... much of your credit is applied towards each project.Annual credit cannot be rolled over or used toward any other professional service. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 FORGET A. .. CHOOSE YOUR OWN . � VENTURE SOMETHING? r •-•� . A Custom Communications A 1 le ,f4 i .: Catalogue w . . .,. . 1.=. ! r. CEEB CL-- . _ est__140:6..._iii %,h,..10104 .4° S6. .tII: Available campaigns and design templates . , __ 11116410.. . One you've identified your communications strategy,your CSM will guide you through the design and delivery of custom communications.Virgin Pulse has an extensive SCR' ,c, ` library of pre designed assets and campaigns to highlight .. '„ / # .47:'' a variety of organizational initiatives,including: ONSITE BIBMETRIC °'" riT. :,..,' BEAST MODE OR SCREEN x .y 1; ; BABY STEPS_ yam. ICT-,C1,21 _ I tree :amg 4/ ..Iw. ,..._... e,• 'L the • Rewards&incentives • Holidays&special events — - pare eihetig -_- ,•,,. goals are personal • Biometric health • Health coaching D O wg«ti.r screenings • administrative messaging . cme • Third party program ses4 ;.' MIN=A ,,i1:_.-=E.7-,.-.:77-- i ._; 1 . . ,R 4. partners ppmr ! YOU I� r DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 C t C t • Appendix Work with your CSM to develop one-time reminders or strategic campaigns that drive awareness around program features, company events and organizational initiatives. ©Virgin Pulse 2019.All Rights Reserved. DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 GET READY TOR THE NEXT TEAM CHALLENGE' it ADVENTURES IN AFRICA q, July XX.2019 SIGHTS p(uI �T'5f^ WE'RE GOING TO THE WILDEST PLACE ON EARTH' ' THE SIGHTS ARE WAITING' Virgin Pulse Team rythyse gernAf from ne nospaaoly or he Alncan people, to the dese ken a team and step around a�0'♦n lwests.to rthe to XXXaorrr, of e.cr WALK THE Challenges w IUh,e Come along and see for yours.' the work!Each wonder t r And earnuptp and see efor �sabwMoppingwonderto ,. _.� WONDERS eapdorode°p 5 , • cm.= 7-7e I, . 't -' _ ifrsr .,t the mobile app.,' T a 4 f, c SPRING r 'lea�-.1 DEPARTMENT • CRUSH ;; f ;, STEP-OFF STEP RIGHT UP! . You're Sc A LE THE toughest hikingterrain.th one worlds one peak I at a time Join a team, ITSSUMM race to the top,and earn xxx points! SPRING IS IN THE AIR! iriINK YOUR WORK CREW HAS WHAT IT TAKES? �. Get a team together to catch this season,- Step right up to win serious bragging rights • freshest challenge and earn nor points! and earn nun points! Visit the mobile app-' Visit the mobile app or .... - Wide ,.,rr.,,�-- om ..: membecvJrginr: - ®t; ., aan® ' *lace ;.xh liill DocuSign Envelope ID 75F39255-CE0B-4467-8588-505CD5563023 Social Support --_� Virgin Pulse irmik social groups • E ,' s What makes getting 1. t healthy easier? • ' '" Friendships. mime�• What makes gelling healthy easier, 1'a��. .M • ,yy�.....—�� lambda Setlsl Inuis awrn..o+r — owl Mule era.the teams ate lakes Oast watts SPREAD THE HEALTH tett saaeb pp t"baM.we Meryl WITH FRIENDS •se YOUR LOGO CM.IMMO IIMMINIMEM Imagine a workplace full of like•minded.health•driyen social groups,where you nwtivate and support each other, where accomplishments are recognized and celebrated _ Now that's a healthy workplace • MAKE NEAEENYDECISIONS EVERY 0Sr • _• �- :`•"_ "--- tag lat•tear"•v j YOUR LOGO w.w..e.taale.wrw...d�raean _._- MertelstoZtlNatt aaadNMINIMaMIIONd NI IdMNay — AINNMMNNNI•MIlik _.__ _._._•____ YOUR LOGO Mi_ L COMPANY Social Groups Friends&Family DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ,!ci;i ppelitl,x YOUR LOGO Cal Virgin Pulse Journeys Journeys heady to make chengea to your health? wea.o.w awrYw WHAT JOURNEY ARE YOU ON? -------•— ,• ,_. Get on the path to better health .��� —� __ _ •__ with our new digital coaching tool. ' - .......0040%r ✓IEw • Introducing Journeys',digital coaching that works �.. `4 Want to get a Dotter night's sleep'To coercive more' —7------- ®� �� t Better manage stress'Now you can use Journeys to make 1' ✓,� simple,everyday changes to your health,one step at a time _ .. �....... . Get a boost of motivation,read evidence-based lips ^,� ewe.. -and start experiencing real results r Sign iM0IM Wags Niue app or wedaae today ✓ IIIIIIIIIINIIIIIII way to Wt.to 1...sograhocarn o.awPMe mob.su 1.1.EMI , C1 ' - e DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 RAISE YOUR SCORE, RAISE Y�UR SCORE, •• �YOUR HEALIfl RAISE • Get apersonalizedsnapshot Virgin Pulse Surveys ..e rill limnII.arv,�gl.-,eys _ fi of you health to see where Heart Age Lifestylesurveys you stand and where you can ka improve to be the best you• MINIM r.,, i „ >a•wvi ow nw... YOUR LOGO .o 'r HERE YOU STAND �•" ..;�e .Wwr•r.nrrn � � G.r.Gw...p.haayov h..lmt I . >W w , 1 4 f • SEE WHERE YOU STAND •• —� -Td.:'., . c 0_aar.0 Lifestyle Check out where you ve y� a t a . boosted your health and -- •_- saw x...*�•a.•gr j where you can keep __---_ ___.__ �- improving •- + A r 6• !NI_c a • ........ ill[1t111 y}I lbwU Sdcbg9 0••a aM r.ra rein•barab/FM/tong.. {, Per r.�_ Imo borwrraw.-wmr•..an .A.w Lr+�Old•o, • ` ~ I cw.. s....,..w...,,de�...ow +.•r.w.u...rw.nrwr�rrre y w w® s ® •• • leeb.b P*'4obp..."ar•mow • nlrl0 It.. 0 , WM Y.�__® �,. M �� DocuSign Envelope ID'75F39255-CE0B-4467-85BB-505CD5563023 Virgin Pulse nutrition guide Good -- nourishes you and gives you energy. That's why we've Virgin Pulse Nutrition adeNllghealthy e= L arthanev.r. loas Guide � v �"a�m� 0 YOUR LOGO 4121. ____ 0i:tilt: .0.:.4 i ' __ I. /11 e�J , --�" dr Your most Important nutrition questions— answered ... . I, •Get tip snea ,tr. YOUR 0 0 �, YOUR'• NUTRITION GUIDE NUTRITION GUIDE ry 74 " li Ail pwr trootthy eato q,RtG rS--er;.,p8 A.rp-nwptnr eenrig WMstDm-answered DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Virgin Pulse ` sleep guide Vn Pulse 3leep -, .._____,... -__. G u i d e a.n.a a.rw„on ..anemat�..+, tl e{U WS ,.40 E, r ...................r.+.rwrr..�.wo..,.. - e. 11,,..: - , s '�/ �® ,.. :,...,P 'jilf"'? - it 4r,,-... „i„E..,..., ,. . 1-,,,,-, . Al :..s t'' I ,, .f It Need more shut-eye? - our Sleep Guido Call help. - 4 •• NEED MORE NEED VURE SHUT-EYE? `. ,y J., 1 SHUT-EVE? • - ..-a- -- OUR SLEEP GUIDE CAN HELP. Orlon.Mita OUR SLEEP GUIDE CAN HELP. • �.°" —� " .. It II help you track your bedtime routine and • ! w""..a nightly sleep-and get more Zzzs for good. • It'll help you track pour bedtime routine and �.... ; rnghtly sleep-and get more Zus for good. wrrup........•uti.qr y Get.r,n.at a.r . ...c.w.o... .- -�. -....... ...n-.ere lwaq b p r. ...unJ.wpr.wm ` I _ , __ lash• DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 mane. phone = �- Virgin Pulse Live coaching -- �_ Goaching �. � — _ -_ .�....�� _..�. - am= ..erennke.arrermane met or ere......10.11nee•no rs.rrr.�...••••r•w� am. le• • •Ill 1:11=MM. riming' r.p, a,c,. sapponYlrE•pensormany My mill.rrlet•mrrn CHANGE YOUR LIFE e �1�'a�✓-�._ " °� '•° " WITH A PHONE CALL •___._.._ comp,Gel `�... i COMM,Wing M.A.m... Whether you're looking to improve your eating habits,sleep better,or manage a health issue, O. .M.....•.,.. ..�.r like diabetes—our health coaches are here for you And,they're only a phone call away. Q PROGRAM DETAILS ►: , Sd 'rdukacalltx �....._..a • Talk to an expert healthcare professional. • Get a confidential,one-on-one session to discuss your goals. ICIER9 P'`°coo* C ` - • Hear motivation and guidance—all at no cost to you. 1 Scsed.k a cap IOaar by nsAing<INSERT URL>' DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Onsite Events & Gomany Initiatives ii/Sc ma. Seriously healthy. LIFECHANGERS • Seriously fun. YOUR LOGO CES YOUR LOGO wh at,s Make yourself a priority, eYse_. A better you is just a few steps away. UFECHANGERS 1 Your fior . y We're coming to you! Share Your life-changing healthy habits What's your story? Sign up to Virgin Pulse today! Mars onu your wai...moor .ng program anrn d au,ue eveyount Learn more e and inspire others to do the same. Go to vugutpulee corn or download the rip(' about orn mina out on pomp the raffle ror an aa74rg pnze! Your story can make ads ry,,x c.+.p."y0'Oif'800 tO— Y 10 1 "n0pp"emery front the App Store or Google Play Wadnaad Joy 27 iota Pr M nw tore es µ _ 0.r ,n xV r ✓Mr sin nv ,b ohm remover ra m w M...r,a.m a.e0 a..to 10:00 a.m.-YAo p.m.,n the Seminar Room _ We hope to see you there! Cremes aoowo a lw twee r atn..W earn r e In w0.W1,r Mob' " to,.inn row a We rtlop Nr'rdw IMMO 3,_.rw sem or w x ana rams.eras mousse, M omme....P.IhKerskre a,m+a.rMr CO •.rs.Mr, trm E 5lbmyGI Cry alvfprolisecamtileth is li App Store GooglePlay j C15^. 5 °'GOadr pW DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 - ELL , MINDFULNESS Be calm.['.:focused. YOUR LOGO -2. Start Virgin Pulses �9' mindfulness programs today. M todr; You'll get instant access to u�,ii.� • '` ille Virgin PUIsU Certified guidedvideoandooand sessions to down, and• �jt i ' powerpowerup ra,...r•vw.now program' �� � l '! '', x powerlorward. '^."""' Partners _ �"_T=�M���� Looking to pn>Go to son v.,g,npuise.com Of Ile Vap,n Pulse'noble i V P ONO Mindfulness and Resiliency Training DON'T SETTLE You'll thank yourself. Whil FORTFE F. (So will your coworkers!, Pro;ting you Flu shots are available YOUR LOGO COED t ,- to all employees, right here on-site. \wellna-ss _. 0 Schedule yours today! O _ ., 00 ALEX by lelyvnwn R • Good health starts here .u...✓.r..r.....rr.... 4 ® .ir.an rw• mow W.I.e.r.w••••. 5 H 0-1Me. Om.St vow �welleess LU N�BF �� .p...r....r.....+ II.rr Onsite Health Screenings vim. " . 0 WCSimilli farwo5i.n ►azv.l., Benefits Navigation Jellyvision ALEX DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Translations . , IIBERTE 0 SEU VENCEDOR INFERIOR VIVA C O M SAUDE,U D E, _'be..�. C011�i, �{ ,,.. ..-. .,. AS A DES]..EPA F GANHE PREPARATE , ► TIR A i RECOMPENSAS IVEA Insaeva-se na Virgin Pulse h' 'S. 1 • • ln.uem.,e.VOW...Ise o.,.WO.d5 501 YErMmii roe do veva.r.wm-e,u vamp sa,...,•.4,_, ..rt.c.,ao.,aE'.1^.ae temaH.r-..W w,w'moms.,w,.ye., ... .w caeroetaEas macaw,* w,.a.,wwe.e..n+o+a....m.e�....:.....a...u+m�... .r., .w<.,alx.ema x mgr.w a...,,._. U ...p..<COMPANY NAME,el<OATE a •.,• .• •••.• •tl •.' n+ ..m.r..w mi. � r........� ���� ... ~ .., e... MO DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ir aat Reporting ©Virgin Pulse 2020.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-8513B-505CD5563023 Virgin Pulse Contents Analyr & Introduction 3 MeasurementSecurity Framework Repo rting a Reporting&Analytics Capabilities Overview On Demand Analytics 6 Reporting Overview Dashboards Reports&Tools Admins&Access Client Business Review 15 Virgin Pulse Client Success What to Expect Curated Delivery Insights&Recommendations Claims Data&Insights 21 End-to-End Claims Experience Gaps-in-Care Reporting Claims Data&Insights Claims Reporting 5 Virgin Pulse 2020.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Introduction Mission Critical 111 Business Outcomes performance Intuitive analytics tools and strategic support help you measure program impact and optimize for success. Organizations around the world,across industries,sectors,size,and with Direct cost varying population demographics,consider a range of key performance • saving benefits indicators to measure the ongoing impact of their investment.We partner closely with clients to understand the metrics that matter most to them,and incorporate solutions into their platform. — Our comprehensive measurement framework is adaptable to fit the • needs of any organization.On-demand self-serve tools,coupled with • Individual health support of Virgin Pulse Client Success empower our clients to make data- &performance outcomes backed decisions with confidence. 0 Individual Important behavior change Metrics DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 : TRUSTe ;•~: Privacy Shield * * * Data Security Framework * ;w Virgin Pulse is the global leader in information C aD A L F I R E 15027001 CERTIFIED ISO security and data privacy compliance. Protecting member and client data is one of our highest priorities.We maintain and adhere to TRUSTe Privacy Seal comprehensive corporate policies,certifications from strict global information security standards,and EU-U.S. Privacy Shield Framework compliance with robust privacy frameworks.Our n.,.gtt :4„4e' commitment ensures our clients—across all industries,sizes and locations—know their data is in Swiss-U.S. Privacy Shield Framework safe hands. EU General Data Protection Regulation (GDPR) APEC Cross-Border Privacy Rules (CBPR) APEC Privacy Recognition for Processors (PRP) =R 3wx ISO 27001:2013 Certified Multi-factor Authentication rse Virgin Pulse 2020.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 On-Demand Analytics Rewards Driven Data Files A suite of intuitive,self-serve tools help you Rewards files allow you to evaluate usage from a Virgin Pulse measure the impact of your program in real rewards or incentives point of view.These reports time on your desktop or mobile app. can also be used to recognize members with off- Reporting&Analytics Capabilities platform rewards. Client Business Reviews An intuitive suite of Virgin Pulse reporting tools offers Receive a detailed analysis across all your Third-Party File Requests powerful insight to strategically support your health program data to evaluate and uncover program File extracts for third-party vendors are used to and wellbeing program and overall business goals: highlights,trends,insights and opportunities. evaluate member participation or measure outcomes. Review strategic recommendations and detailed These are sent through our secure FTP network. OReviewed by our internal data experts for action plans. data quality and integrity Outbound Eligibility Files Claims Data&Insights File extracts can seamlessly be sent outbound to OTrusted and used by hundreds of clients to Claims data provides an experience that third-party vendors through our secure FTP network. evaluate engagement,eligibility, program addresses the whole healthcare continuum for outcomes and performance your members,from healthy living and prevention to condition management and Commonly Requested Data File Extracts OEngaging and easy-to-decipher reports reversal.Claims help drive cost savings and ROI Our commonly requested files are extracts modelled support moving insight into action for our clients, after our best practices.These tried and true file extracts will provide the data points you are looking Proven value to identify keys areas of focus for across many areas of your program. Oand to support discussions with clients and Gaps-in-Care Reporting internal stakeholders Visualizes population compliance with care guidelines and incidences of conditions that Platform Report Archive could be trending across gender,age,or specific Standard reporting for billing,member activation and location.Uses health assessment,claims, subsidies are provided on a monthly cadence.The coaching and self-attested data to enable data- report archive is built right into your Virgin Pulse driven program and benefit decisions and admin portal. bidirectional sharing with third-party partners. