31786-00190%20TPA%20RFP%20for%20posting.docx

06-24-26 RFP

STATE OF TENNESSEE

DEPARTMENT OF FINANCE AND ADMINISTRATION

REQUEST FOR PROPOSALS

FOR

THIRD PARTY ADMINISTRATOR SERVICES FOR THE STATE’S PUBLIC SECTOR HEALTH PLANS

RFP # 31786-00190

RFP CONTENTS

SECTIONS:

1. INTRODUCTION

2. RFP SCHEDULE OF EVENTS

3. RESPONSE REQUIREMENTS

4. GENERAL CONTRACTING INFORMATION & REQUIREMENTS

5. EVALUATION & CONTRACT AWARD

ATTACHMENTS:

6.1 Response Statement of Certifications & Assurances

6.2 Technical Response & Evaluation Guide

6.3 Cost Proposal & Scoring Guide

6.4 Reference Questionnaire

6.5 Score Summary Matrix

6.6 Pro Forma Contract

APPENDICES:

7.1 Discount Data Specifications

7.2 Network Access Analysis Instructions

7.3 Provider Disruption Analysis Instructions and Template

7.4 Quest Analytics Sample Reports

7.5 2026 TN ZIP Code Enrollment Counts

7.6 Enrollment by Plan Group

7.7 Enrollment by Plan

7.8 2025 Claims and Utilization History

7.9 Benefits Administration 834 Guidance Manual

7.10 Decision Support System File Format

7.11 HIPAA Business Associate Assessment

7.12 Bank Draft Report Template

7.13 Supplier Direct Deposit Authorization

7.14 Process for Subrogation and Other Recoveries

7.15 Simplified Wellness Activity Llayout

7.16 Implementation and Account team surveys

7.17 ASP Reconciliation Template

7.18 Written Questions & Comments Template

RFP 31786-00190

1. INTRODUCTION

The State of Tennessee, State, Local Education, and Local Government Insurance Committees, hereinafter referred to as “the State,” issues this Request for Proposals (RFP) to define minimum contract requirements; solicit responses; detail response requirements; and, outline the State’s process for evaluating responses and selecting a contractor to provide the needed goods or services.

Through this RFP, the State seeks to procure necessary goods or services at the most favorable, competitive prices and to give ALL qualified respondents an opportunity to do business with the state as contractors, subcontractors or suppliers.

1.1. Statement of Procurement Purpose

The State intends to secure up to two contracts with Third Party Administrator(s) (TPAs) with a Preferred Provider Organization (PPO) network servicing all ninety-five (95) Tennessee counties statewide as well as nationally for Members residing or traveling outside of the state. The TPA(s) shall provide access to an existing (current) efficient, high-quality, cost effective commercial PPO network that meets the State’s access requirements. Additionally, the TPA(s) shall provide access to their most inclusive and broadest existing (current) commercial PPO network. The broad network option(s) shall be implemented at the State’s discretion and may be implemented on a separate timeline, if at all. Network surcharges, to be paid by the Member, may also be added to the most expensive network options. Benefits Administration currently utilizes such surcharges to incentivize the use of the most cost-effective networks while also providing Member choice. The TPA(s) shall offer all benefit options currently offered by the State or any other benefit options that the State subsequently develops and shall ensure that all benefit options and plan designs, including our new Copay PPO, are implemented and administered in strict adherence with the State’s intent. The State’s current benefit designs may be reviewed at http://partnersforhealthtn.gov/.

To enhance contract transparency, the State has introduced new and updated pro forma contract language, with corresponding changes reflected in the cost proposal, including but not limited to the following:

· Updated language that clarifies expectations regarding utilization management and prior authorization services including new reporting requirements.

· New provisions establishing expectations for processing and payment of out-of-network claims, including setting a maximum allowable charge methodology and a savings report.

· Additional language that outlines requirements for pre and post payment activities including options for carving out these activities at the State’s discretion as well as detailed reporting.

· Updated language regarding the No Surprises Act Independent Dispute Resolution process including detailed reporting and invoicing.

The State will select up to two highest overall scored proposals resulting in up to two contracts. The TPA(s) shall provide network administration, utilization management, claims adjudication, call center services, and benefits communication materials for Members. The TPA(s) shall perform all services described in the Scope of Services of the pro forma contract (RFP Attachment 6.6).

Background and Context

The State is the largest purchaser of employer-based health care services in Tennessee. The State operates three financially independent self-funded public sector plans which provide health benefits to approximately 306,000 employees, retirees and dependents of the State, the University of Tennessee (UT) system, the Tennessee Board of Regents (TBR) system, Local Education Agencies (LEAs), and Local Government Agencies (LGA). Approximately half (152,000) of the Members are employees and retirees while dependents make up the other half. See the most recent Annual Report for a description of program and plan information. The report is available at www.tn.gov/partnersforhealth/publications/reports.html. Current benefit options include self-funded PPOs, Copay PPO, and Consumer Driven High Deductible Plans with Health Savings Accounts (CDHP/HSAs). BlueCross BlueShield of Tennessee and CIGNA Healthcare administer the plans in all three grand divisions.

