HomeMy WebLinkAbout24F208 - InIand Empire Health Plan Foundation (IEHP Foundation)CONTRACT ABSTRACT
Contract/Amendment
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Contract Abstract Form Rev 8.16.23
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Funding Letter Agreement
Inland Empire Health Plan Foundation ("IEHP Foundation")
Greg Bradbard
greg.bradbard@iehpfoundation.org
Blue Zones Implementation Phase funding
$180,000
3 Years, 9 Months
On File
Greg Bradbard
greg.bradbard@iehpfoundation.org
Assistant City Manager
Teresa Gallavan/Tabitha Richards
07.09.24, Item 3.F.
24F208
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Yes
Department
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No
08/13/2024 Tabitha Richards
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October 30, 2024
Re: Funding Letter Agreement (“Agreement") 24F208 between IEHP Foundation (“IEHP Foundation”)
and the City of Palm Springs (“Sponsor”) – Blue Zones Project Sponsorship
Dear City of Palm Springs,
This letter agreement summarizes our agreement regarding Sponsor’s commitments related to the Blue
Zones Project delivered by Blue Zones, LLC (“Blue Zones") under that certain MSA and SOW No. 3 (as
defined below) for the City of Palm Springs (the "Blue Zones Project"). Thank you for Sponsor's
commitment to provide funding in the amount of $180,000 (the "Total Funding Amount") to support the
Blue Zones Project pursuant to the terms and conditions of this Agreement. The Parties agree as follows:
(A) Blue Zones Project Period. The Blue Zones Project will commence on July 1, 2024
and shall continue for three (3) years and nine (9) months (the "Term").
(B) Funding Amount. Sponsor shall pay to the Total Funding Amount, broken down as follows:
Sixty Thousand Dollars and Zero Cents ($60,000.00) per year for three (3) years, for a total
commitment of One Hundred Eighty Thousand Dollars and Zero Cents ($180,000.00).
(C) Delivery of Funds. Sponsor will make payment to IEHP Foundations of the Total Funding
Amount of the following amounts on the following dates:
Annual commitment of Sixty Thousand Dollars and Zero Cents ($60,000) due on July 1, 2025,
and annually thereafter on July 1 through the term of the Project.
Sponsor recognizes that timely payment of the commitment is critical because IEHP Foundation
is relying on Sponsor's financial commitments to the project in making its own substantial
financial commitments. As a reminder of the above schedule, IEHP Foundation may issue a
reminder invoice directed to Sponsor contact fifteen (15) days prior to the date the commitment
funds are due.
(D) Termination for Lack of Appropriations. If at any time throughout the Agreement Term,
Sponsor, through its City Council, fails to appropriate or allocate the necessary funds for future
payment, Sponsor may upon thirty (30) days’ written notice to IEHP Foundation, unilaterally
terminate this Agreement.
(E) Purpose of Funding. The funds will be utilized by IEHP Foundation to support the Blue Zones
Project and to fulfill its payment obligations under the Master Services Agreement dated July 1,
2024, and Statement of Work No. 3 dated effective July 1, 2024 between IEHP Foundation and
Blue Zones, LLC, ("MSA and SOW"). Blue Zones, LLC is an intended third-party beneficiary of this
Agreement.
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(F) Sponsor Role. During the Term, Sponsor agrees to serve as one of the steering committee
organizations and advise on the development of the health improvement model for the Blue
Zones Project in collaboration with participating community partners and
additional sponsors. Sponsor is also invited to join community-specific implementation
leadership councils and action committees as desired.
(G) IEHP Foundation agrees that, provided that Sponsor is in compliance with the funding
commitments set forth herein, Sponsor will be acknowledged publicly as a sponsor of the Blue
Zones Project equally with all community sponsors at the level of funding of [$180,000] or
above, including through the use of Sponsor's logo where appropriate. Sponsor will be
responsible to ensure the Blue Zones Project team has the current organization logo on file.
Sponsor hereby grants IEHP Foundation and Blue Zones a limited, revocable, non-exclusive, non-
perpetual license to Sponsor's name and logo solely for the limited purposes of featuring
Sponsor as a sponsor of the Blue Zones Project.
(H) To the fullest extent permitted by law, IEHP Foundation shall defend, indemnify and hold the
City, its officials, officers, employees, volunteers, and agents free and harmless from any and all
claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in
law or equity, to property or persons, including wrongful death, in any manner arising out of any
acts, errors or omissions, or willful misconduct of IEHP Foundation, its officials, officers,
employees, subcontractors, consultants or agents in connection with this Letter Agreement,
including without limitation the payment of all expert witness fees, attorney’s fees and other
related costs and expenses. IEHP Foundation's obligation to indemnify shall not be restricted to
insurance proceeds, if any, received by City, its officials, officers, employees, agents, or
volunteers.