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 On_Demand Anaivtics & Reporting Overview At a Glance Additional Dashboards Dashboard Tools Reports Reporting Tools Report Archives Admins & Access ©Virgin Pulse 2020.All Rights Reserved DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 u',PUrlii Id,lliAfldlyI,,, At a Glance ee A. On-Demand Analytics Rionit,Py SO .1r11{1,4 Overview - .. V____,---- : ,-4,7;<4.-.6...s..,,,,,,,Ae ....tix...-, - 1 - A suite of intuitive,self-serve tools help you ....1 I Ijil measure the impact of your program in real <"/ P �l time,on your desktop or mobile app. t PI f/l il// On-demand aggregate program �=-= r4 °S,"` all analytics and reporting across 100+ 014v...on.,e AA co,w..�+ Quarter,lere,Coryk,m metrics t 770 'MO .. opics T Extensive filtering and segmentation HRA a options to quickly drill down on »wvm..rflrom members cwryp«.an.axn Mix w....eitOMAR SO le.ttleclrw.a important data � — �.e.�. -- .�... . OData display and export tools to 1 'i easily share insights with internal ........ w«r, stakeholders w NA ;e.,o w° ._.T^ -_ -- .. _. _i ll \.., ) CO Virgin Pulse 2020 All Plght.<Rese,.: DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 On-Demand AnalyTiGs At a Glance At—a—Glance Dashboard Monthly Enrollment Monthly Engagement Percentage Self selected 899M 87C At-a-Glance is your analytics homepage and your 167•1 l, q° °" o" a first stop for real-time program insights across t t enrollment,engagement,member progress and , rewards. f r O Apply filters,export,and share �. _ ° • — i' the dashboard s;s a/¢,e 4",,/Q 4 ' Shen*, •��n..•w aPoe 44444e444444 s'4444R44444 •CaerhumA..' e ynrn�,.�uw t+vn. •ten OOpen reports to drill down further -• • and explore wally Year-to-Date WA Completions Quartet/Level Completions , t a Glance x EreolYnent t. p ► y/4! G' View Page as Sl.deshow Engagement Percentage in Export as Pewee-Ponl •5.8% titb, Turn on Page Plhtrs .. . .. _. ,..I w.... .. ... ".. • ." Expand all Collections i Collapse alt Collections -- - DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 On-Demand AnalytiGs Enrollment Levels&Incentives Additional Dashboards "Enrolled"employees have created a member Learn about members who are"in the game."This account on the platform.Filter data by time, dashboard showcases individual attainment in the organizational hierarchy,and member platform and reward earnings. Measure aggregate outcomes and track trends across demographics like age and gender. eight additional program categories.Each additional Engagement HRA dashboard contains a collection of reports specific to that category. Understand how and when members are View completion rates and data collected from interacting with the platform with the Engagement Health Risk Assessments,like the Virgin Pulse Dashboard.Engagement reports reveal trends like Health Check or MyPulse surveys.This information f mobile vs.desktop usage,member activity provides baseline insights on member health,as _ tracking,and reward triggers. well as risk profiles and readiness to change. .mArty.,re, pe,r, ...... ... Topics Biometrics earn ieae!,q.orteny, ' S The Topics Dashboard helps you understand your Analyze all validated health information collected I" `" "— employees'wellbeing interest areas.See which through onsite biometric screenings,health -- ( — -a,�.�.,�..ae..� topics are most popular overall,or by office stations,or voucher-verified physician screenings. — location{ location or business unit.Virgin Pulse provides Measurements typically include BMI,blood • • content across 13 topics,including nutrition,sleep, pressure,cholesterol,glucose,waist '—""' mental wellbeing,financial wellbeing,physical circumference,as outlined by CDC biometrics ,„„„y MertensW0we.wee activity,productivity,and more. standards. _ • = • - w J i Challenges External Programs J J Explore participation and retention trends across Data from your third-party program partners, members and teams and filter by time,location or integrated via SSO or secure file feed,reveal which business unit. of your other employee programs are being used through Virgin Pulse. „ _ .. P,Ghts Reserved. DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 ow many Ot CUr rnemb,r Jr¢engag,C' On-Demand Analytics t 3 frelemem Dashboard Tools Dashboard Tools reveal answers to deeper questions about program impact. OExpand or collapse data collections to kr_. Pt,,,.s rj„roj+ %"+,r+ r',444tei focus on specific 1�rt�,• il,�ililli fiMi tt3,it•ls�aeArp rliiissn f eegiiiiii 44•e+i.e*t e e insights r • - Q View Page as Sudeshow Apply filters to ally„wa Q3 Export as PoeverPoint the reports within Wee the dashboard, Turn on Page Filters .— export and share ..,..w..ee..,.•e. s.e.wwP.ex�..r,. .._._.. Expand all Collections ....1.rrwwo�ee .raeo+e. s+• ...e. 1 ': <'` fs..'�is.jl .` Collapse all Collections ._ 11111be Peru.o/Member..VbgN the Melte .„,,i /, fill f / . •..drne.ro.n • J DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Sample Report(Desktop View) Dashboard:HRA Report:YoY Stress Risk Distribution-all '"less A u o Rnbuua 0 N • On Demand Analytics members ��- """° deal . Reports , . Reports enable you to answer deeper questions on — demand,compare and contrast employee populations,and analyze trends over time. "' Sample Questions V OWhat percentage of members are experiencing -- high levels of stress in 2019? Is that higher or w°^ °•f" --- id lower than 2018? ....^ ontroy Engagement • . ® 1, OHow many steps are members averaging per day this month? • O Are with membersthe becoming more or less engaged program over time? 111111111111111111111 III l /4/4'/ililli u A M _ .. _ ' 1 . ♦ . 1 • t •1 w M+1 Y h Y ' •�w+..n �^• ' Sample Report(Desktop View) C J Dashboard:Wellbeing Topics J Report:Average Daily Steps per Member-last 30 days Sample Report(Mobile View) Dashboard:Engagement Report:Monthly Engagement Over Time DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Data Visualization&Displays Un-Demand Analytics Easily toggle between table and graph views to T ID f' preview or change the display,and choose from Chart Picker Reporting Tools 15+charts and graphs. . oat al III Filter&Segment Show alter; . .°`ww x .,xw, t:,.;.a.x..,._WWI Ina age,.n Add,remove and combine a variety of T lit fr ...,il . r' ,..t' III = It filters to capture the dataset you need. ,.. — • • " k 0 • n:onmwx by Age G•ouo c t,. «.r x.r.a .ww rx�xe W ilk.. hat v.o. «.• mw r...r •.rat .w ttwa x.or.o...s '' —Al III il. ;a twat._Omagh t~by Grath, x,00. .00 • • , ` 0 • Share Insightslir weedy Engi rat Export to CSV, Excel, PowerPoint,or print. v Send/Export + x... at... ... m+ x• .» -' a ' .•+ Export Enrollment by Age Group CV Fnnt Excel CSV powerVmnt DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 On-Demand AnalytiGs Report Archives Virgin Pulse uploads member data extracts to the Client q �,µ on Admin Portal by the second of each month. Report Archive Report Archives provide member-level data for easy record- "" "'� '"„ '" keeping and invoicing. 1P0.40. ""'°""" .................•.._� Isl. calk Maim...... .....,..w........rn. Ziela OF u..,.m Mar..... ...,.._..•._..... , ,.,. Non-standard platform reports can be requested through ...ON r—a w^- --.- "WO your Client Success Manager. <<...,. ............. ......-...... :..- .,... —r-... M.._r..rr....rw..r. ,... Eligible Employees Non-Billable Cash Earned ." ••••"1,•1.111•0.,10•111•NUMI" CD' : CV ..:c.,m a.,...". .._,....w..,....,..... wow a. al Devices Purchased . � � � OM C) Member ActivationCD' ray. Billable Cash Earned C) Member Demographics . , 4, Sample Report Archive DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 On-Demand Analytics i f a ' .2 n. �T 9 0 �p Admins&Access ei . ........ independence Day Offices Closed! M... Admins access the analytics homepage directly through a Or .d.nap t..�.v.aybp, "°' drop-down menu on the Virgin Pulse homepage,or from the • w. Virgin Pulse mobile app. -•-- 0 f.:110 The super client admin grants admin permissions .•- Super Client Admin across your organization,including analytics "°' permissions. G gm User has access to the entire sponsor as well as the m Client Admin ability to provision or delete analytics access.This role tocaNwEarEa should be limited to a few people within your im organization. Reporting User User can be provisioned for analytics access for the 111 entire sponsor,or a specific subset of the organization. .b �.� User can view and download report archives.This is Report Archive Admin useful if a member of your finance team,for example, _ needs quick access to view invoice back-up reports. 11.390 DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 Glient R ? Review Virgin Pulse Client Success What to Expect . • Curated Delivery • Insights Recommendations 0 Virgin Pulse 2020.All Rights Reserved. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Virgin Pulse Client Success Team Client Value Map The Virgin Pulse Client Success team follows a consultative and Your priorities and program data,along with their expertise,will inform collaborative support methodology.The Client Review is a critical future adjustments or enhancements to your program as your part of the process,and a key time for in-depth analysis of data sets organization evolves. and KPIs. Vision Your organizational mission—the why behind your program You'll collaborate with your Client Success Manager(CSM)to develop your client value map.Together,you'll define what success Values Your true north—the guiding principles that inform your decisions means for your organization,how you'll get there,and how you'll Program goals and outcomes that represent success for measure outcomes along the way. Objectives your organization Your CSM will be there throughout your partnership to provide Actions Strategic plans and focused activities to drive progress toward guidance,insights,and recommendations that ensure alignment of your objectives your business goals,and ongoing improvement of the KPIs Key performance indicators that identify and measure program impact member experience. Discover 0 Develop&Implement 0 Deliver 0 Demonstrate Value 401 Consultative and Collaborative Support INNEmy DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 EXTERNAL PROGRAMS DASHBOARD 33%OF MEMBERS ARE DISCOVERING OTHER PROGRAMS THROUGH THE VP PLATFORM Client Review 125,728 EXTERNAL PROGRAMSMQNTHLY REFERRALS • ". ... x l • •,.,,.;,r,.__ u'I TOTALREFERRALS What to Expect • III TOP S PEREORMMNO o Your CSM will present key findings and 14x PULSE NUTRITION recommendations to program stakeholders. Eck C `fiS W1& fl(HSP) Mil l ILL c,,Props',I Vaw xerufils aesowces At the end,you'll have a clear understanding of how — II .■MN mil ■:li RE ClemProgram= your program is measuring up against your expectations. Exhaustive,detailed analysis across Sample Client Review nllllll Program Detail:External Programs all your program data RECOMMENDATIONS SOLUTION:PROGRAM PAGE REFRESH - ~ : O Evaluate and uncover program Identify any potential additions to PROBLEM:EXTERNAL0 MONTH the program page,and determine highlights,trends,insights and PROGRAMS reward Integration ALMA Determine mix of marketing channels opportunities MONTH to promote newpmgrams/eami"g Sample Client Review CONTRIBUTING FACTORS. opportunities • Few programs integrated with Program Detail:Recommendations Virgin Pulse Establish baseline data for existing • Points for participating In integrated MONTH programs to benchmark the Impact m to improve employee access to Review strategic recommendations Programs are below best in integrated added programs on overall utilization • Static°'ogrampage External Programs and detailed action plans La A..l DocuSign Envelope ID.75F39255-CE0B-4467-65BB-505CD5563023 EXECUTIVE DASHBOARD PULSE SCORE: 093 Book of Business:89 Ghent Review Industry:92 ENROLLMENT&USAGE QINCENTIVES SOCIAL Curated Delivery 62s•3.4% 64%•42% 82% •ZI% 78% • trya'mmtFmnrtMPW'✓naq .. .. vvrpurwp.i�•en Your CSM will tailor your Client Review to showcase the program details and results that matter most to you. EXTERNAL PROGRAMS CHALLENGES (h CULTURE&SATISFACTION 22% Al2% 3996 •2.8% 23 A34 Executive Summary program results,member .. . " Dashboard satisfaction&engagement Wellbeing Summary employee health and wellbeing Dashboard outcomes and changes Recommendat Opportunities for improvements or AllilM6 changes and detailed action plans PULSE SCORE ion Summary Your Pulse Score is a key insight that Insights Detailed analysis on the program details represents the overall health of your Book of Business:89 that matter most to you program.Your CSM will share how this 3compares to other Virgin Pulse clientsIndustry:92 Product Review planned Virgin Pulse innovations across our book of business, and specifict..9 ��I Roadmap and program enhancements to your industry. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 v SHIFTS IN ACTIVITY 48%DE MEMBERS INCREASED OR MAINTAINED HEALTHY STEPS AVG tv rc OE HIGH-RISK.INACTIVE i 53% PEOPLE ARE MORE ACTIVE Glient Rev iew SINCE JOINING Insights&Recommendations — - --- -- / 6 OEINSUfAENRYA6TIVf 1\ 32% PEOPLE ANf MOHEACTIVk __ SINCf JOINING RNAt it e EOP Insights reveal the health of your program and the i 53% OF MAINTAACTVE,NINPGTHEIRRLEAREEALTHV IEVEIS impact it's having on your employees—and your a business. USAGE:EARNING TRENDS „U,,,,, AM,P%2:aR. ,.4„41 ,Cu, S,r ,, THE MAJORITY OF POINTS ARE BEING EARNED THRESH ACTIVITY • Sample Client Review OInsights are supported by historical trend data, Insights:Shifts in Physical Activity • industry standards,and Virgin Pulse book-of 11111- business comparisons OReview the Virgin Pulse product roadmap and SLEEP DASHBOARD discuss innovations that could support the 60%AVERAGE MONTHLY SLEEP USAGE evolution of your program Sample Client ReviewA 61% '^;:,°;;:�P 59% �� p GU96 CHANyEi LEEP OSAGi Insights:Usage-Earning Trends % iH�PEAR ®61% `%' :"'- .,-."_` 4,-7 23%.•..,-.' MEMBERS ACHIEVING THE • •- -- ®M .a h.,, HEC MIGENOEO LEVEL OF 49rc A NEEPNGHRY I 0 OS teem^urn, ').9Iwun) I I 0 is .6.,,.a,w,: 73 AVERABE NOHill I O is r••v-wa,.. EE[PHOURS vom,wewx x us,rxawt 91.111.1.211. ,,,,,q,- LLU Sample Client Review Insights:Sleep Dashboard DocuSign Envelope ID:75F39255-CE0B-4467-856B-505CD5563023 Client Review Insights&Recommendations Your CSM is continuously assessing program data and analyzing it against your organizational goals.During the Client Review,your RECOMMENDATIONS value map will guide any program recommendations made by your CSM. SOLUTION:BOOST ENROLLMENT Evaluate effectiveness of MONTH Champions program- Compare program outcomes,trends,and contributing PROBLEM: 5� %6Et0w • Meeting frequency/attendance Discover pp p ENROLLMENT TIEAIINDUSiRVICOAE factors to identifyopportunities for improvement Number of champions per location • Potential re-launch Develop& Pinpoint actionable,strategic recommendations based CONTRIBUTING FACTORS: Define/re-define the role of the • Minimal uptake in newly eligible MONTH Champion and build out recruitment Implement on proven best practices aligned to your goals populations plan using the champions charter • Visibility to new hires • Disparate locations Discuss potential reward or incentive Revisit your Value Map to integrate recommendations • Champions network'fatigue' MONTH for Champions and/or incentive for Deliver and update action planning achieving an enrollment goal Demonstrate Continually report progress on your KPIs to measure Value program performance and impact DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 CI . Disci . ht End-to-End Claims Experience Gaps-in-Care Reporting Claims Data & Insights Claims Reporting m Virgin Pulse 2020.All Rights Reserved. DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 Claims Data & Insights End-to-End Claims Experience Claims Ingestion and Relationships Concrete VOI and ROI Active relationship with over 70+ Dill Create real value and driving meaningful clients and carriers to ingest claims ) outcomes, insights and analytics utilizing data and deliver deep personalization, .i claims, health assessment, coaching,third reporting and analytics. r '4 .At r, party, biometric and user behavior data. Jiii - _ A , 4 , ,„.. . , . ,„ , , " , Deeply Personalized Engagement4* �fl:R Condition Depth and Analytics Provide a personalized, relevant and ��%%��,, ' Help members understand, manage, mitigate meaningful experience for each member `v' �1 and reverse a broad range of conditions. to drive engagement using claims, �- 111411 Provide insights and actionable data to behavior, coaching,third party partner sponsors and third parties to create plan data and more. designs, incentives to achieve outcomes. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Gaps In Care Member Experience Overview Personalized My Care Checklist dashboard to help members stay on top of preventive care and health MY CARE CHECKLIST `9`" situations. , IMY CAM[WOWS, . I Preventore Care Flu Shot t rr,e <tr,ea are rer.,m,nenaeu bawd«,your age and se. Year O Provides powerful personalized annual a `dn,ileeeee" i Preventive •eenole.am,sd«u once«n.Cea year vw care guidance based on health se aCtvmet are reC, "ed on Q„eJt"`hetk"p eetn„ed.'neoand,e°`dertnt cheeks teeth and �d sea. tryaeW tet.ay.i to)s y gums tor any changes vote your�u evt assessment,claims and self-attested data oft Health Checkup Poo.dental and or"ea""fan lead `°anef Neagh Uenidl Checkup -mars ssM a's a good dea to keep on tra' ir Uo to 0..Z,.,Is AM Q a si Mur dental awls 1 iq to ate ,,:sear nt.2., O Engaging experience and integrated e k a t Fk,:':/ Completed Appointments rewards emphasize self-management to ° Q.Health Check silo.voon.cata,snot add the ate to > met.«.nt Cemp»te tn.Kt„t, ku apOorWnent close gaps in care to avoid illness,absence °s' > 0 add�pp�nt,e«date realL and health situations O skin Cancel check ... _ .. - Dashboard dynamically responds to - nc chronic condition diagnosis and self- Pop Test , reported conditions to provide annual Health Situationscare guidance to understand,manage, t,r,e.a ,eCCn,mendtd Cased do mitigate and help reverse broad range . r,nswanre company avdurI men of conditions '\ „.., DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 GasInare ^, .. Ghent Reporting&Analytic$ ,yc CDNDIiIDNMANACEMENiCOMPIIANCE 34 38% 11 31 Visualize gaps and conditions within your population to make data-driven ti program and benefit decisions. Y Gaps-in-Care Solution empowers you and your partners with preventive care and aCIVIGIAMWW1 chronic condition management compliance aligned to HEDIS®measures and the • United States Preventive Care Task Force guidelines.Data set includes health • • assessment,claims and self-attested data,ensuring robust data viewpoint to help • you make strategic decisions to improve compliance and health outcomes. Rich claims data&insights enable: -r Cr) Optimized program design OGreater personalization to drive higher engagement, lower health costs and better health and wellbeing outcomes Insight to Action Reporting suite surfaces trending conditions in populations across gender,age and specific locations to help you quickly turn insight to action within the Virgin Pulse platform to close gaps in care.The HIPPA compliant dashboard provide insight across several key areas,including:Chronic and comorbid conditions; compliance;and risks,conditions,gaps,and gap closure trends. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 It11i1-,b6la r�t;iStyi l,. • Gaps In Care --- —•.... 84.629e 11 69 Dashboard Suite ... Your CSM will deliver Gaps-in-Care reporting and provide strategic guidance to move from insight to action.Gaps-in-care data can be bi-directionally integrated --- ...-.-.- with third-party partners. • Demographics Total population detail including gender,age,data source, 1 Dashboard employee type,location and more - Conditions Detailed analysis of condition prevalence(claims and self- :_ reported)as well as condition distribution with ability to Dashboard filter imili iim Summary of gaps identified, members closing gaps,gaps Gaps-in-Care _ closed and trending gap closure rates between engaged . ._ ._. Dashboard and non-engaged members • Condition Management Detailed condition compliance reporting for chronic Compliance Dashboard members by condition - l' 92% Preventive Care Total population preventive care compliance across = � I I . . . • immunizations,general health,cancer screenings and - Compliance Dashboard gender specific preventive exams Ill II III 1111 El III 111 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 t-i�alr Ladd,Id_rul e. Claims Data & Insights ....Y.,Claims data that provides complete visibility into your population's health. . CLAM COST Claims integration allows insight into valuable data including claims cost, 9r hp bpi PION .. ._ ..rr. healthcare utilization and member compliance to help manage your high risk and high cost populations;and make strategic program • �-r- recommendations to improve health outcomes. • • • • Rich claims data&insights enable: "" - rr NM r0 r9 Mt In r r rM OM r. MOP VAN O Optimized program design 1�0141. ;m..CluawC09IorMOW Rm. May r as r • r r• MON MO rOY r•. O Greater personalization to drive higher engagement, lower ,. o ,w=, ...aHINT 1011,6 r • health costs and better health and wellbeing outcomes ra MY,' Yr." A Drive successful health and condition management with a 360-degree view: View your population and drill down to identify trends.The HIPPA compliant reporting suite compares claims incurred by engaged vs.non- engaged across several key areas, including:Cost metrics;health service utilization;chronic and comorbid conditions;compliance;and risks, conditions,gaps,gap closure trends. Image of new user interface launching October 1,2020 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 li,,,lio WGl'i.I.iu'- ►.__ _. &4, CLAIMS COST ... hp UV PIM ......... , ...... Claims Reporting •A,` Dashboard Suite ' " �— - e_ e� Deep insights help to empower data-driven decisions critical to impacting the IOW Ciute cell er Neal highest variable health plans and employers face,healthcare claims cost. - -^ - ND as Ms w. -. — -A WO Y. wow Population Total population detail starting with members and claimants - to see number of eligible with claims,engaged/non-engaged, .v„,. COST OF CONDITIONS Dashboard chronic condition,coached,compliant/non-compliant .. ._• . ep N,�W W e,teoB'iee Claims Cost Analyze monthly claims cost by member claimant populations -.. .. e to see differences between engaged and non-engaged _ - Dashboard populations by month with extensive filtering capabilities 1"ail _I ■111MiiiRR Cost Savings See your cost savings for member claimants-customize -®- expected health care cost increase and compare projected "_I.Coh• e Dashboard cost against actual costs,year over year _ :._ ' :; `: W _.. w._ ,_.. wow w.. -. - w.. w� _.. Deep analytics displaying average cost PMPM (per member Cost of Conditions per month) by condition with ability to see difference between • a COST SAVINGS Dashboard engaged and non-engaged populations and extensive filtering _wIvo.. Hwgetuwltr PM b,houab.,i. • capabilities - ammo _w* Compare utilize amounts,cost and visits across your member - . Utilization claimant population in four different categories-preventive — - Dashboard care,inpatient,office visit and emergency room to understand -- - tWWn Iowa,.Sluf,te and impact high-cost utilization - DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ' Air & R r 0 -€:Virgin Pulse 2020.All Rights Reserved. DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 4 TH CHECK 11 DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 4,, HEALTH CHECK Welcome to Health Check Here's how it works: lEs Take this survey about your daily choices. (I</ Send your completed sury NV Virgin Pulse ATTN: Member Service 4IW-' 75 Fountain Street Providence, RI 0 By Secure IC0,3 02-8197 Or 441P to your account and submit via the Support tab.jm do Yo I receive credit for completing this survey. II As you answer, think about your choices and consider what changes you'd like to make. DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 Everyday You HEALTH CHECK Participant: Please complete ALL the lines below. My Information My Company/Organization (<11,My Birth Date(MM/DD/YYYY) 4C\ First Name - L Na Address - City (<4( <Z6111111' State Zip Code Phone Number Email DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 Everyday You . HEALTH CHECK Please answer ALL of the questions. You'll get credit for the activity. About Me 0 What was your assigned sex at birth? Female A Male We welcome people of all sexes and I prefer not to answer genders.The purpose of this question V is to guide h: th suggestions for you. Your emp -' dr or•anization will not -e your dual answer. It w' -port-. anonymously. O I identify as: \'%4' Choose all that apply. Black,African or Caribbean A Central Asian We ask this question because: East Asian • We want you to feel heard and Hispanic, Latina or Latino represented in our program. Indigenous or First Nat. s • Racial groups can have different Middle Eastern or can health experiences.Often,this is due Pacific Islander to racism and discrimination. South Asian • One way we can help identify these inequities is to ask about racial Southeast Asian identity. White A race or ethnicity not listed Your employer or organization will not I prefer not to answer see your individual answer. It will be reported anonymously. 0 Are you pregnant or have you had a baby in the last 12 months? Yes Being pregnant affects which health questions and suggestions A No are right for you.Talk to your healthcare provider if you have any questions about your daily habits and your pregnancy. DocuSign Envelope ID 75F39255-CEOB-4467-85BB-505CD5563023 Everyday You i. HEALTH CHECK Eating and Drinking 0 I usually eat: Foods with less nutritious fats Foods with nutritious fats A Foods with less nutritious fats include: A Foods ' iti fats include: • Fried foods • Processed meats • Av.41, • Seeds • Baked goods (lunch meat, hot dogs) • Fatty fish like salmon • Fast food • N • Olives High amounts of sodium, sugar and other al unsweetened peanut butter ingredients are often added to foods that are d nut butters high in unhealthy fats.These can increase t Nutritious fats are the healthiest choices. risk of heart disease and other health probl 0 I usually eat: Processed foods Minimally processed foods • (4 • • • • • • is or packaged, like A Fresh food (or food that is minimally processed) Processed food premadep g , chips,cereal or frozen pizza.There are added has few or no additives. It has more nutrients like ingredients like salt,sugar,trans fats and vitamins and minerals that better support your preservatives. It lasts longer and can be overall health. easier to cook. But the added salts,sugars There are many spices and seasonings you can and fats are often in amounts higher than use with fresh food.This can add even more recommended for your daily health. flavor to suit your taste buds. DocuSign Envelope ID:75F39255-CE0B-4467-8586-505CD5563023 Everyday You HEALTH CHECK I usually choose drinks that are: e A � Sweetened with sugar Sweetened artificially Unsweetened A mix of sweetened and unsweetened A Sweetened drinks:flavored water,soda (regular and diet),flavored milk,specialty coffee drinks, sports drinks and energy drinks. Unsweetened drinks:water,milk,unsweetened tea,herbal tea and black c e.These are the most nutritious choices. What about artificial sweeteners?They're considered safe. But for st peo ,they're not the most nutritious option. Because they are processed,they often taste e a ugar. So,a little bit goes a long way. For people with diabetes,artificial sweeteners are a good s •• gar. But too much isn't healthy. It's a good idea to help train your taste buds so they d• _ - ,. s eetness. CO QI eat this many servin eggles each day: 0 1 2 3 4 5 6+ How much is a serving? A Here are some examples: • 1/2 cup(75 grams)of broccoli,carrots or tomatoes • 1 cup(30 grams or 4 heaped tablespoons)of leafy greens like arugula,spinach,bok choy,romaine lettuce,kale or collard greens Aim for a half-plate with a variety of fresh,canned or frozen vegetables. Look for options with less salt or no salt added. It's an easy way to get your nutrients and stay full. DocuSign Envelope ID:75F39255-CE0B-4467-858B-505CD5563023 Everyday You 0 HEALTH CHECK 0 I eat this many servings of fruit each day: 0 1 2 3 4 5 6+ How much is a serving? A Here are some examples: •1 small apple or banana • 1 medium bunch of grapes 41Ip • 7 or 8 strawberries Aim to eat fresh r f rozen—it's packed at the peak of fr s hoo e these over fruit juice, which lacks f a an be much higher in sugar. C0I'm able to access affordable lity food. Strongly disagree • Disagree Somewhat agree Agree 1 ,41 ob Strongly agree Disagree Agree 0 It's important to have access to quality food that you can afford.But many people don't.Food insecurity is when you don't get enough food to lead an active, healthy life. It can be temporary or last for a long time. Your income, location and food store options can affect how much food you can get. We ask this question to: • Help your organization understand what you and others may be facing. • Connect you with programs that can help. DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 Everyday You HEALTH CHECK 0 I have a drink containing alcohol this many days per week: 0 1 2 3 4 5 6 7 (If you choose 0, skip to question 12.) \(5/ 0 On days I drink, I usually hav s any drinks: 1 Zle., 3 4 5 6 7+ A drink is: -12 ounces of beer(a can,330-440 m1,1.7-2 units) • 5 ounces of wine(150 ml,2 units) • 1 1/2 ounces of 80-proof liquor—gin,rum,tequila,vodka, whiskey(45 ml,2 units) Be aware that some craft beers may contain more alcohol than other beers. You may have heard that drinking red wine is good for you. But it's not for everyone,and the risks may outweigh any benefits. So, if you drink, have no more than one per day. Don't drink? There's no health reason to start. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Everyday You HEALTH CHECK Physical Activity ® I spend most of my day: A Sitting You may go to the gym every day, but Standing what you do for the rest of your waking Moving hours also matters.Sitting for too long can actually reduce the good you get from work' out.And it can add to •, j _/ • • your ris as . So,try to take a short,brisk o least once an hour. <zx, 0 On a usual day, I take a 5+ minut- `•y o stretch or move this many times: • • • • • • • 0 1 3 4 5 6+ <I( Re earch shows that even short breaks to move around can be good for you. A • Fit in some movement where you can.Take a brisk walk or climb a flight of stairs. A few short activity breaks of 5-10 minutes can offer many benefits. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Everyday You ti HEALTH CHECK 0 I exercise vigorously this many days per week: 0 1 2 3 4 5 6 7 (If you choose 0, skip to question 16.) Vigorous activity makes you breathe hard enou a it's tough to talk. A iiik• Count anything you do for 10 minutes or more. ed be exact. �� Vigorous activity includes: . • •Jogging, running or racewalking ope Eb, • Swimming laps ea; yard work(shoveling O O • Playing sports like soccer, bask .r carrying heavy loads) or singles tennis • iking uphill or with a heavy backpack • Dancing or aerobic cla ses •Jobs where you do a lot of lifting • Wheeling your wheel (farming,teaching fitness classes, • Circuit weight tr ' ' g loading trucks) • Riding a bike f t 1( Q On the days I exe ig rously, I do it for this long: <1( 15 minutes S.• 30 minutes •• smmi de 45 minutes • •• OM • • • 1 hour or more DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Everyday You iti HEALTH CHECK 0 I exercise moderately this many days per week: 0 1 2 3 4 5 6 7 (If you choose 0,skip to question 18.) • Moderate activity makes you breathe faster, but you're not out of breath.Count 0 I . anything you do for 10 minutes or longer. No need to be exact. And remember, it could be activities you're doing in your eisure time like taking a walk or gardening. A 1 Moving in your free time helps you live a longer quali . Moderate activity includes: �•• • Brisk walking ni round your home • Yoga 'asking and waxing a car • Swimming bing stairs • Playing sports like badminton,s • laying with kids outside or volleyball • Jobs where you walk a lot(waiting tables, • Gardening or raking leaves doing house repairs,caring for patients) 0 On the days I exercise era , I do it for this long: 15 minutes 30 minutes 111111111111 • •• e • C,• 45 minutes MI •.•.• 1 hour or more 0 I do strength exercises this many days per week: 0 1 2 3 4 5 6 7 Strength training builds your muscles. It helps keep your bones strong and A reduce your risk offalls as youa ge. te It's also a powerful medicine for diseases and chronic conditions. Build your muscles and you can live better with arthritis,diabetes, back pain and even depression. DocuSign Envelope ID.75F39255-CE0B-4467-85BB-505CD5563023 Everyday You 46, HEALTH CHECK Tobacco and You 0 Have you ever regularly smoked or used tobacco? Yes No (Skip to question 23.) CDDo you currently smoke or use tobacco? (1(/ Yes (Skip to question 22.) No i( S\/ ® I quit smoking or using tobacco: \'4441 Within the last year 1-2 years ago pregnant women who quit smoking during pregnancy, 3-5 years ago 6-8 years ago % begin smoking again.This is due to a number of causes, including living with a smoker,stress,depression, anxiety and not feeling confident about staying 9 10+years ago • smoke-free. If you're pregnant and concerned about staying smoke-free,talk to your healthcare provider. DocuSign Envelope ID:75F39255-CE0B-4467-65BB-505CD5563023 Everyday You V HEALTH CHECK ® I use this kind of tobacco or nicotine product most: Cigarettes 411, E-cigs or vaping devices 1MIIINNINII► III I Smokeless or chewing tobacco S y Cigars ■ a MIME �Pipes — Other 0 E One of the best things you can do for your health is to quit.This can be hard. L) But there are many proven treatments to help. Talk to a smoking counselor,support group or healthcare provider to ge started.Or check out free resources either online or from your or izatio . E-cigarettes E-cigarettes or vaping products are linked to serious lung' 'u he United States. Inhaling products with THC and vitamin E t uses the most health risks. Experts are still testing other Women who are pregnant,teens or young adul I oid all e-cigarettes and vapes. If you use e-cigarettes to quit smoking, n' to smoking. Talk to your healthcare provider about what o for you. ‹i Q How often are a osed to other people's smoke? 0"... Always Never Secondhand smoke can raise your risk of heart disease and lung cancer by up to 30%. A If you live or work around a smoker,try your best to avoid it or ask them to smoke outside. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Everyday You V HEALTH CHECK Energy and You 0 I get this many hours of sleep on a normal day: 4 5 6 7 8 9 10 11+ It's not just the hours of sleepthat count: It's wheth ou feel rested. 0 If you're not refreshed by a full night's sleep,talk t o ealthcare provider. There are treatments that can help. v If you're pregnant,your energy might b: g pregnancy.And after dr/2 your baby is born too.Your results h•r- IF of be specific to your energy needs while pregnant,or if you just had a b.\. Check with your healthcar- .rov . • .. ut how you manage your energy and what habits will support a healt `ti.. - Q I get this many hours of p day off: 2 ti= 4 5 6 7 8 9 10 11+ 0 Over the last 7 days, I would rate my sleep quality as: Very Bad � w 0 Bad ll It's not just about how much sleep you get. How well you sleep matters too.Your sleep quality is key to restoring your body and Neutral 1416 mind. It keeps you focused and energized throughout your day. Good Very Good If you're not refreshed by a full night's sleep,talk to your healthcare provider.There are treatments that can help. DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 Energy and You .,‘. HEALTH CHECK ® In your daily life, do you struggle with any of the following? The factors below can all impact your health.They're very common but are hard for most people to change. Answering helps us understand what you and others are facing. It also lets your organization share programs and resources that can help.This question is not part of your health score. Paying for daily living expenses (food, utilities) Managing or paying off debt Feeling stressed about work Managing health problems affecting me or my family(general health or access to medicine, healthcare or health insurance) Taking care of my family(children, parents or family with di Finding affordable or quality housing Building or maintaining relationships Getting clear health information from my provide oth o rces Finding or maintaining a stable,quality job Feeling safe at home or in my neighborhood Finding clean,accessible spaces for ou ac ies Facing discrimination, racism or stigm Accessing opportunities for education,tr or language literacy Other None of the above Everyone has diffe : c ditions—from the neighborhood around you to the health services you can ge . We ask this question be ause: • These conditions can be stressful.They can impact your health(but aren't your fault). • We want to understand the experiences that many of us face. • We want to work together to find ways to improve them. Your employer or organization will not see your individual answer. It will be reported anonymously. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Energy and You 4,., HEALTH CHECK 0 My stress level in the last month has been: ci Very high Very low Stress is a part of life. It can change over time and affect people differently. A There are ways to lower stress.One is learning how to respond to it.Yo ul ake a change to your eating patterns,sleep schedule or physical activity.Or reach out to a trus rie or take breaks. Even small breaks from your phone or the news can help. Getting the right care and support is key too.You may want •iiip • a selor or therapist to go through what you're feeling. \114114111 CDIn the last month, I coped wi ress: og <<< pa Not well Very well If you're waiting to be stress-free,it could be a while.That's because stress is a part of life.So, learn A how to respond to it.That could mean a change to your eating or your physical activity level.Or you might even want to talk it out with a professional. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Energy and You 0 HEALTH CHECK 0 I'd rate my daily energy as: ht 1 I w Very low Very high The secret to high performance? It's less about how you manage your st d,focus on how A you manage your energy.Whether you're at work or at home, recharge y .Add in one daily ritual that simply makes you happy or relaxed. <\/ ® Over the last 2 weeks, how ofte a u felt little interest or pleasure in doing t in Nearl everydayThese are questions A Y More than half the days416 from the Patient Health Several days Questionnaire-2 Not at all //// (PHQ-2).They are widely used to screen for depression. If you're 4q111111.<1( feeling hopeless,sad or low on energy,talk to your healthcare (I) Over the last 2 weeks, how often have ou felt down, provider. Help out y there, and there are depressed or hopeless? many ways to get it. Talk therapy is one of Nearly every day many options you can More than half the days 41 use.You can also call Several days //// or look online for local Not at all mental health services. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Energy and You V HEALTH CHECK 0 How connected do you feel to family, friends and colleagues? a Ilk • • .1 • • A • Ilk All Ilk Ilk Not connected Very connected CDHow lonely do you feel? 4q\'Very lonely 0 Pretty lonely Loneliness is no. -I . eeling. It comes from a loss or Moderately lonely lack of corn• - ion ... ou're lonely,you may not have the A little lonely social ties y." ' •r you may feel like your relationships Not lonely.i ' nin, ul. ° Feelinaren one is different than being alone.What's lonely for u may of be lonely for someone else. elp is out there, and there are many ways to get it.Talk to ur healthcare provider.You can also call or look online for n local mental health services. Many people are lonely and support is there for you. OI normally work: Days Nights Both days and nights This doesn't apply to me (Skip to question 39.) DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You lb, HEALTH CHECK 0 In the last month, I was sick and missed work this many days: • • • • 0 1 2 3 4 5 6+ 0 How productive have you been at work in the 4 ast ? o g ,,4 o C3 Not at all Very much How health-fr. i our organization? Not at all Very much DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You 1111 HEALTH CHECK Your Body and You 0 My height is: feet inches : 0 OI weigh: pounds (If you are pregnant or just had a baby, put your pre-pregnancy weight.) (1<, . • Do you know your waist measurement, or asure it now? A Yes No (Skip to question 43.) Extr t around your middle can mean you're isk for heart disease and type 2 diabetes. general,a waist under 35 inches (89 cm)for women 0 My waist measurement is: under 40 inches(102 cm)for men is recommended. inches C. 40 4 CDMy body shapg.If u're pregnant, choose your body shape before you were pregn. it.) iil ! ài Tube/Pencil Apple Triangle Square Pear Hourglass Why does body shape matter? A Body shape is only one piece of information in the larger scope of your health. People of all shapes and sizes can be healthy—or at risk for conditions like heart disease or diabetes. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You HEALTH CHECK Your Health Numbers apDo you know your latest blood test numbers? o Yes No (Skip to question 47.) A The next questions ask about your cholesterol,blood pressure and other numbers. If you don't know them,you can still complete the survey. 0 Please enter your latest numbers from your blood test. My total cholesterol: This is all the fats in your blood.By itself,this number does not measure your heart dise r .Ch sterol isn't bad.Our bodies need it to make cells,vitamins and hormones.But too much cholester an a problem for your heart health. mg/dL My HDL cholesterol: HDL(high-density lipoprotein)is sometimes called the"good"cholestero I HD umber may mean a lower risk of heart disease.A fasting reading of 60 mg/dL(1.5 mmol/ or is recommended. A fasting reading is when you don't eat or drink anything except water 8 or- •urs before a test.This gives the most accurate results.Talk to your healthcare provider abou to e ( j mg/dL My LDL cholesterol: LDL(low-density lipoprotein)is sometimes called the"bad" ,ro. aving a high LDL raises your risk of heart attacks,strokes and other health problems.A fasting re o ss than 130 mg/dL(3.4 mmol/L)is recommended. mg/dL My non-HDL cholesterol: This number helps predict your risk of heart disease. s de fined by your total cholesterol minus your HDL number.Lower is better,so healthy lifestyl ges ar ood idea for everyone.A fasting reading of less than 130 is healthy. mg/dL My triglycerides: This is a type of fat found in your od. s people,high levels are linked to heart disease.Less than 200 mg/dL(2.3 mmol/L)is reco ed. I mg/dL My blood glucose: This measures how muc- do. .. o blood.A consistently high number could be a sign of diabetes. Untreated diabetes can ca. • .erio ealth issues.For individuals who do not have diabetes,a fasting glucose reading of less than 100 mg ► (5.6 mmol/L)is recommended. mg/dL My A1C: This number is your average blood sugar level for the past 2 to 3 months.A high number could be a sign of prediabetes or diabetes.Untreated diabetes can cause serious health issues.For individuals who do not have diabetes,an A1C below 5.7%is recommended.Between 5.7%and 6.4%may mean prediabetes.6.5%or more may mean diabetes. 0 Enter your latest blood pressure reading. My systolic blood pressure(top number): My diastolic blood pressure(bottom number): 0 The top number,systolic blood pressure, 0 The bottom number,diastolic blood pressure, measures how much pressure your blood puts on measures the pressure in your arteries between your arteries when your heart beats.A number heartbeats.A number over 90 mmHg may over 140 mmHg may mean high blood pressure. mean high blood pressure.Uncontrolled high 150 mmHg or higher if you're 60 or older. blood pressure increases your risk of serious Uncontrolled high blood pressure increases your health problems,including heart attack and risk of serious health problems,such as heart stroke.Talk to your healthcare provider if you attack and stroke.Talk to your healthcare provider have concerns about your blood pressure. if you have concerns about your blood pressure. 1 I 1 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You lit HEALTH CHECK Tell us how you keep yourself safe. 0 To stay safe: Choose all that apply. Accidents on the road are° one of the leading causes I wear a seatbelt of death.When it comes to 0 I wear a helmet on a bike or motorcycle your safety,always wear a I don't ride a bike or motorcycle seatbelt.Wear a helmet on all bikes and motorcycles. I prefer not to answer ._......4 0 To stay safe: Choose all that apply. If . to out and •.lan ead for a safe is I ome. Never drive after don't text,talk or use devices while driving i : too much to drink. VP I don't drive after having 1 or more drinks with alcc s a friend or use a taxi or I never ride with a driver who's been drinking ride-sharing service. People I don't drive care about you,so get I prefer not to answer CO home safely for them too. OD To stay safe: Choose all that ap 4q • I don't use recre. .