State Group Insurance Plan

The State Group Insurance Plan is governed by the State Insurance Committee and is a financially separate, self-funded program. The State plan provides medical coverage to approximately 148,000 state and higher education employees, pre-65 retirees, COBRA participants and their dependents. The State, as the employer, contributes monthly to premiums in an amount equal to approximately 80% of the premium cost of one or more of the basic health plans. Approximately $713 million in medical claims, $612 million in pharmacy claims, and $33 million in behavioral health claims were paid under these Plan options during Plan year 2025.

The State has a separate carve-out contract currently with Caremark PCS Health for pharmacy benefits and a separate carve-out contract with Optum Behavioral for the employee assistance program (EAP), behavioral health and substance use benefit. The employee population health program is administered by Sharecare and delivers disease management, lifestyle management, and weight management. Supplemental Medical Insurance for Retirees with Medicare is offered to eligible retirees and is administered by BCBST.

Voluntary benefits offered to State Plan Members and retirees include:

· Prepaid dental plan - Cigna

· Preferred dental organization plan - MetLife

· Vision plan – EyeMed

· Life Insurance – Securian Financial

· Disability Insurance – MetLife

· Health Savings and Flexible Savings Accounts – TASC

Local Education Group Insurance Plan

The Local Education Group Insurance Plan is governed by the Local Education Insurance Committee and is a financially separate, self-funded program for employees and retirees of 279 Local Education Agencies (LEA). The Local Education Plan offers similar health benefits as the State Plan which are administered by the State’s contracted TPAs.

The Local Education Plan enrollment has approximately 64,000 employees/retirees with a total of over 128,000 covered lives. Most of the employees are teachers; the balance is comprised of administrators, cafeteria workers, maintenance and other support personnel. The State, through a budget funding formula, pays the LEA 45% of the aggregate average premium for each instructional staff and 30% of the aggregate average premium for each non-instructional staff. Approximately $550 million in medical claims, $508 million in pharmacy claims, and $16 million in mental health claims were paid under these Plan options during Plan year 2025.

In addition to health insurance coverage, LEAs may participate in the same dental and vision products as State Plan Members.

Local Government Group Insurance Plan

The Local Government Group Insurance Plan is governed by the Local Government Insurance Committee and is also a financially separate, self-funded program available to employees of 550 local governments or quasi-governmental entities in Tennessee who elect to secure health insurance coverage through this Plan. The health benefits and their administrators are identical to those under the Local Education Plan.

The Local Government Plan enrollment is approximately 18,000 employees with a total of over 29,000 lives covered . Approximately $140 million in medical claims, $111 million in pharmacy and $3 million in mental health claims were paid under these Plan options during Plan year 2025. The State does not provide any funding to participating Local Government Agencies.

In addition to health insurance coverage, Local Government Agencies may participate in the same dental and vision products as State Plan Members.

Other Recent, Relevant Initiatives and Developments

The Plans strive to provide comprehensive, affordable, dependable and sustainable health benefits for our 306,000 Members with the aim of keeping expenditures at or below annual projected medical trend. Like all employers, we continue to search for, and implement, plan design concepts that deliver best value: “bending the cost curve” and improving quality for our Members.

Population Health:

Because of our heavy chronic disease burden, population health has been at the core of our Plan design since 2011. Reducing health risk and improving clinical outcomes is the focus for the population health initiative and continues to be the driving force in determining future population health incentives. Population health program availability differs between the State, Local Education, and Local Government Plans.

Centers of Excellence:

Due to the variability in the cost and quality of surgical services and cancer treatments, and to provide high-touch member experience and benefit, Benefits Administration has contracted with Carrum Health. Members may elect to utilize the Carrum Health centers of excellence program and have their member costs waived; after the deductible for CDHP members. Bariatric weight-loss surgeries are an exception and members are required go through Carrum Health for plan coverage.

1.1.2.

1.1.2. The maximum liability for the resulting contract will be determined through the best evaluated cost proposal and estimated cost associated with this service. The maximum liability will exceed one dollar ($1.00).

1.2. Scope of Service, Contract Period, & Required Terms and Conditions The RFP Attachment 6.6., Pro Forma Contract details the State’s requirements:

· The pro forma contract substantially represents the contract document that the successful Respondent must sign. Scope of Services and Deliverables (Section A);

· Contract Period (Section B);

· Payment Terms (Section C);

· Standard Terms and Conditions (Section D); and,

· Special Terms and Conditions (Section E).

· Attestation Re Personnel Used in Contract Performance (Attachment A);

· Liquidated Damages (Attachment B);

· Reporting Requirements (Attachment C);

· Service Level Agreement Scorecard (Attachment D); and

· HIPAA Business Associate Agreement (Attachment E).

1.3. Nondiscrimination

No person shall be excluded from participation in, be denied benefits of, or be otherwise subjected to discrimination in the performance of a Contract pursuant to this RFP or in the employment practices of the Contractor on the grounds of handicap or disability, age, race, creed, color, religion, sex, national origin, or any other classification protected by federal, Tennessee state constitutional, or statutory law. The Contractor pursuant to this RFP shall, upon request, show proof of such nondiscrimination and shall post in conspicuous places, available to all employees and applicants, notices of nondiscrimination.

1.4. RFP Communications

1.4.1.