(I) IEHP Foundation shall not discriminate against any employee or applicant for employment
because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national
origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity),
sexual orientation, gender identity, gender expression, physical or mental disability, or medical
condition (each a “prohibited basis”). IEHP Foundation shall ensure that applicants are
employed, and that employees are treated during their employment, without regard to any
prohibited basis. As a condition precedent to City’s lawful capacity to enter this Letter
Agreement, and in executing this Letter Agreement, IEHP Foundation certifies that its actions
and omissions hereunder shall not incorporate any discrimination arising from or related to any
prohibited basis in any IEHP Foundation activity, including but not limited to the following:
employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or
termination; rates of pay or other forms of compensation; and selection for training, including
apprenticeship; and further, that IEHP Foundation is in full compliance with the provisions of
Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of
benefits, relating to non-discrimination in city contracting.
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(J) Sponsor designates the contact below as having the authority to provide any approvals or
reviews related to this Letter Agreement:
Organization Name: City of Palm Springs
Person Name: Scott Stiles, City Manager
Address: 3200 E Tahquitz Canyon Way, Palm Springs, CA 92262
Email : Scott.Stiles@palmspringsca.gov
Phone (760) 323-8202
Please indicate your acceptance of and agreement to the proposed terms by signing this Agreement in
the space indicated below. We are excited to work together and appreciate your support!
Sincerely,
IEHP Foundation
By: ___________________________ Date: ___________________________
Gregory Bradbard
Chief Executive Officer
The City of Palm Springs
By: ___________________________ Date: __________________________
Name
Title
Attested By:
_____
City Clerk
Approved as to Form:
________________________________
City Attorney
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11/5/2024
Scott Stiles
11/7/2024
City Manager
MASTER SERVICES AGREEMENT
This Master Services Agreement Agreement is made and entered into as of July 1, 2024
between BlueZones, LLC, a Delawarelimited liability company Blue Zones
and IEHP Foundation, a California non-profit public benefit corporation (the Customer Each of Blue
Zones and the Customer Party
Parties This Agreement consists of (i) this Cover Page, (ii) the General Terms and Conditions attached
hereto, and (iii) any Statement of Work referencing (i) and (ii) above that is executed by both Parties (each
SOW .
Customer and Blue Zones by signing below agree to be bound to the terms of this Agreement.
CUSTOMER: BLUE ZONES:
IEHP FOUNDATION BLUE ZONES, LLC
By: ________________________________________ By:______________________________________
Printed Name: _______________________________ Printed Name: ____________________________
Title: ______________________________________ Title: ___________________________________
Date: Date:
Address for Notice: Address for Notice:
9500 Cleveland Avenue, 120 200 Southdale Center
Rancho Cucamonga, CA 9173- Edina, MN 55435
Attn: ___________ Attn: General Counsel
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GENERAL TERMS AND CONDITIONS
1. Services; SOWs; Fees; Payments to Blue Zones.
1.1 Blue Zones shall provide the services as described in one or more SOWs executed by the
Parties Services . Each SOW shall contain: (i) a description of the Services; (ii) the
amount, schedule and method of Fees (as defined below) and any other compensation
payable to Blue Zones; and (iii) the duration of the SOW, if different from the Term. The
terms of this Agreement shall govern each SOW. In the event of a conflict between these
General Terms and Conditions and the terms and conditions of any SOW, these General
Terms and Conditions shall prevail unless the SOW expressly excludes or modifies the
affected provision.
1.2 Each Party shall designate a representative to serve as a liaison / team lead to the other
Party. Each
reasonably available during normal business hours to respond to inquiries from the other
Party.
1.3 Except as expressly provided in a SOW or otherwise in this Agreement, Customer shall pay
Fees
and any other amounts as set forth in the applicable SOW signed by each Party and as
properly invoiced by Blue Zones pursuant to the terms of this Agreement by electronic
funds transfer within thirty (30) days of receipt of each invoice. Blue Zones shall invoice
such Fees monthly. Should Customer dispute any amount of any invoice submitted by Blue
Zones, Customer shall notify Blue Zones of the amount in dispute and the basis for the
dispute.
Molina Heal whereby Molina shall pay a
portion of the Fees directly to Blue Zones . The Parties agree that each
the Molina Fees which will be allocated as mutually agreed upon by the Parties,
anticipated to be $4,040,575 over the Term. Blue Zones acknowledges and agrees that
Customer shall have no obligation to pay any Fees beyond the amounts actually received
by Customer from third-party sponsors expressly designated for the Services. The Parties
will utilize the mechanisms set forth in Section 4.2(b) to determine the Parties
responsibilities in the event Customer does not receive the full amount of Fees under the
SOWs. Blue Zones shall confirm the receipt of funds from Molina on each invoice Blue
Zones submits to Customer.