`IY" - s 0 I wear sunscreen i • outside 30+ minutes I avoid tanning beds I prefer not to answer 0 Have you had a flu shot in the past year? Health experts advise all adults to get a flu vaccine every year. It can save you from feeling really lousy. It also prevents spreading the flu to people. Some people with a chronic health condition can be at risk for some bad flu complications.A flu shot protects you and them.That's pretty close to having a superpower, isn't it? Yes No Not sure DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You V HEALTH CHECK 0 Have you had the COVID-19 vaccine in the past year? Experts encourage you to get the COVID-19 vaccine. It helps protect you,your family and your community. COVID-19 is a type of virus that spreads very easily.The COVID-19 vaccine 0 helps protect you from serious symptoms. The vaccine comes in 1 or 2 doses. If you get the 2-dose vaccine,you need both doses for the maximum protection. le Yes No (</ (S) Not sure I prefer not to answer 4( `• QHave you had a tetanus shot in the past '• rs? Tetanus and diphtheria are life-threatening infections c. . • bacteria.They are easily prevented with a vaccine.Adults need a booster every 10 years,or . have a severe and dirty wound or burn. Adults who've never had the tetanus-diphtheria va ' o en't sure about their vaccination status should talk to their provider about the Tdap shot. It prot t tetanus, diphtheria and pertussis(whooping cough). Yes No (<4g Not sure QHave you ever a hingrix (shingles) vaccine? Shingles is a painful skin rash that's caused by the same virus as the chicken pox. If you've ever had chicken pox, you're at risk for getting shingles.The shingles vaccine (Shingrix) is the only way to protect against shingles. It also protects against postherpetic neuralgia (PHN),a common complication from shingles.Two doses of Shingrix is recommended for all healthy adults who are 50 and older. It's more than 90%effective at preventing shingles and PHN. Yes No Not sure DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You UHEALTHCHECK Have you had a Pap test (in the past 3 years) or a combined Pap/HPV test (in the past 5 years)? If you have a cervix,these tests are used to find cervical cancer.Starting at age 25,you may get a primary human papillomavirus(HPV)test every 5 years. Because HPV tests may not be widely available,you may get: • A test that combines an HPV test with a Pap test every 5 years • A Pap test alone every 3 years If you've had a hysterectomy that wasn't related to cervical cancer,you don't need to be screened. People 65 or older who have had 10 years of regular screening with normal results also do not need the test. Yes (I(/ No Does not apply 4( 4\/ 410 Have you had a mammogram in the t rs? A mammogram takes an X-ray picture of your br It' ed to check for breast cancer that's too small to feel.Women who have an average risk of bre t c uld have a mammogram every 2 years between the ages of 40 and 74.Talk to your health re i r about the best mammogram schedule for your health. Yes No (<< Does not apply QHave you been ated for HPV? HPV is the human papillomavirus. Most types are harmless. But some types cause cancer or other conditions. Health experts recommend the 2-shot HPV vaccine series for all preteens (including boys and girls)at age 11-12 years.The 3-shot HPV is recommended for teens and young adults ages 15-26 who didn't start or finish the HPV vaccine series. If you have a compromised immune system or are older than 26,talk to your healthcare provider to see if this vaccine is right for you. Yes No Not sure DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You .,,,, HEALTH CHECK QHave you been tested for Hepatitis C? Hepatitis C is a liver infection caused by a virus. It's spread through contact with an infected person's blood. About half of the people with the virus don't know they are infected. People who have used or use drug needles have the highest risk, but the virus can be spread in other ways. Experts recommend Hepatitis C testing for: • All adults(18+)-one time • All pregnant people-during every pregnancy • People with risk factors-regularly Talk to your healthcare provider to see if this test is right for you. Yes No (I(/ Not sure 4c°\/ 0 Have you had a colon cancer scr in Choose"Yes" if you have had any of the foil g s for polyps and cancer: • Colonoscopy(every 10 years) • Flexible sigmoidoscopy(every 5 years, or ever years with fecal immunochemical (FIT)test every year) • CT Colonography(virtual colon• •. , every years) • Double-contrast barium ene • lir 5 years) Experts recommend testin r Its .:e 45 and older with an average risk of getting colorectal cancer. You may need to be to a than 45—or more often.This can be if you have family history of colon cancer or you have i owel disease(Crohn's disease,ulcerative colitis).Talk to your healthcare provider for advice abo eing tested earlier. Yes No Not sure DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You .- HEALTH CHECK 0 Have you gone to the dentist in the past 6 months? It's easy to overlook your mouth and teeth. But they do so much for you, like help you speak,smile,taste and eat.Oral health is key to your overall health. Brush and floss your teeth every day. See a dentist regularly.They can help you avoid pain and mouth issues, like cavities and oral cancer.They can help catch any problems early on too. Yes No Not sure (1(/ Have you lost your balance and fallen in st 6 months? Falls can happen anytime.Your risk increases as you Yo I h or work situation may also put you at higher risk. To avoid hurting yourself or breaking a bone: • Clear pathways and cluttered spaces • Remove things you can trip over. • Work on your balance and m s.. ngth to stay steady. • Stand up slowly. • If you feel dizzy or sl al your healthcare provider. It could be a side e meds,or some other cause. Yes No Not sure DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You Ili:. HEALTH CHECK Have you ever been diagnosed with any of these health conditions? Choose all that apply. Heart Health Body,Back,Muscles and Joints Coronary artery disease(CAD) Rheumatoid arthritis Atrial fibrillation Osteoarthritis Heart failure Not sure which type of arthritis Recent heart attack Back or spine condition Heart attack in the past ; Physical disability that limits my ability Recent stroke to exercise Stroke in the past None of thes High blood pressure(hypertension) I prefer not to e' High cholesterol (hyperlipidemia) None of these Hearin Nike I prefer not to answer impairment that requires an Emotional Health i device a impairment that requires special Anxiety ading materials Depression None of these None of these 0 I prefer not to answer I prefer not to answer Other Chronic headaches or migraines Lung Health 0/ Asthma Other condition not listed) COPD4 **? None of these (Chronic Obstru, ary Disease) I prefer not to answer None of these I prefer not to answer Diabetes i Type 1 diabetes Type 2 diabetes Not sure which type I prefer not to answer DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You , HEALTH CHECK 0 Have you ever had a pneumonia vaccine? This vaccine protects against infections caused by pneumococcus bacteria.These infections include pneumonia, meningitis and blood infections. If you are 65 or older,or if you have certain health conditions, you are at higher risk for these infections.Talk with your healthcare provider to find out if this vaccine is right for your health needs. Yes No Not sure 0 Have you ever had cancer (excluding basal or squ s cell skin cancers)? Choose all that apply. I am living with cancer 4(z\/ I've had cancer and am currently cancer-free No, I've never had cancer g I prefer not to answer do what my healthcare pro ommends to prevent problems caused by my health co 'tion og << oa None of the time All the time To manage my health, I take: Choose all that apply. SD _, 41 Prescription medicine as directed SD 1 OD Over-the-counter medicine ID None of these I prefer not to answer DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You fe HEALTH CHECK 0 I take my prescribed medicine as I'm supposed to: nç oa None of the time All the time Followingyour medicationplan can helpyour health now and in the future. If u sometimes skip doses, talk to your pharmacist or healthcare provider.They can give you tips on s ake your meds work better for you. 0 I have chronic pain in my: Choose all that apply. ' 4. Neck Wrist/Hand \444%4( \i' (E Shoulder Knee , Back Foot ^ Hip I haven't had an al k to question 70.) Head I prefer not to answer 0 Rate your pain for - gving: ' Moderately Very Painful Painful Not Too Painful My neck pain is: My shoulder pain is: My back pain is: My hip pain is: My head pain is: My wrist or hand pain is: r-, My knee pain is: My foot pain is: DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Your Body and You HEALTH CHECK 0 In the past month, I have been coping with pain: o ob Not well Very well (I(/. • Compared to other people my age, I'm: ***** 4( °\/ **** Very unhealthy Very healthy 0 Ready to take nutritiou ps? e you confident that you can maintain your healthy habits? Rate onfidence level. Strongly I Disagree Somewhat I Agree Strongly Agree Disagree Agree I'm confident I can eat nutri s food: I'm confident I can be active: I'm confident I can reach or maintain a healthy weight range: I'm confident I can manage stress: I'm confident I can get enough sleep: ' I'm confident I can keep my back, , muscles and joints healthy: I'm confident I can reduce or quit smoking or using tobacco: DocuSign Envelope ID 75F39255-CE0B-4467-85BB-505CD5563023 (1(/ iq\/ 1\4% (<< 4 <Z111"11. 'itr I r.he DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Health Check Results 65 72 Old Health Score New Health Score July 1 , 2021 Oct 1 , 2021 0 • 100 10 20 30 40 50 60 70 80 90 High Risk hy Alcohol 0 Last Time (July 1, 2021): Medium Risk Challenge yourself to cut down. Your physical and mental health will benefit from not drinking at all or drinking within a moderate range (no more than 1 drink per day). Cutting down may help you: • Sleep better • Have more energy • Feel better overall • Improve your relationships How to drink less: • Think of 3 situations where you drink, and 3 things you could do instead. • Set a limit ahead of time for how many drinks you'll have. • Try going alcohol-free at an event(lots of people do it). Weight Being at your healthy weight has health perks like: • More energy • A lower chance of heart disease, diabetes and some cancers • Less joint pain Keep up the good work by: • Moving your body regularly in ways that feel good • Staying hydrated with unsweetened drinks DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 • Eating nutritious meals • Getting at least 7 hours of sleep per night • Managing stress Medium Risk ,,$. Nutrition O Last Time (July 1, 2021): High Risk You're off to a great start—and there are steps you can take to improve your health even more. Eating nutritious foods gives your body energy. It also helps you stay healthy and can lower your risk of certain health problems like diabetes and heart disease. How to eat nutritious foods: • Eat fresh or frozen veggies in all colors of the rainbow. • Choose lean proteins like beans, chicken, seafood, tofu and eggs. • Try low-cost quick options like canned beans and peas, hummus, eggs, seeds and nuts. • Eat more fiber from whole grains, potatoes, and veggies. • Bake, roast, grill or steam your food. • Cook with olive, avocado or sesame oils. m--,1 Tobacco Challenge yourself to steer clear of tobacco. If you've recently quit,great job. If you quit a few years ago, awesome. Being tobacco-free means you've made an important decision for your health. You now have a lower risk of cancer and other diseases like heart disease. Plus, your mouth may feel cleaner, your skin brighter and your outlook more positive. How to improve: • Write down the things that make you want to smoke.Then make a plan for how to deal with them. • Make a list of 5 things you can do to manage your stress. Turn to those when a craving hits. • Try going to a tobacco-free place like a store or park. • Eat 4 to 6 small meals a day to keep your energy steady to help ease food cravings. DocuSign Envelope ID:75F39255-CEOB-4467-65BB-505CD5563023 > � Pain A Last Time (July 1, 2021): High Risk Living with pain isn't easy. The good news is there are things you can try to help you feel better. How to manage your pain: • Move your body regularly in ways that feel good and don't increase your pain. For example, chair stretching or swimming. • Join a support group to share your experience and learn new tips from others. • Consider trying an anti-inflammatory diet. Search online for foods to try and ones to stay away from. • Talk to your doctor about non-drug treatment options, like acupuncture, meditation and tai chi to reduce your pain. eStress O Last Time (July 1, 2021): Low Risk You have a knack for handling stress. Managing stress well can: • Help you get more (and better)ZZZs • Boost your mood • Supercharge your relationships • Keep your heart healthy • Help you get sick less often with the cold and flu How to keep managing stress well: • Say no to at least 1 commitment each week. • Start a deep belly breathing or meditation routine. • Keep your body moving daily. Try to break up your day with short, quick walks to reset. • Share how you're feeling with a friend. Low Risk 9 Preventive Care O Last Time (July 1, 2021): Medium Risk You're doing a great job staying on top of your preventive care. Challenge yourself to maintain these good habits by not missing any routine visits or tests. It's easier to stay ahead of your health than play catch-up. DocuSign Envelope ID:75F39255-CE0B-4467-65BB-505CD5563023 Social Support You have a strong support network and that's a health perk. Connection to family, friends and community can help you: • Handle stressful situations • Improve your mood and self-esteem • Lower your risk of issues like heart disease. Thank someone who supports you this week. Remember to be detailed about what you appreciate about them. Perceived Health Status Your overall health is in a great place. Health exists on multiple levels: • Mental • Emotional • Physical • Social • Spiritual How you live is a big part of that, so remember to stay focused on these 5 major areas: 1. Exercise 2. Sleep 3. Food 4. Relaxation 5. Connection Physical Activity You're doing great making movement part of your routine. Getting active: • Boosts your energy • Improves your mood • Lowers stress • Helps you get more ZZZs • Prevents certain diseases DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 How to keep moving your body: • Set a new exercise goal for yourself and try to hit a personal record. For example: 5 days of walking in a row. • Search for muscle toning exercises online. You can do them with your own body weight. • If you sit a lot, set a timer to make sure you're getting up throughout the day. ZZZ Sleep You're doing a great job making sleep a priority. Getting at least 7 hours of sleep each night: • Gives you energy for your busy life • Lowers your chance of developing health problems like heart disease and diabetes • Helps you get sick less often with colds and flu Those are big-time perks. Not to mention the better mood you're probably in when you've gotten enough ZZZs. Keep up your healthy sleep habits! Heart Health You're taking important steps to keep your heart healthy. Keep up the good work by: • Moving regularly • Eating for nutrition and energy • Staying away from tobacco and secondhand smoke • Limiting alcohol • Reducing stress • Getting health checkups to measure your blood pressure and cholesterol ilkilr" Life Outlook You've developed emotional wellness skills to help you: • Share your feelings • Build relationships with others • Respond to life experiences and challenges • Grow Challenge yourself to express what you're thinking about and feeling with friends weekly. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 6, Safety You're doing a great job staying safe. You're taking care of yourself and others by practicing these habits. Remember to always: • Wear a seatbelt when in a vehicle. • Stay alert when driving. • Wear a helmet when biking or practicing other sports. 0 Work Productivity You've got focus and you're productive. Stick to your mix of tactics that help you stay on your game. Eating nutritious foods, getting enough sleep and moving your body help you stay energized at work and during your off-hours. Challenge: Ask a coworker about how they stay productive for new ideas to try. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 aiSe • / • r - Health CIUIk — Client Reporting ,j Dwchhnarra narnnuranhir, 4 r. Haanh Crnra Risk Level Analysis Risk Distribution Analysis Health Domains Gal j 1-”,;ic.'1a0 y DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 rice DASHBOARD filters Total Members Health Check Completed Avg Health Score Moderate&High Risk To 5 Risks ill aeare•w 1i S7ics;u 9,818 6,692 68.6 6,623 wool 38% Health Score 661% 111111111111 Stress 59 5% 2020-01-01 to 2020-12-31 - PtrvslcalAchille 565% COMM k/ (All) - Risk Level Distributi i •. :1 main Business NI Nutrition 23% 64% 12% Weight 36% 25% Officetocanon HealthScure I 65 34% Suess 12% 411% Segment Name Physical Activity 35% _ 22% 43% SocialSuppori 12% 36% 51% Age Group tobacco 21% 4q 21% 58% Sleep 3% I. 66% Gender Life Duna* 4% 16% ,- 80% Alcohol 14% 5% 12% Cardiovascular 5% 11% 63% 21% Employee Type Work Productivity , 6% 18% 15% Paint a 81% 1% Calmly , 5% 20% 74% use!mannaletrrtn Risk level eeapn Check emir Dare Repo RunSt261020 •High Gloderale •too NIA DWtas!uu ae t?8l?12D35058AU Dashboard • • ah.,- FH.alth vrnrr. Risk Level Analysis Risk Distribution Analysis Health Domains Data Dictionari, DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 I{/Ye DEMOGRAPHICS COMPANY PROFILE Age Group Gender User Category 'lit, 1].3% 5 total Members 9,818 A 01 I.ocations rDS% 416% 119 521% ELIGIBLE POPULATION 112 o 014211 Gentler 41.6%Male I 52.1%Female pi Ba6b Average Age 40.5 ■I8-25 ■26 35 ■36 45 Iiikill. ■Female Hm-Blnary ■Employee ■Spouse Partner Health flan Coverage =G 54 55• 61.6%Covered 16.3%Not Covered 4% 02% 03 0.6% 123% 11% % 161% 00% r 4&196 582% 25A% tr:.6% 82.1% 341% 531% 40 7% 112% User warm letr m Dare R crtVIeek 5 Health Check Health Check Health Check Health Check Health Check Health Check Dare�.rom a�s��2s�zo2o ow las!Update Sr2620211 3 50 5BAu Completed Not Completed Completed Not Completed Completed Not Completed Dachhnarri "A",. Hu-01h Srnrw Risk Level Analysis Risk Distribution Analysis Health Domains Data Dictionary DocuSign Envelope ID'.75F39255-CE08-4467-8588-505CD5563023 4 '7 ce PARTICIPATION Niers Health Check Completion Sponsor LiltUS 61.7% 16,692 mum 2020-01-01to 2020-12-31 - WPM (1(101* (Ail) - Health Check Compl `,t1yry lvlonth Reporting Period: • .. Rosiness 1Jt t - 6000 Office location zoa 4000oleillillik14111 • 0- • 0 Segment Name 1/I12020 211120 3 1121120 1.1'025 i i:2020 Age Group (<4( $ Gender Health Check Completion by Company Group by Employee Type Cirrus.Inc 3.154 members CsrrusInflames Inc 1.531 Cetus Capital 1.1C 129 Cirrus Industries.ue - 488 CirrusSourneast EEC 204 use knianaatehun aearn Check Ream Dare Repel Run S?S702D OWlassucrlav 526Re2e3505dWA L Do uuSignEnvel•ope peID:-75F39255-CEOB-4467-S58B-505CD5563023 Sisk Level Analysis Risk Distribution Analysis Health Domains Data Dictionar, Doc isc HEALTH SCORE Filters What is your Health Score? Sponsor lnr15 Average Health Score Your Health Score is an indicator of overall population health calculated by combining and weighting Health Check HRA responses based on Program clinical research an a advice of our professional medical experts. 2020.0i-01 to 2ozo-12-31 68.6 The average health re sk level distribution,and group breakdowns CONN help you and land r organizational baseline.You can use these rAni metrics s als for your health and wellbeing initiatives. \44.14 (Ain Office Location Setsk level Distribution seven,Name i5.2% 4q 52.1% 32.1% Age Gan H;yi, 6lederaie lcH Gender <Z111..<1( Health Score by Company Group by. Employee Type Carus lamlal.ilC 751 Cirrus hldusmes.lid 74.9 Cirrus Southeast.LE 72.8 usr.•kna 1aletrun Gurus.Inc 692 Realm Crmcc Repoo Dare Repay Hun 5:61020 Cetus Industries Inc 61A m(l:ff ttuf n2D 1 snsu eu p,ctiti„ el ro.,.,..,.,"ti.r' P-. .,.,'..,,, u...uti 4•....,.e Risk Level Analysis Risk Drstnbution Analysis Health Domains Data Dictionary DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5583023 ' /se RISK LEVEL ANALYSIS Filters High Risk Moderate Risk low Risk Sponsor "'us 5,185 6,536 6,683 Rowan 1020.01-01to 2020.12.31 - WM 1(1(01#1" ,Ale Top 5 High Risk Factors by Company ,gh BooDM company (AU) Cirrus.Inc PhysicalActivny 22D% Onte twee Weight EGGS +,Au) lonaocoSegment None - Nutrition 398 Alcohol L64'6 Age GINO Cirrus Inousines Inc Social Solon 221/% Physical Actmry 11.35%, Gender Nutrition 5.72% A life Outlook 396% Employee Type Weight 164% " Cirrus Capital.lLC Physical Acmuv 22 % AlVohol n.35% Weight 5.72% usv knanuaIeQU, rnnarrn - 0nar Hearin Check Ran Uare Reour i 1512012020 UW Last upon 5+2612020 35958 Al D,o.,.. ,., n.,..,.,.....,. t °esk Level Analysis ° Risk Distribution Analysis Health Domains Data Dictionary DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 110°Fii e RISK DISTRIBUTION Filers Risk level Moderate Risk Distribution Sponsor M,de,:c, Tobacco Perceived Cardiovascular._ Pain Health EMI Work Status Productivity Sleep Program 2020.01-01 to 2020-12-31 - Moderate Risk Members Life Safety Outlook ComPAY 66.1%16,536 ro itrf.SS Social Support Business unit All Moderate Risks Officelocatren ■ 1 Physical Activity 41.9% ;1� ■ 2 Preventive Care 302% — "t. P11-11 Segment Name ■ 3 Weight 28.9% Ph1; ''„iivi, U 4 Stress 26.8% , ■ 5 Tobacco 118% Age Group Vlei,�hr P,b_oi I II Alcohol 12.5% ■ 1 Mormoni Gender ■ 8 Sow'Su000t ■ 9 Perceived Health Status B. Employee type ■ 101deOutlook 25% ■ tt Safety 22% ■ 12 Work Productivity 18% ■ 13.Cardiovascular Health 1,3% II 14 SIoo 1.0% user Amanita tehun Heai^tct vboort ■ 15 Pain On Due Aepar Rim 5120020 OW tasr urge 512fil202035058 Au Particinatinn Health Rrora Rick flictrihntinn DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 41(eRae Health Score Filters Average Health Score Year Over Year Sponsor 70 68.6 Cirrus io 65 62.3 a Program m 60 57.4 2 2020-01-01 to 2020-12-31 55 2018 14000, 2020 Company (All) 4„t„0" Business Unit (All) Health Score Risk istribution Year Over Year Office Location (All) Segment Name 26.3% 22.1% 15.2%oljZillisP (All) ler Age Group 521% (All) Gender .9% (All) User Category 32.7 (All) 19.8% 23.6 2018 2019 2020 User.Amanda Lebrun II High U Moderate Ill Low Health Check Report Date Report Run 5/26/2020 DW Last Update:5/26/2020 3:50:58 AM Particinatinn Haalth Scnry Rick Ilictrihntinn DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 'ir/Pdye Participation Filters Health Check Completion Sponsor Cirrus 67.7% 16,692 Program 2020-01-01 to 2020-12-31 • Company Health Check Completio erc tage by Month (All) Business Unit 30% N (All) a 20% E Office Location 2 10% (All) 0 January February March May June July August September October November December Segment Name (All) ll 2018 1 2019 1 2020 Age Group (Ali) (< 4 Gender nual Health Check Completion by Company Group by: Company (All) Cirrus.Inc. 64% User Category 76 (All) 83% Cirrus Industries,Inc. 68% 70% User:Amanda Lebrun ""' Health Check Report Date Report Run:5/26/2020 2018 2019 2020 DW Last Update:5/26/2020 3:50:58 AM Partirinatinn Health Srnre Rick niclrihi dine -- DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 4tRaw Risk Distribution FiltersModerate Risk Levels Year Over Year Risk Level: Moderate _ ! Sponsor Physical Activity 64 Cirrus 76% 83% Program 2020-01-01 to 2020-12-31 Preventive Care 68% — 70% Company 71% (All) __`" Weight 64% Business Unit 78% (All) —— 83% Office Location Stress _ 667L (All) 70% Segment Name 71% (Ail) Tobacco 64% Age Group 76% (All) 83% Gender Alcohol 68% (All) 70% 71% User Category Nutrition 64% (All) 76% 83% Curial RI lnnnrt Rd% User.Amanda Lebrun Health Check Report II 2018 2019 U 2020 Date Report Run:5/26/2020 DW Last Update:5/26/2020 3:50:58 AM DAchhnard '4arrmoran1' - Risk Level Analysis Risk Distribution Analysis Health Domains Data Dictionary DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 '41 /5r DATA DICTIONARY Name Gescllp0on T11 loceibn (High!Moderate I Low)Risk Count Total number of(High I Moderate I Low)risks for all members A single member may have KPI Risk Distribution Analysis multiple(High I Moderate I Low)risks. (High I Moderate I Low)Risk Distribution A visualization showing the risk distribution for each health domain This obtect r fonds t ,cc Chart Risk Distribution Analysis Level filter slection(s). lq (High I Moderate I Low)Risks Each health domain ranked from highest to lowest for the Risk ( I oderate I Low) List Risk Distribution Analysis selected Calculation is as follows distinct count of membe s wi i Moderate I Low)risk/ members who completed the assessment m of Locations The count of office locations for a spons Terminology Company Profile Panel Age Group Filter by age as listed on the eligibility fi Ages are grouped as follows:18.25,26-35,36-45, Filter Filter Panel 46.55.above 55 Age Group(Pie Chart) A visualization showing the percentage of members in each age group Chart Demographics Age:Health Cheek Completed A visualization showing the percentage of members in each age group who have completed the Chart Demographics DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 bar CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 rea'e CONTENTS DOCUMENT ADMINISTRATION 3 REVISION HISTORY 3 INTRODUCTION 4 STANDARDS OF CONDUCT 5 Conflicts of Interest 5 Protection and Proper Use of Virgin Pulse Assets 5 Confidentiality 5 Corporate Opportunities 6 Competitors 6 Fair Dealing 6 Accuracy of Records 6 Trading in the Securities of Other Companies 7 Tax Compliance 7 Bribes,Kickbacks,and Other Improper Payments 7 Entertainment,Gifts,Travel,and Honorariums 7 Fraud,Waste,and Abuse 8 Unacceptable Conduct 9 Drug Free Workplace 10 COMPLIANCE PROGRAM 11 Compliance Framework 11 Monitoring Compliance and Disciplinary Action 11 Reporting Concerns/Receiving Advice 11 Training 12 Working Together to Ensure Compliance with Laws 12 ACKNOWLEDGMENT 16 VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 12 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 retaV DOCUMENT ADMINISTRATION Approval Date: 10/22/2021 Approval Body: Virgin Pulse Board of Directors REVISION HISTORY Version Date Description of Changes 0.1 November 29th 2018 Initial version drafted. 1.0 March 20th 2019 Approved&Published. Annual Review. 2.0 March 23rd 2020 Updated Director of People&Culture to VP, Human Resources Annual Review. Spelling and grammatical.changes. 3.0 Feb 2,2021 Added provision regarding tax avoidance or evasion activities. Added provisions regarding Anti-Slavery and Human 4.0 May 21,2021 Trafficking. Updated approval body from Information Governance Committee to Board of Directors(pending approval) Added approval date,removed publish date and last reviewed date 4.1 October 22,2021 Board approval VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 13 • DocuSignEnvelope ID:75F39255-CE0B-4467-85BB-505CD5563023 �l r age INTRODUCTION Virgin Pulse is committed to integrity, honesty,and respect.Our activities should reflect positively on the company and Virgin Pulse's customers.This Code applies to everyone in the Company, including directors, employees, and contractors, when doing work for Virgin Pulse. The same high ethical standards apply to all,regardless of job or level in the organization. This Code is intended to help resolve ethics and compliance issues by providing the information,tools, and resources necessary to make good decisions. We expect everyone to exercise reasonable judgement when conducting the Company's business,and to act legally and ethically at all times. The standards in this document should be viewed as the minimum standards that the Company expects from you in the conduct of the Company's business. If you have an issue with this Code, the first step is to consult your supervisor / manager. When consulting with your supervisor/ manager does not seem reasonable, consider approaching your department head,the VP,Human Resources,or the VP of Information Security&SaaS Operations. VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 4 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 reo STANDARDS OF CONDUCT Conflicts of Interest Virgin Pulse is committed to conducting all business and operations with the utmost integrity and high standards of behavior so that no conflict of interest exists or can be reasonably implied or construed to exist. To help maintain this commitment,Virgin Pulse asks that employees avoid outside activities or employment that might adversely affect his or her job performance.A conflict of interest is generally defined as any direct or indirect personal gain on an employee's part or that of a member of an employee's immediate family, related to a client,partner,or organization that might reasonably affect an employee's judgement or decisions made on behalf of Virgin Pulse. As with any form of improper conduct, a conflict of interest may result in disciplinary action,up to and including termination of employment. Some forms of conflicts of interest may arise through: • Employment or any engagement with a competitor, regardless of the nature of the employment or engagement; • Acceptance of gifts, payments or services from those who do business or seek to do business with Virgin Pulse; • Placement of Virgin Pulse business with a firm owned or controlled by a Virgin Pulse employee,or a family member of an employee; • Ownership of,or substantial interest in,a company that is a customer,competitor,or supplier of Virgin Pulse;or • Serving as a consultant to a current or prospective Virgin Pulse customer or supplier. Virgin Pulse also requires that all personnel promptly report to General Counsel any material transaction or relationship that could reasonably be expected to give rise to a conflict of interest at any time throughout the year. Protection and Proper Use of Virgin Pulse Assets Loss,theft, and misuse of Virgin Pulse assets has a direct impact on our business.Virgin Pulse expects you to promptly report the loss of,theft of,or damage to any Virgin Pulse assets.You are expected to protect Virgin Pulse's assets and to take