The State has assigned the following RFP identification number that must be referenced in all communications regarding this RFP:

RFP # 31786-00190

1.4.2.

Unauthorized contact about this RFP with employees or officials of the State of Tennessee except as detailed below may result in disqualification from consideration under this procurement process.

1.4.2.1.

Prospective Respondents must direct communications concerning this RFP to the following person designated as the Solicitation Coordinator:

Heather Pease Procurement and Contracts Director Tennessee Department of Finance & Administration, Division of Benefits Administration 312 Rosa L. Parks Avenue, Suite 1900 Nashville, TN 37243 Heather.pease@tn.gov cc: vanessa.watson@tn.gov Telephone: 615.917.4165

1.4.2.2.

Notwithstanding the foregoing, Prospective Respondents may alternatively contact:

the following individual designated by the State to coordinate compliance with the nondiscrimination requirements of the State of Tennessee, Title VI of the Civil Rights Act of 1964, the Americans with Disabilities Act of 1990, and associated federal regulations:

Lucian Geise, General Counsel Tennessee Department of Finance & Administration 312 Rosa L. Parks Avenue, Suite 1900 Nashville, TN 37243 Phone number: 615.532.9617 FA.CivilRights@tn.gov 1.4.3.

Only the State’s official, written responses and communications with Respondents are binding with regard to this RFP. Oral communications between a State official and one or more Respondents are unofficial and non-binding.

1.4.4.

Potential Respondents must ensure that the State receives all written questions and comments, including questions and requests for clarification, no later than the Written Questions & Comments Deadline detailed in the RFP Section 2, Schedule of Events. Respondents should submit written questions and comments on Appendix 7.18 the written questions and comments template.

1.4.5.

Respondents must assume the risk of the method of dispatching any communication or response to the State. The State assumes no responsibility for delays or delivery failures resulting from the Respondent’s method of dispatch. Actual or digital “postmarking” of a communication or response to the State by a specified deadline is not a substitute for the State’s actual receipt of a communication or response. It is encouraged for Respondents to submit bids digitally.

1.4.6.

The State will convey all official responses and communications related to this RFP to the prospective Respondents from whom the State has received a Notice of Intent to Respond (refer to RFP Section 1.8).

1.4.7.

The State reserves the right to determine, at its sole discretion, the method of conveying official, written responses and communications related to this RFP. Such written communications may be transmitted by mail, hand-delivery, facsimile, electronic mail, Internet posting, or any other means deemed reasonable by the State. For internet posting, please refer to the following website: https://www.tn.gov/generalservices/procurement/central-procurement-office--cpo-/supplier-information/request-for-proposals--rfp--opportunities1.html.

1.4.8.

The State reserves the right to determine, at its sole discretion, the appropriateness and adequacy of responses to written comments, questions, and requests related to this RFP. The State’s official, written responses will constitute an amendment of this RFP.

1.4.9.

Any data or factual information provided by the State (in this RFP, an RFP amendment or any other communication relating to this RFP) is for informational purposes only. The State will make reasonable efforts to ensure the accuracy of such data or information, however it is the Respondent’s obligation to independently verify any data or information provided by the State. The State expressly disclaims the accuracy or adequacy of any information or data that it provides to prospective Respondents.

1.5. Assistance to Respondents With a Handicap or Disability

Prospective Respondents with a handicap or disability may receive accommodation relating to the communication of this RFP and participating in the RFP process. Prospective Respondents may contact the Solicitation Coordinator to request such reasonable accommodation no later than the Disability Accommodation Request Deadline detailed in the RFP Section 2, Schedule of Events.

1.6. Respondent Required Review & Waiver of Objections

1.6.1.

Each prospective Respondent must carefully review this RFP, including but not limited to, attachments, the RFP Attachment 6.6., Pro Forma Contract, and any amendments, for questions, comments, defects, objections, or any other matter requiring clarification or correction (collectively called “questions and comments”).

1.6.2.

Any prospective Respondent having questions and comments concerning this RFP must provide them in writing to the State no later than the Written Questions & Comments Deadline detailed in the RFP Section 2, Schedule of Events.

1.6.3.

Protests based on any objection to the RFP shall be considered waived and invalid if the objection has not been brought to the attention of the State, in writing, by the Written Questions & Comments Deadline.

1.7. Pre-Response Conference

A Pre-response Conference will be held at the time and date detailed in the RFP Section 2, Schedule of Events. Pre-response Conference attendance is not mandatory, and prospective Respondents may be limited to a maximum number of attendees depending upon overall attendance and space limitations.

The conference will be held at:

Join from the meeting link https://tn.webex.com/tn/j.php?MTID=m397a6240a1ccf4fd4140fdcd877b720c

Join by meeting number

Meeting number (access code): 2309 595 2123

Meeting password: Whn2qqvFa44

Join by phone +1 615-747-4911 Webex Call-In +1-415-655-0001 US Toll Global call-in numbers The purpose of the conference is to discuss the RFP scope of goods or services. The State will entertain questions, however prospective Respondents must understand that the State’s oral response to any question at the Pre-response Conference shall be unofficial and non-binding. Prospective Respondents must submit all questions, comments, or other concerns regarding the RFP in writing prior to the Written Questions & Comments Deadline date detailed in the RFP Section 2, Schedule of Events. The State will send the official response to these questions and comments to prospective Respondents from whom the State has received a Notice of Intent to respond as indicated in RFP Section 1.8 and on the date detailed in the RFP Section 2, Schedule of Events.