1.4 Except when Customer has disputed an invoice pursuant to the terms of Section 1.3,
Customer shall pay interest of three-quarters of one percent (0.75%) per month, prorated
on a per day basis from the due date for all late payments until the same is paid in full.
1.5 Each Party shall be solely responsible for all taxes imposed or assessed on such Party or
due as a result of employees or contractors hired or engaged by such Party. This
Agreement and the transactions contemplated hereby will create different tax results for
each Party. Each Party has conferred with its own tax counsel prior to executing this
Agreement, and executes this Agreement with full knowledge and acceptance of its
potential tax consequences.
1.6
performance under this Agreement and as necessary to provide the reports required by
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this Agreement. Blue Zones understands and acknowledges that Blue Zones will maintain
records necessary to comply with any requirements applicable to Blue Zones (including
any requirements of Customer or any third-party sponsor applicable to Blue Zones), for
which Customer advises Blue Zones in writing, including, as may be applicable to Blue
Zones, governmental audits, including, without limitation, for the California Department
of Healthcare Services and the California Department of Managed Health Care. Blue Zones
will also provide Customer an annual use of proceeds under this MSA and SOWs, to assist
Customer with its reporting requirements under that certain Unconditional Grant
Agreement with Kaiser Foundation Hospitals and /or any other third-party sponsor
requirements for which Blue Zones and Customer mutually agree.
1.7 Except for as expressly provided herein or in a SOW, each Party shall bear its own expenses
in connection with the performance of its obligations hereunder, including travel to and
participation in any training, conference, or meeting, and including all legal fees.
2. Intellectual Property.
2.1 As between Customer and Blue Zones, Blue Zones shall own all right, title and interest in
and to the Blue Zones IP (as defined below), including, without limitation, all associated
intellectual property rights throughout the world. Customer agrees that any modification
or enhancement to Blue Zones IP which is developed, conceived or reduced to practice
while performing the Services or otherwise during the Term, whether by Blue Zones for
Customer or by Customer, with or without advice or support by Blue Zones, whether or
not reimbursed by Customer, and whether or not developed in conjunction with
To the extent exclusive title and/or ownership rights in such works may not originally vest
in Blue Zones, Customer shall assign (and the Customer does hereby assign, transfer and
ch works. If
Customer suggests any new features, functionality or improvements to any Blue Zones IP,
Customer will not assert any claim against Blue Zones or its third party licensors that the
suggested feature, functionality or improvement is an original idea of Customer or that
Customer has any ownership rights superior to those of Blue Zones or the third party
licensor in such feature, functionality or improvement, and Blue Zones and its third party
licensors shall not be subject to any confidentiality restrictions or royalty obligations
relating thereto. Without limiting the foregoing, but subject to Section 3.1, Customer
agrees that, with the prior written consent of Customer, which consent shall not be
unreasonably withheld, Blue Zones may use any positive outcomes or data arising from
for any Blue Zones business purpose, including in
promoting the Services or for itself or its other clients or customers.
2.2 Blue Zones grants Customer a non-exclusive, non-transferable, non-sublicensable, limited
license in the Territory to use the Blue Zones IP only for the purposes of receiving the
Services hereunder and for the purposes of marketing the Services in the manner that the
Parties may agree upon in a SOW. Blue Zones grants to Customer no other license or right
to the Blue Zones IP and none shall be deemed granted or implied. Blue Zones retain all
rights the Blue Zones IP not expressly granted herein. Except as otherwise expressly
allowed in this Agreement or in a separate written agreement executed by the Parties,
Customer shall not (a) copy, assign, pledge, rent, lease, time share, bundle, display,
disclose, use, distribute, sell, sublicense, license or grant any rights in any of the Blue Zones
IP; or (b) reproduce, modify, decompile, disassemble or reverse engineer the Blue Zones
IP without the express written consent of Blue Zones.
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2.3 The Parties each reserve the right to, and control of, the use of its name, symbols,
trademarks, and service marks presently existing or later established. Except for as
or service marks, without the prior written consent of the other Party or as expressly set
forth in a SOW. Subject to its adherence to
prior written approval, Customer shall have the right to use the name, symbols,
trademarks and service marks of Blue Zones to carry out the terms of this Agreement.
Subject to its adherence to rand guidelines adopted from time to tome and
Customer
symbols, trademarks and service marks to carry out the terms of this Agreement and to
identify Customer as a client of Blue Zones for its general sales and marketing purposes.
Upon the expiration or termination of this Agreement or an applicable SOW or upon
receipt of written notice from the other Party, each Party shall cease its use of any symbol,
trademark or service mark of the other Party.
mean the guidelines provided by Blue Zones to Customer, which may be updated from
time to time by Blue Zones upon prior written notice to Customer.