steps to ensure that our assets are used only for legitimate business purposes,as is stated in VP IS Policy—Acceptable Use.It is not appropriate to allow friends or family to use Virgin Pulse assets for non-Virgin Pulse related purposes. Confidentiality It is the responsibility of all Virgin Pulse employees to safeguard sensitive company information.The nature of our business and the economic well-being of Virgin Pulse are dependent upon protecting and maintaining proprietary information.All employees are required to sign and honor the Virgin Pulse Employee NDA. VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 15 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 1a7(UG You may not disclose or distribute Virgin Pulse's confidential information,except when disclosure is authorized by Virgin Pulse or required by applicable law,rule,or regulation,or pursuant to an applicable legal proceeding. You shall use Confidential Information solely for legitimate Company purposes.You must return all of Virgin Pulse's Confidential Information and/or proprietary information in your possession to Virgin Pulse when you cease to be employed by,or to otherwise serve,Virgin Pulse. Corporate Opportunities You owe a duty to Virgin-Pulse to advance its legitimate business interest when the opportunity arises. Personnel are prohibited from: • Pursuing opportunities that are discovered through the use of Virgin Pulse's property,information,or as a result of his or her position; • Using Virgin Pulse's property,information,or his or her position for improper personal gain;or • Competing with Virgin Pulse. Competitors You have a duty to respect the confidentiality of others' information. Confidential or Proprietary information about other companies(including technology) may not be acquired through improper means such as deceit, misrepresentation,or receipt of information obtained from a third party or a present or former employee who is not authorized to disclose the protected information. Improper acquisition of such information is not only unethical and wrong, it also may be illegal. This includes improper acquisitions of information about Virgin Pulse's competitors. In particular,Virgin Pulse does not permit any employees to use Confidential or Proprietary information in the course of performing his or her duties obtained from a previous employer. Fair Dealing Competing vigorously, yet lawfully, with competitors and establishing advantageous, but fair, business relationships with customers and suppliers is part of the foundation for long-term success. However,unlawful and unethical conduct, which may lead to short-term gains, may damage our reputation and long-term business prospects. Accordingly, it is Virgin Pulse's policy that you must deal ethically and lawfully with our customers,suppliers,competitors,and employees in all business dealings on Virgin Pulse's behalf.You should not take unfair advantage of another person in business dealings on Virgin Pulse's behalf through the abuse of privileged or confidential information or through improper manipulation,concealment, or misrepresentation of material facts.Moreover,you must comply with the antitrust,unfair competition,and trade regulation laws of the United States and all of the other countries in which we do business. Accuracy of Records The integrity, reliability,and accuracy in all material respects of Virgin Pulse's books, records, and financial statements are fundamental to our continued and future business success.You may not cause Virgin Pulse to VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 16 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 teat enter into a transaction with the intent to document or record it in a deceptive or unlawful manner.In addition, you may not create any false or artificial documentation or book entry for any transaction entered into by Virgin Pulse. Similarly, those who have responsibility for accounting and financial reporting matters have a responsibility to accurately record all funds,assets,and transactions on Virgin Pulse's books and records. Trading in the Securities of Other Companies You may not trade in any company's securities based on any material,non-public information about a.company with which we do business until the information becomes public or is no longer material. For example, a customer, supplier, or other party with which Virgin Pulse is negotiating a major transaction, such as an acquisition,investment,or sale.This remains true even after you are no longer working with or for Virgin Pulse and still have access to material, non-public information. Tax Compliance Virgin Pulse works diligently to ensure that we are in compliance with all applicable tax laws and does not engage in behaviors with the purpose of tax avoidance or.evasion. In that light we expect that our employees will conduct themselves accordingly with regard to their interactions with Virgin Pulse,our employees and our clients. Virgin Pulse employees should not engage in activities or schemes with the purposes of tax avoidance or evasion with regard to indirect tax(i.e.,sales or VAT), employment, income or any other taxes. Similarly, employees should not advise or engage with clients in such a way that those arrangements, activities or schemes have as their purposes of tax avoidance or evasion of any kind. Bribes,Kickbacks,and Other Improper Payments Virgin Pulse does not permit or condone bribes,kickbacks,or other improper payments,transfers,or receipts. You should not offer,give, solicit, or receive any money or other item of value for the purpose of obtaining, retaining,or directing business or bestowing or receiving any kind of favored treatment.This may include gifts or gratuities of a certain value or a payment for referring any business to Virgin Pulse. Note:.While generally employees may accept reasonable gifts that are freely given without any expectations for favorable treatment,employees working with Medicare/Medicaid clients may only accept such gifts if they are valued less than$50. In addition,the use of Virgin Pulse funds or assets for any unlawful or unethical purpose is strictly prohibited. Such payments are also improper if they are made by employees on Virgin Pulse's behalf. The state and federal laws regarding gifts,gratuities,and payments to government employees are varied and complex. As a rule,you may not offer any payments of money, gifts, services, entertainment, or anything of value—in any amount,directly or indirectly—to any state or federal government official or employee. Entertainment,Gifts,Travel,and Honorariums VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 17 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 tea Except as set forth below,employees and members of their immediate families or households may not provide or accept entertainment or gifts that are intended to gain favor with an individual or company that does or seeks to do,business with Virgin Pulse. Note: While generally employees may accept reasonable gifts that are freely given without any expectations for favorable treatment,employees working with Medicare/Medicaid clients may only accept such gifts if they are valued less than$50. Employees may receive reasonable entertainment from customers or prospects if the employee and customer or prospect attend the activity together to allow for business discussions, the value of the entertainment is modest and reasonable,and the entertainment is consistent with Virgin Pulse's Business Travel and Expense Policy. Immediate family members or significant others may attend if the entertainment is modest and reasonable and consistent with Virgin Pulse's Business Travel and Expense Policy and the customer's or prospect's own compliance policies. In certain circumstances,suppliers or vendors may offer to pay for travel expenses related to a trip that involves mainly business,such as an advisory board or other conference sponsored by a health plan,employer, health care provider,or other type of vendor or business partner.Neither employees nor members of their immediate families or households may accept travel or travel related expenses for these or similar functions,unless there is approval from Virgin Pulse's CEO,CFO,or General Counsel. A Virgin Pulse employee may not financially benefit from an activity involving company-related business such as a speaking engagement,participation on an advisory board,committee or similar activity that is sponsored by a Virgin Pulse client or customers.Any related offers of money,honorariums,or other consideration to the employee,members of the employee's immediate family or household,Virgin Pulse,a charitable organization or to any other person or entity must be refused. An honorarium should only be accepted under unique circumstances and must be approved in advance by Virgin Pulse's CEO,CFO,or General Counsel. Fraud,Waste,and Abuse. Virgin Pulse participates in a number of federal programs with specific fraud,waste,and abuse requirements. There are differences between fraud,waste,and abuse,the primary differences being intent and knowledge. Fraud requires the person to have an intent to obtain payment and the knowledge that their actions are wrong. Waste and abuse may involve obtaining an improper payment but does not require the same intent and knowledge. In the context of Medicare and Medicaid,the government defines fraud,waste,and abuse as follows: Criminal Fraud Knowingly and willfully executing, or attempting to execute, a scheme or artifice to defraud any health care benefit program;or to obtain, by means of false or fraudulent pretenses,representations,or promises,any of the money or property owned by, or under the custody or control of, any health care benefit program.This violates criminal law. VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 18 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 tWe Waste Overutilization of services or other practices that, directly or indirectly, result in unnecessary costs to the Medicare or Medicaid Programs.Waste is generally not considered to be caused by criminally negligent actions but rather the misuse of resources. Abuse Includes actions that may, directly or indirectly, result in unnecessary costs to the Medicare or Medicaid Programs.Abuse involves payment for items or services when there is no legal entitlement to that payment and the provider has not knowingly and/or intentionally misrepresented facts to obtain payment. Virgin Pulse employees/contractors should keep in mind that even if intentions are good, choosing not to follow a policy could be interpreted by the government as fraud or payment abuse. Virgin Pulse requires all employees to be compliant with fraud,waste,and abuse laws. Penalties for failing to comply include, but are not limited to,the following: • Spoken warning • Written warning • Coaching • Re-training on compliance topics • Suspension • Termination • Criminal prosecution under applicable laws Unacceptable Conduct Employees are expected to be a positive reflection of Virgin Pulse by being courteous to co-workers,members, vendors, and visitors, by using Virgin Pulse's resources and equipment for business purposes only, and by complying with Virgin Pulse's policies and practices, as well as with federal, state, and local laws. For all employees,professional conduct should be a matter of course. While it is not possible to list all forms of behavior that are considered unacceptable in the workplace, the following are examples of infractions of rules of conduct that may result in suspension without pay and/or other disciplinary action,up to and including termination of employment: • Possession,distribution,transfer,sale,use/misuse of,taking or working under the influence of illegal drugs/controlled substances on or off Virgin Pulse premises, while on duty, and/or at company sponsored events • Insubordination or other disrespectful conduct towards management • Theft,unauthorized use,removal,or taking of another's property • Bringing or use of any dangerous or unauthorized materials, such as explosives or firearms, in the . workplace or at company sponsored events • Negligent or improper misconduct,fighting,or using abusive or confrontational/threatening language with any person(s)while on company premises or at any company sponsored event VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 19 DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 reig7e • Threatening,intimidating and/or physically harming any other employee or visitor • Engaging in criminal conduct or acts of violence If an employee's performance,work habits,overall attitude,conduct,or demeanor becomes unsatisfactory,as determined by Virgin Pulse in its sole discretion,based on violations of this or of any other Virgin Pulse policies, rules or regulations,the employee may be subject to disciplinary action, up to and including termination of employment. Drug Free Workplace Drug use in the workplace can be an expensive problem, with issues ranging from lost productivity, absenteeism,injuries,fatalities,theft and low employee morale to an increase in health care, legal liabilities and workers'compensation costs. Virgin Pulse has a Drug Free Workplace policy. If you are a Virgin Pulse employee,you should be familiar with these key concepts: • You may not manufacture, use, possess, sell, purchase, or transfer illegal drugs at any Virgin Pulse facilities,functions,or work locations • You may not be under the influence of illegal drugs,or abusing legal drugs,while performing work for Virgin Pulse • You must notify Virgin Pulse within five(5)days if you are convicted of a criminal drug violation • Virgin Pulse may require you to take a drug test • Virgin Pulse will take corrective actions if you violate this policy, which may include counseling, suspension,and termination • Virgin Pulse may have a separate Substance Abuse Policy that applies to specific jurisdictions,which are shared with employees based in that locality VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 110 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ke CONFIDENTIALITY—MEDIUM COMPLIANCE PROGRAM Compliance Framework Virgin Pulse implements the Code and other policies through its Compliance Program.The Compliance Program consists of seven key elements: 1. Oversight and management 2. Policies and procedures,including this Code of Conduct(the Code) 3. Open lines of communication 4. Monitoring and Auditing 5. Training 6. Disciplinary actions 7. Incident response Virgin Pulse's Compliance Program establishes an ethical standard for all activities and business practices.All personnel must strictly adhere to these standards through Virgin Pulse's Code. Monitoring Compliance and Disciplinary Action Virgin Pulse's management monitors compliance with the Code and Compliance Program,and when appropriate,imposes and enforces appropriate disciplinary measures for violations in accordance with Virgin Pulse Human Resource policies. Reporting Concerns/Receiving Advice Communication Channels Be Proactive: If you suspect there is a problem, be proactive.Ask questions. Seek guidance. Report suspected violations. Be