1.8. Notice of Intent to Respond

Before the Notice of Intent to Respond Deadline detailed in the RFP Section 2, Schedule of Events, prospective Respondents should submit to the Solicitation Coordinator a Notice of Intent to Respond (in the form of a simple e-mail or other written communication). Such notice should include the following information:

· the business or individual’s name (as appropriate);

· a contact person’s name and title; and

· the contact person’s mailing address, telephone number, facsimile number, and e-mail address.

A Notice of Intent to Respond creates no obligation and is not a prerequisite for submitting a response, however, it is necessary to ensure receipt of any RFP amendments or other notices and communications relating to this RFP.

1.9. Response Deadline

A Respondent must ensure that the State receives a response no later than the Response Deadline time and date detailed in the RFP Section 2, Schedule of Events. The State will not accept late responses, and a Respondent’s failure to submit a response before the deadline will result in disqualification of the response. It is the responsibility of the Respondent to ascertain any additional security requirements with respect to packaging and delivery to the State of Tennessee. Respondents should be mindful of any potential delays due to security screening procedures, weather, or other filing delays whether foreseeable or unforeseeable.

RFP 31786-00190

RFP 31786-00190

(central time zone)

DATE

1. RFP Issued

September 15, 2026

5. Written “Questions & Comments” Deadline *NOTE: Submit written questions and comments on Appendix 7.18

2:00 p.m.

October 5, 2026

6. State Response to Written “Questions & Comments”

October 30, 2026

7. Round 2 Written “Questions & Comments” Deadline *NOTE: Respondents may submit no more than five (5) questions to the State in the 2nd round of Written Questions and Comments.

November 13, 2026

8. Deadline to Submit Network and Claims Information to Aon

December 3, 2026

8. State Response to Written “Questions & Comments” Round 2

December 4, 2026

10. State Opening of Cost Proposals

December 21, 2026

11. Cost Proposal Analysis

December 21, 2026-February 2, 2027

12. State Completion of Technical Response Evaluations

January 28, 2027

13. State Notice of Intent to Award Released and RFP Files Opened for Public Inspection

2:00 p.m.

February 25, 2027

14. End of Protest Period

March 4, 2027

15. State sends contract to Contractor for signature

March 5, 2027

2. RFP SCHEDULE OF EVENTS

2.1.

The following RFP Schedule of Events represents the State’s best estimate for this RFP.

2.2. The State reserves the right, at its sole discretion, to adjust the RFP Schedule of Events as it deems necessary.

Any adjustment of the Schedule of Events shall constitute an RFP amendment, and the State will communicate such to prospective Respondents from whom the State has received a Notice of Intent to Respond (refer to section 1.8).

3.1.1. Technical Response. RFP Attachment 6.2., Technical Response & Evaluation Guide provides the specific requirements for submitting a response. This guide includes mandatory requirement items, general qualifications and experience items, and technical qualifications, experience, and approach items all of which must be addressed with a written response and, in some instances, additional documentation.

NOTICE: A technical response must not include any pricing or cost information. If any pricing or cost information amounts of any type (even pricing relating to other projects) is included in any part of the technical response, the state may deem the response to be non-responsive and reject it.

3.1.1.1.

A Respondent should duplicate and use the RFP Attachment 6.2., Technical Response & Evaluation Guide to organize, reference, and draft the Technical Response by duplicating the attachment, adding appropriate page numbers as required, and using the guide as a table of contents covering the Technical Response.

3.1.1.2.

A response should be economically prepared, with emphasis on completeness and clarity. A response, as well as any reference material presented, must be written in English and must be written on standard 8 ½” x 11” pages (although oversize exhibits are permissible) and use a 12 point font for text. All response pages must be numbered.

3.1.1.3.

All information and documentation included in a Technical Response should correspond to or address a specific requirement detailed in the RFP Attachment 6.2., Technical Response & Evaluation Guide. All information must be incorporated into a response to a specific requirement and clearly referenced. Any information not meeting these criteria will be deemed extraneous and will not contribute to evaluations.

3.1.1.4.

The State may determine a response to be non-responsive and reject it if:

a. the Respondent fails to organize and properly reference the Technical Response as required by this RFP and the RFP Attachment 6.2., Technical Response & Evaluation Guide; or

b. the Technical Response document does not appropriately respond to, address, or meet all of the requirements and response items detailed in the RFP Attachment 6.2., Technical Response & Evaluation Guide.

3.1.2. Cost Proposal.

A Cost Proposal must be recorded on an exact duplicate of the RFP Attachment 6.3., Cost Proposal & Scoring Guide.

NOTICE: If a Respondent fails to submit a cost proposal exactly as required, the State may deem the response to be non-responsive and reject it.

3.1.2.1.

A Respondent must only record the proposed cost exactly as required by the RFP Attachment 6.3., Cost Proposal & Scoring Guide and must NOT record any other rates, amounts, or information.

3.1.2.2.

The proposed cost shall incorporate ALL costs for services under the contract for the total contract period, including any renewals or extensions.

3.1.2.3.

A Respondent must sign and date the Cost Proposal.

3.1.2.4.

A Respondent must submit the Cost Proposal to the State on a separate e-mail, digital online submission, or USB flash drive from the Technical Response (as detailed in RFP Sections 3.2.3., et seq.).

3.2. Response Delivery

3.2.1. A Respondent must ensure that both the Technical Response and Cost Proposal files meet all form and content requirements, including all required signatures, as detailed within this RFP.

3.2.2. A Respondent must submit their response as specified in one of the two formats below.

3.2.2.1. Digital Media Submission

3.2.2.1.1. Technical Response

The Technical Response document should be in the form of one (1) digital document in “PDF” format properly recorded on its own otherwise blank USB flash drive or uploaded to our digital submission platform and should be clearly identified as the:

“RFP #31786-00191 TECHNICAL RESPONSE ORIGINAL”

and one (1) digital copy of the Technical Response each in the form of one (1) digital document with separate individual corresponding appendices or exhibits in “PDF” format properly recorded on its own otherwise blank USB flash drive clearly labeled:

“RFP #31786-00190 TECHNICAL RESPONSE COPY”

The customer references should be delivered by each reference in accordance with RFP Attachment 6.4. Reference Questionnaire.

3.2.2.1.2. Cost Proposal:

The Cost Proposal should be in the form of one (1) digital document in “XLS” format properly recorded on a separate, otherwise blank USB flash drive or uploaded to our digital submission platform clearly labeled:

“RFP #31786-00190 COST PROPOSAL”

An electronic or facsimile signature, as applicable, on the Cost Proposal is acceptable.

3.2.2.2. E-mail Submission

3.2.2.2.1. Technical Response

The Technical Response document should be in the form of one (1) digital document in “PDF” format or other easily accessible digital format attached to an e-mail to the Solicitation Coordinator. Both the subject and file name should be clearly identified as follows:

“RFP #31786-00191 TECHNICAL RESPONSE”

The customer references should be delivered by each reference in accordance with RFP Attachment 6.4. Reference Questionnaire.

3.2.2.2.2. Cost Proposal:

The Cost Proposal should be in the form of one (1) digital document in “XLS” format or other easily accessible digital format attached to an e-mail to the Solicitation Coordinator. Both the subject and file name should be clearly identified as follows:

“RFP #31786-00191 COST PROPOSAL”

An electronic or facsimile signature, as applicable, on the Cost Proposal is acceptable.

3.2.3. For e-mail submissions, the Technical Response and Cost Proposal documents must be dispatched to the Solicitation Coordinator in separate e-mail messages. For digital media submissions, a Respondent must separate, seal, package, and label the documents and copies for delivery as follows:

3.2.3.1. The Technical Response and copies must be placed in a sealed package that is clearly labeled:

“DO NOT OPEN… RFP #31786-00191 TECHNICAL RESPONSE FROM [RESPONDENT LEGAL ENTITY NAME]”

3.2.3.2. The Cost Proposal must be placed in a separate, sealed package that is clearly labeled:

“DO NOT OPEN… RFP #31786-00191 COST PROPOSAL FROM

[RESPONDENT LEGAL ENTITY NAME]”

3.2.3.3. The separately, sealed Technical Response and Cost Proposal components may be enclosed in a larger package for mailing or delivery, provided that the outermost package is clearly labeled:

“RFP #31786-00191 SEALED TECHNICAL RESPONSE & SEALED COST PROPOSAL FROM [RESPONDENT LEGAL ENTITY NAME]”

3.2.3.4. Any Respondent wishing to submit a Response in a format other than digital may do so by contacting the Solicitation Coordinator.

3.2.4. A Respondent must ensure that the State receives a response no later than the Response Deadline time and date detailed in the RFP Section 2, Schedule of Events at the following address:

Heather Pease, Director of Procurements & Contracts Department of Finance and Administration, Division of Benefits Administration 312 Rosa L. Parks Avenue, Suite 1900 heather.pease@tn.gov cc: vanessa.watson@tn.gov Telephone: 615.253.1652

3.2.5. A Respondent must ensure that Aon receives all network and claims information no later than the Deadline time and date detailed in the RFP Section 2, Schedule of Events. Information must go to the following individuals and email addresses:

Discount Analysis information (Refer to Appendix 7.1):

Bob Tate - bob.tate1@aon.com Vishnu Aravati - vishnu.aravati@aon.com

3.3. Response & Respondent Prohibitions

3.3.1.

A response must not include alternate contract terms and conditions. If a response contains such terms and conditions, the State, at its sole discretion, may determine the response to be a non-responsive counteroffer and reject it.

3.3.2.

A response must not restrict the rights of the State or otherwise qualify either the offer to deliver goods or provide services as required by this RFP or the Cost Proposal. If a response restricts the rights of the State or otherwise qualifies either the offer to deliver goods or provide services as required by this RFP or the Cost Proposal, the State, at its sole discretion, may determine the response to be a non-responsive counteroffer and reject it.

3.3.3.

A response must not propose alternative goods or services (i.e., offer services different from those requested and required by this RFP) unless expressly requested in this RFP. The State may consider a response of alternative goods or services to be non-responsive and reject it.