alert for violations of the Code, any other Virgin Pulse policies and procedures, and any violations or suspected violation of applicable law, rule, or regulation. If you believe that actions have taken place,may be taking place,or may be about to take place that violate or would violate the Code or any law,rule or regulation applicable to Virgin Pulse,bring the matter to the attention of your supervisor/manager,the VP,Human Resources,the VP of Information Security &SaaS Operations,or General Counsel. Seek Guidance: The best starting point for seeking advice on ethics-related issues or reporting. potential violations of the Code will usually be your supervisor. However, if the conduct in question involves your supervisor/manager, and you have reported the conduct in question to him/her and do not believe that he or she has dealt with it properly,or if you do not feel that you can discuss the matter with your supervisor/manager,you may raise the matter to the VP,Human Resources,the VP of Information Security&SaaS Operations,or General Counsel. VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 111 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 redfe Reporting Accounting,Securities Law and Similar Concerns You may confidentially communicate with the.Company's VP, Human Resources, VP of Information Security&SaaS Operations,or General Counsel regarding any questions or potential violations of this Code,any other company policies,procedures or applicable laws,rules or regulations,by using any of the following methods: • In writing(which may be done anonymously as set forth below under"Reporting,Anonymity, Retaliation"),addressed to the Company's General Counsel, by U.S mail to Virgin Pulse,Attn: General Counsel,510 Marquette Avenue,Minneapolis,MN 55402;or • By using the Ethics Hotline,which the Company has established for receipt of questions and reports of potential violations of the Code. Communications may be sent anonymously through the Ethics Hotline: By Telephone: ' • USA/Canada:(844)401-0009 • All Other Countries:(800)603-2869 Online: • https://lighthouse-services.com/virginpulse No Retaliation Virgin Pulse expressly forbids any retaliation against any personnel who, acting in good faith on the basis of a reasonable belief,reports suspected misconduct.Specifically,Virgin Pulse will not discharge, demote,suspend,threaten,harass or in any other manner discriminate against,such personnel in the terms and conditions of his or her employment.Any person who participates in any such retaliation is subject to disciplinary action,including termination. Training Virgin Pulse provides detailed training on many of the topics covered by the Code.Some of this training will be categorized as mandatory training for all employees on an annual basis,including officers and directors of Virgin Pulse.This training may include comprehension tests to assess the effectiveness of the training and your understanding of the material. All personnel are expected to complete all training as required by the Corporate Security team. Working Together to Ensure Compliance with Laws Virgin Pulse is committed to doing business in compliance with all applicable federal,state,and local laws.The following are some of the areas where we need,to pay particular attention due to the risk associated with compliance,the nature of our industry, or our organization.This list is not exclusive and there are many other laws and regulations that govern us. Human Trafficking and Modern Slavery As part of our commitment eradicating human trafficking and modern slavery,Virgin Pulse recognizes that it has a responsibility to take a robust approach to combating conduct which perpetuates these practices. In particular, Virgin Pulse is committed to ensuring that there is no modern slavery or VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 112 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 rtigaT human trafficking within its business and using suppliers and subcontractors we do not believe engage in such practices. Virgin Pulse is also committed to ensuring transparency in our own business and in our approach to modern slavery throughout our supply chains, consistent with the legal and ethical obligations set forth in the U.K.Modern Slavery Act of 2015. Therefore,in addition to requiring that employees generally comply with applicable federal,state and local law,Virgin Pulse specifically prohibits employees from engaging in the following conduct: • engaging in sex trafficking or procuring commercial sex acts; • engaging in any form of human trafficking where travel is arranged or facilitated for persons with a view to exploiting them; • using forced or compulsory labor in the performance of any work or coercing any persons to . perform work or activities under threat of force or serious harm to them or another person; • destroying, concealing, confiscating or otherwise denying access by a worker to a worker's identity or immigration documents;or • using misleading or fraudulent practices during the recruitment of candidates for employment. The prevention,detection and reporting of modern slavery in any part of our business or supply chains is the responsibility of all those working for us or under our control. Our commitment to addressing the issues of human trafficking and modern slavery in our business and supply chains must be communicated to all suppliers and subcontractors at the outset of the business relationship and reinforced thereafter. Therefore,Virgin Pulse employees are required to notify Human Resources as soon as possible if the employee has a belief or suspicion that a conflict with this policy has occurred or may occur in the future. Virgin Pulse aims to encourage openness and will support anyone who raises genuine concerns in good faith under this policy. Therefore, Virgin Pulse is committed to ensuring that no one suffers any adverse action as a result of making such a good faith report. Training on this policy,and on the risk our business faces from modern slavery in its supply chains will be provided as necessary. Data Protection Laws(HIPAA,GDPR,Australian Privacy Act,etc.) Virgin Pulse must follow a variety of data protection laws from around the world,including: • the US Health Insurance Portability and Accountability Act of 1996(HIPAA) • the US Telephone Consumer Protection Act(TCPA) • the US Controlling the Assault of Non-Solicited Pornography and Marketing Act of 2003(CAN SPAM) • the EU General Data Protection Regulation(GDPR) • the Australian Privacy Act of 1988 • the Canadian Personal Information Protection and Electronic Documents Act(PIPEDA);and • similar state,federal,and international data protection laws. VIRGIN PULSE CODE OF F BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 113 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ttafe Under these laws, Virgin Pulse is required to adhere to strict requirements regarding the use and disclosure of Personal Data (including Protected Health Information or PHI). To meet these requirements, Virgin Pulse has adopted privacy and security policies. To help Virgin Pulse remain compliant,you must follow all privacy and security policies,including: • Complete Virgin Pulse's privacy and security training within 30 days of commencing employment with Virgin Pulse and annually thereafter • Only use,disclose,or request the minimum Personal Data that is reasonably necessary to perform your job • Only use or disclose Personal Data as allowed under Virgin Pulse policies • Report any unauthorized use or disclosure of Personal Data To protect Personal Data,you should follow all Virgin Pulse security requirements (as outlined in VP IS Policy—Acceptable Use),including: • Locking up your laptop in a secure place • Using secure passwords to access any Virgin Pulse information systems • Not sharing your password with anyone • Securely disposing of all data • Using secure,encrypted channels when transmitting data • Executing data protection agreements with vendors You can report any privacy or security violations by sending an email to: • privacy@virginpulse.com • security@virginpulse.com Software License Obligations Virgin Pulse uses a wide variety of computer software that is protected by various licensing agreements and copyright laws. Employees should not duplicate and/or use computer software outside the bounds set by the vendor. The penalties for violating these licensing agreements are severe and may involve personal liability. Antitrust Virgin Pulse is committed to complying with all antitrust laws.These laws prohibit price fixing,market allocation, group boycotts, price discrimination, and monopolization. In general, antitrust laws are designed to prevent one business from gaining an unfair advantage and forcing other businesses out of the marketplace. Virgin Pulse personnel are required to avoid even the appearance of anticompetitive conduct. Penalties for antitrust violations can be severe.Violations of federal and state laws may result in civil and criminal liability. VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 114 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 teat Political Activity and Contributions Virgin Pulse supports your right to vote and be active in the political process. However,federal laws restrict the use of corporate funds in connection with federal elections. Accordingly,you should not: • Include, directly or indirectly, any political contribution on expense accounts or in any other way cause Virgin Pulse to reimburse you for that expense.The cost of fund-raising tickets for political functions is considered a political contribution.Therefore, including the cost of any such fund-raising dinner on your expense account, even if business is discussed, is against Virgin Pulse policy. • Use any Virgin Pulse property, facilities or employee time for any political activity, as prohibited by law. Examples of prohibited conduct would include using Virgin Pulse administrative support time to send invitations for political fund-raising events, using your. office telephone to make politically motivated requests, allowing any candidate to use our facilities or meeting rooms for campaign purposes, or loaning company property to anyone for use in connection with a campaign. Working Together to Create a Safe and Healthy Work Environment Virgin Pulse strives to create a safe, respectful place for its employees to work. In the United States, regulatory agencies exist on federal, state, and local levels to ensure workplace safety, employee health,and environmental protection.Virgin Pulse complies with both the letter and the spirit of the laws and regulations imposed by these agencies and to cooperate with agency inspection and enforcement staff. If any employee is contacted by any regulatory or enforcement agency, the employee should notify Human Resources or General Counsel. VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 115 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505C05563023 I9the CONFIDENTIALITY—MEDIUM ACKNOWLEDGMENT I certify that I have received,read,and will comply with this Code. Signature Print Name Date VIRGIN PULSE CODE OF BUSINESS CONDUCT AND COMPLIANCE PROGRAM CONFIDENTIALITY—MEDIUM 116 DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 ATTACHMENT D INSURANCE REQUIREMENTS DocuSign Envelope ID:75F39255-CEOB-4467-85BB-505CD5563023 INSURANCE REQUIREMENTS The vendor shall maintain the below required insurance in effect prior to awarding the contract and for the duration of the contract. The maintenance of proper insurance coverage is a material element of the contract and failure to maintain or renew coverage-may be treated as a material breach of the contract,which could result in withholding of payments or termination of the contract. A. Workers Compensation Insurance for all employees of the vendor as required by - Florida Statute 440, and Employer Liability Insurance for bodily injury or disease. Should the Vendor be exempt from this Statute, the Vendor and each employee. shall hold the City harmless from any,injury incurred during performance Of the Contract.The exempt Vendor shall also submit'(i)a written statement detailing the number of employees and that they are not required to carry Workers' Compensation insurance and do not anticipate hiring any additional employees during the term of this contract or(ii)a copy of a Certificate of Exemption. B. Commercial General Liability Insurance on an occurrence basis, including products and completed operations, property damage, bodily injury" and personal & advertising injury with limits no less than $1,000,000 per occurrence, and $2,000,000 general aggregate. C. Automobile Liability Insurance covering any automobile, if vendor has no owned automobiles, then coverage for hired and non-owned automobiles, with limit no less than$1,000,000 combined per accident for bodily injury and property damage. D. Professional Liability Insurance in an amount not less than $1,000,000 with the deductible per claim, if any,not to exceed 10%of the limit of liability. Additional :Insured - City of Miami Beach must be included by endorsement as an additional insured with respect to all liability policies (except Professional Liability and Workers' Compensation) arising out of work or operations performed on behalf of the contractor including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired or borrowed in the form of an endorsement to the contractor's insurance. Notice of Cancellation - Each insurance policy required above shall provide that coverage shall not be cancelled, except with notice to the City of Miami Beach do EXIGIS Insurance Compliance Services. Waiver of Subrogation—Vendor agrees.to obtain any endorsement that may be necessary to affect the waiver of subrogation on the coverages required. However, this provision applies regardless of whether the.City has received a waiver of subrogation endorsement from the insurer. DocuSign Envelope ID:75F39255-CE0B-4467-85BB-505CD5563023 Acceptability of Insurers—Insurance must be placed with insurers with a.current A.M. Best rating of A:VII or higher. If not rated, exceptions may be made for members of the Florida Insurance Funds(i.e. FWCIGA, FAJUA). Carriers may also be considered if they are licensed and authorized to do insurance business in the State of Florida. Verification of Coverage — Contractor shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this contract. All certificates and endorsements are to be received and approved,by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications,at any time. CERTIFICATE HOLDER MUST READ: CITY OF MIAMI BEACH c/o EXIGIS Insurance Compliance Services P.O. Box 4668—ECM#35050 New York, NY 10163-4668 Kindly submit all certificates of insurance, endorsements, exemption letters to our servicing agent, EXIGIS,at: Certificates-miamibeach(a riskworks.com Special Risks or Circumstances - The City of Miami Beach reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Compliance with the foregoing requirements shall not relieve the vendor of his liability and obligation under this section or under any other section of this agreement.