3.3.4.

A Cost Proposal must be prepared and arrived at independently and must not involve any collusion between Respondents. The State will reject any Cost Proposal that involves collusion, consultation, communication, or agreement between Respondents. Regardless of the time of detection, the State will consider any such actions to be grounds for response rejection or contract termination.

3.3.5.

A Respondent must not provide, for consideration in this RFP process or subsequent contract negotiations, any information that the Respondent knew or should have known was materially incorrect. If the State determines that a Respondent has provided such incorrect information, the State will deem the Response non-responsive and reject it.

3.3.6.

A Respondent must not submit more than one Technical Response and one Cost Proposal in response to this RFP, except as expressly requested by the State in this RFP. If a Respondent submits more than one Technical Response or more than one Cost Proposal, the State will deem all of the responses non-responsive and reject them.

3.3.7.

A Respondent must not submit a response as a prime contractor while also permitting one or more other Respondents to offer the Respondent as a subcontractor in their own responses. Such may result in the disqualification of all Respondents knowingly involved. This restriction does not, however, prohibit different Respondents from offering the same subcontractor as a part of their responses (provided that the subcontractor does not also submit a response as a prime contractor).

3.3.8.

The State shall not consider a response from an individual who is, or within the past six (6) months has been, a State employee. For purposes of this RFP:

3.3.8.1.

An individual shall be deemed a State employee until such time as all compensation for salary, termination pay, and annual leave has been paid;

3.3.8.2.

A contract with or a response from a company, corporation, or any other contracting entity in which a controlling interest is held by any State employee shall be considered to be a contract with or proposal from the employee; and 3.3.8.3.

A contract with or a response from a company, corporation, or any other contracting entity that employs an individual who is, or within the past six (6) months has been, a State employee shall not be considered a contract with or a proposal from the employee and shall not constitute a prohibited conflict of interest.

3.3.9.

This RFP is also subject to Tenn. Code Ann. § 12-4-101—105.

3.4. Response Errors & Revisions

A Respondent is responsible for any and all response errors or omissions. A Respondent will not be allowed to alter or revise response documents after the Response Deadline time and date detailed in the RFP Section 2, Schedule of Events unless such is formally requested, in writing, by the State.

3.5. Response Withdrawal

A Respondent may withdraw a submitted response at any time before the Response Deadline time and date detailed in the RFP Section 2, Schedule of Events by submitting a written request signed by an authorized Respondent representative. After withdrawing a response, a Respondent may submit another response at any time before the Response Deadline. After the Response Deadline, a Respondent may only withdraw all or a portion of a response where the enforcement of the response would impose an unconscionable hardship on the Respondent.

3.6. Additional Services

If a response offers goods or services in addition to those required by and described in this RFP, the State, at its sole discretion, may add such services to the contract awarded as a result of this RFP. Notwithstanding the foregoing, a Respondent must not propose any additional cost amounts or rates for additional goods or services. Regardless of any additional services offered in a response, the Respondent’s Cost Proposal must only record the proposed cost as required in this RFP and must not record any other rates, amounts, or information.

NOTICE: If a Respondent fails to submit a Cost Proposal exactly as required, the State may deem the response non-responsive and reject it.

3.7. Response Preparation Costs

The State will not pay any costs associated with the preparation, submittal, or presentation of any response.

The State at its sole discretion may amend this RFP, in writing, at any time prior to contract award. However, prior to any such amendment, the State will consider whether it would negatively impact the ability of potential Respondents to meet the response deadline and revise the RFP Schedule of Events if deemed appropriate. If an RFP amendment is issued, the State will convey it to potential Respondents who submitted a Notice of Intent to Respond (refer to RFP Section 1.8). A response must address the final RFP (including its attachments) as amended.

4.2. RFP Cancellation

The State reserves the right, at its sole discretion, to cancel the RFP or to cancel and reissue this RFP in accordance with applicable laws and regulations.

4.3. State Right of Rejection

4.3.1.

Subject to applicable laws and regulations, the State reserves the right to reject, at its sole discretion, any and all responses.

4.3.2.

The State may deem as non-responsive and reject any response that does not comply with all terms, conditions, and performance requirements of this RFP. Notwithstanding the foregoing, the State reserves the right to waive, at its sole discretion, minor variances from full compliance with this RFP. If the State waives variances in a response, such waiver shall not modify the RFP requirements or excuse the Respondent from full compliance, and the State may hold any resulting Contractor to strict compliance with this RFP.

4.4. Assignment & Subcontracting

4.4.1.

The Contractor may not subcontract, transfer, or assign any portion of the Contract awarded as a result of this RFP without prior approval of the State. The State reserves the right to refuse approval, at its sole discretion, of any subcontract, transfer, or assignment.

4.4.2.

If a Respondent intends to use subcontractors, the response to this RFP must specifically identify the scope and portions of the work each subcontractor will perform (refer to RFP Attachment 6.2., Section B, General Qualifications & Experience Item B.14.).

4.4.3.

Subcontractors identified within a response to this RFP will be deemed as approved by the State unless the State expressly disapproves one or more of the proposed subcontractors prior to signing the Contract.

4.4.4.

After contract award, a Contractor may only substitute an approved subcontractor at the discretion of the State and with the State’s prior, written approval.

4.4.5.

Notwithstanding any State approval relating to subcontracts, the Respondent who is awarded a contract pursuant to this RFP will be the prime contractor and will be responsible for all work under the Contract.

4.5. Right to Refuse Personnel or Subcontractors

The State reserves the right to refuse, at its sole discretion and notwithstanding any prior approval, any personnel of the prime contractor or a subcontractor providing goods or services in the performance of a contract resulting from this RFP. The State will document in writing the reason(s) for any rejection of personnel.

4.6. Insurance

The State will require the awarded Contractor to provide a Certificate of Insurance issued by an insurance company licensed or authorized to provide insurance in the State of Tennessee. Each Certificate of Insurance shall indicate current insurance coverages meeting minimum requirements as may be specified by this RFP. A failure to provide a current, Certificate of Insurance will be considered a material breach and grounds for contract termination.

4.7. Professional Licensure and Department of Revenue Registration 4.7.1.

All persons, agencies, firms, or other entities that provide legal or financial opinions, which a Respondent provides for consideration and evaluation by the State as a part of a response to this RFP, shall be properly licensed to render such opinions.

4.7.2.

Before the Contract resulting from this RFP is signed, the apparent successful Respondent (and Respondent employees and subcontractors, as applicable) must hold all necessary or appropriate business or professional licenses to provide the goods or services as required by the contract. The State may require any Respondent to submit evidence of proper licensure.

4.7.3.

Before the Contract resulting from this RFP is signed, the apparent successful Respondent must be registered with the Tennessee Department of Revenue for the collection of Tennessee sales and use tax. The State shall not award a contract unless the Respondent provides proof of such registration or provides documentation from the Department of Revenue that the Contractor is exempt from this registration requirement. The foregoing is a mandatory requirement of an award of a contract pursuant to this solicitation. To register, please visit the Department of Revenue’s Tennessee Taxpayer Access Point (TNTAP) website for Online Registration and the Vendor Contract Questionnaire. These resources are available at the following: https://tntap.tn.gov/eservices/_/#1

4.8. Disclosure of Response Contents

4.8.1.

All materials submitted to the State in response to this RFP shall become the property of the State of Tennessee. Respondents are cautioned not to provide any materials in response to this RFP that are trade secrets, as defined under Tenn. Code Ann. § 47-25-1702 and any other applicable law. By submitting a response to this RFP, the respondent acknowledges and agrees that the State shall have no liability whatsoever for disclosure of a trade secret under the Uniform Trade Secrets Act, as provided at Tenn. Code Ann. § 47-25-1701-1709, or under any other applicable law. Selection or rejection of a response does not affect this right. By submitting a response, a Respondent acknowledges and accepts that the full response contents and associated documents will become open to public inspection in accordance with the laws of the State of Tennessee.

4.8.2.

The State will hold all response information, including both technical and cost information, in confidence during the evaluation process.

4.8.3.

Upon completion of response evaluations, indicated by public release of a Notice of Intent to Award, the responses and associated materials will be open for review by the public in accordance with Tenn. Code Ann. § 10-7-504(a)(7).

4.9. Contract Approval and Contract Payments

4.9.1.

After contract award, the Contractor who is awarded the contract must submit appropriate documentation with the Department of Finance and Administration, Division of Accounts.

4.9.2.

This RFP and its contractor selection processes do not obligate the State and do not create rights, interests, or claims of entitlement in either the Respondent with the apparent best-evaluated response or any other Respondent. State obligations pursuant to a contract award shall commence only after the Contract is signed by the State agency head and the Contractor and after the Contract is approved by all other state officials as required by applicable laws and regulations.

4.9.3.

No payment will be obligated or made until the relevant Contract is approved as required by applicable statutes and rules of the State of Tennessee.

4.9.3.1.

The State shall not be liable for payment of any type associated with the Contract resulting from this RFP (or any amendment thereof) or responsible for any goods delivered or services rendered by the Contractor, even goods delivered or services rendered in good faith and even if the Contractor is orally directed to proceed with the delivery of goods or the rendering of services, if it occurs before the Contract Effective Date or after the Contract Term.

4.9.3.2.

All payments relating to this procurement will be made in accordance with the Payment Terms and Conditions of the Contract resulting from this RFP (refer to RFP Attachment 6.6., Pro Forma Contract, Section C).

4.9.3.3.

If any provision of the Contract provides direct funding or reimbursement for the competitive purchase of goods or services as a component of contract performance or otherwise provides for the reimbursement of specified, actual costs, the State will employ all reasonable means and will require all such documentation that it deems necessary to ensure that such purchases were competitive and costs were reasonable, necessary, and actual. The Contractor shall provide reasonable assistance and access related to such review. Further, the State shall not remit, as funding or reimbursement pursuant to such provisions, any amounts that it determines do not represent reasonable, necessary, and actual costs.

4.10. Contractor Performance

The Contractor who is awarded a contract will be responsible for the delivery of all acceptable goods or the satisfactory completion of all services set out in this RFP (including attachments) as may be amended. All goods or services are subject to inspection and evaluation by the State. The State will employ all reasonable means to ensure that goods delivered or services rendered are in compliance with the Contract, and the Contractor must cooperate with such efforts.

4.11. Contract Amendment

After Contract award, the State may request the Contractor to deliver additional goods or perform additional services within the general scope of the Contract and this RFP, but beyond the specified Scope, and for which the Contractor may be compensated. In such instances, the State will provide the Contractor a written description of the additional goods or services. The Contractor must respond to the State with a time schedule for delivering the additional goods or accomplishing the additional services based on the compensable units included in the Contractor’s response to this RFP. If the State and the Contractor reach an agreement regarding the goods or services and associated compensation, such agreement must be effected by means of a contract amendment. Further, any such amendment requiring additional goods or services must be signed by both the State agency head and the Contractor and must be approved by other state officials as required by applicable statutes, rules, policies and procedures of the State of Tennessee. The Contractor must not provide additional goods or render additional services until the State has issued a written contract amendment with all required approvals.

4.12. Severability

If any provision of this RFP is declared by a court to be illegal or in conflict with any law, said decision will not affect the validity of the remaining RFP terms and provisions, and the rights and obligations of the State and Respondents will be construed and enforced as if the RFP did not contain the particular provision held to be invalid.

4.13. Next Ranked Respondent

The State reserves the right to initiate negotiations with the next ranked Respondent should the State cease doing business with any Respondent selected via this RFP process.

The State will consider qualifications, experience, technical approach, and cost in the evaluation of responses and award points in each of the categories detailed below (up to the maximum evaluation points indicated) to each response deemed by the State to be responsive.

General Qualifications & Experience (refer to RFP Attachment 6.2., Section B)

Technical Qualifications, Experience & Approach (refer to RFP Attachment 6.2., Section C)

Technical Qualifications, Network Analysis (refer to RFP Attachment 6.2.)

Section D Parts

1. Provider Network Q&A

2. Provider Network Analysis Efficient & Broad

3. Disruption Analysis

Cost Proposal (refer to RFP Attachment 6.3.)

Parts:

1. Claims Costs

2. Administrative Fees and Other Fees

3. Trend Guarantee

5.2. Evaluation Process

The evaluation process is designed to award the contract resulting from this RFP not necessarily to the Respondent offering the lowest cost, but rather to the Respondent deemed by the State to be responsive and responsible who offers the best combination of attributes based upon the evaluation criteria. (“Responsive Respondent” is defined as a Respondent that has submitted a response that conforms in all material respects to the RFP. “Responsible Respondent” is defined as a Respondent that has the capacity in all respects to perform fully the contract requirements, and the integrity and reliability which will assure good faith performance.)

5.2.1. Technical Response Evaluation.

The Solicitation Coordinator and the Proposal Evaluation Team (consisting of three (3) or more State employees) will use the RFP Attachment 6.2., Technical Response & Evaluation Guide to manage the Technical Response Evaluation and maintain evaluation records.

5.2.1.1.

The State reserves the right, at its sole discretion, to request Respondent clarification of a Technical Response or to conduct clarification discussions with any or all Respondents. Any such clarification or discussion will be limited to specific sections of the response identified by the State. The subject Respondent must put any resulting clarification in writing as may be required and in accordance with any deadline imposed by the State.

5.2.1.2.

The Solicitation Coordinator will review each Technical Response to determine compliance with RFP Attachment 6.2., Technical Response & Evaluation Guide, Section A— Mandatory Requirements. If the Solicitation Coordinator determines that a response failed to meet one or more of the mandatory requirements, the Solicitation Coordinator will review the response and determine whether:

a. the response adequately meets RFP requirements for further evaluation;

b. the State will request clarifications or corrections for consideration prior to further evaluation; or,

c. the State will determine the response to be non-responsive to the RFP and reject it.

5.2.1.3.

Proposal Evaluation Team members will independently evaluate each Technical Response (that is responsive to the RFP) against the evaluation criteria in this RFP, and will score each in accordance with the RFP Attachment 6.2., Technical Response & Evaluation Guide.

5.2.1.4.

For each response evaluated, the Solicitation Coordinator will calculate the average of the Proposal Evaluation Team member scores for RFP Attachment 6.2., Technical Response & Evaluation Guide, and record each average as the response score for the respective Technical Response section.

5.2.1.5 Before Cost Proposals are opened, the Proposal Evaluation Team and the Solicitation Coordinator will review the Technical Response Evaluation record and any other available information pertinent to whether or not each Respondent is responsive and responsible. If the Proposal Evaluation Team or the Solicitation Coordinator identifies any Respondent that does not meet the responsive and responsible thresholds such that the team or the Solicitation Coordinator would not recommend the Respondent for Cost Proposal Evaluation and potential contract award, the team members or the Solicitation Coordinator will fully document the determination.

5.2.2. Cost Proposal Evaluation.

Once the Solicitation Coordinator has determined that the Respondent is a Responsible Respondent as defined in Section 5.2, the Solicitation Coordinator will open for evaluation the Cost Proposal of each Respondent deemed by the State to be responsible for an initial check for completion of the cost proposals according to the directions contained in RFP Attachment 6.3. Cost Proposal & Scoring Guide.

This information for each Responsible Respondent will be forwarded to…