2.4 Blue Zones IP reated or owned by Blue Zones, including
all works of authorship, programs, software, code, source code, system design, processes,
tools, reports, manuals, supporting materials, drawings, diagrams, flowcharts, templates,
documents, materials, technology, trademarks, trade secrets, instruction manuals, course
descriptions, logos, trademarks, service marks, artwork, devices, website(s), and concepts,
and any modifications, updates, enhancements and derivative works of any of the
foregoing, whether developed prior to the Effective Date or during the Term. For purposes
of clarity, Blue Zones IP shall not include any data or proprietary information provided by
Customer to Blue Zones.
3. Confidentiality.
3.1 Confidentiality Obligations. Each Party shall maintain the confidentiality of the
Confidential Information (as defined below) of the other Party and not disclose or
disseminate such Confidential Information to third Parties. The receiving Party shall use
the same standard of care in maintaining the confidentiality of the Confidential
Information as it uses with its own Confidential Information, which standard of care shall
be reasonable care under the circumstances. Nothing in this Section shall preclude a Party
mation to the extent that the disclosure
thereof is required by laws, regulations, statutes, mandates, or other decree with binding
Applicable
Law
preceding sentence, the receiving Party shall, to the extent permitted, promptly notify the
disclosing Party and cooperate with the disclosing Party, at the disclosi
protective order. In the event of a breach or threatened breach by a receiving Party of the
provisions of this Section, the disclosing Party shall be entitled to seek an injunction
restraining the breaching Party from the conduct causing such a breach or threatened
breach. Nothing herein shall be construed as prohibiting a Party from pursuing any other
remedies available to that Party for such breach or threatened breach, including the
recovery of damages from the breaching Party. Upon termination or expiration of this
Agreement, the Parties shall destroy or return all Confidential Information of the other
Party and shall not use any Confidential Information of the other Party in its business. Each
Party shall be entitled to retain one copy of any Confidential Information for legal archival
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purposes. This Section shall survive termination or expiration of this Agreement for a
period of two (2) years. Upon the request of either Party, the other Party shall confirm in
writing such destruction and the methods used.
3.2 Definition of Confidential Information
information, know-how and data, technical or nontechnical, whether written, graphic or
oral, furnished or made available by a Party or on its behalf, to a receiving Party and shall
include, without limitation: financial information; pricing information; trade secrets;
proprietary software and intellectual property; benefit design concepts; research and
technical information; business and operational policies, processes, procedures and
strategies; business plans; and systems design and operating specifications. Confidential
Information shall not include the following: (a) information that is lawfully now in the
public domain or subsequently enters the public domain through no fault of the receiving
Party, including, without limitation, extensive literature and media regarding Blue Zones;
(b) information that is presently known or becomes known to the receiving Party from its
own independent sources as evidenced by its written records; (c) information that is
lawfully received from any third party not under any obligation to keep such information
confidential; or (d) information independently developed by or for a Party hereto without
use of the Confidential Information of the disclosing Party.
4. Term and Termination.
4.1 Term. This Agreement shall commence on the Effective Date, and subject to early
termination as provided herein, shall continue until the later of (i) March 31, 2030, or (ii)
the last day of the term of any SOW hereunder. Term )
4.2 Termination.
a. Termination for Material Breach. Either Party may terminate this
Agreement or any individual SOW in the event of a material breach of this Agreement or
any individual SOW by the other Party that is not cured within the applicable cure period.
The applicable cure period for a monetary breach hereunder will be ten (10) days after the
non-breaching Party gives the breaching Party written notice of such monetary breach.
The applicable cure period for a non-monetary breach hereunder will be thirty (30) days
after the non-breaching Party gives the breaching party written notice of such non-
monetary breach.
b. Termination for Sponsor Funding Gap or Loss of Sponsor.
(i) The parties acknowledge and agree that as of the Effective Date a large
portion of the Fees under all SOWs executed as of the Effective Date has been committed,
however Customer needs to secure additional for all SOWs executed as of the Effective
The Parties will use best efforts to identify sources
for the Additional Sponsor Dollars. In the event Customer cannot secure some or all the
Additional Sponsor Dollars within the first three (3) years and ten (10) months from the
commitments for the Additional Sponsor Dollars, then Customer shall issue Blue Zones a
notice of its inability to secure the Sponsor Dollar Gap. The Parties will have a period of
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ninety (90) days after receipt of such notice to meet and mutually discuss in good faith
how to find new sponsors or to rescope any SOW that remains in effect to adjust the
Services and/or reduce the Fees by the Sponsor Dollar Gap. Customer agrees that if Blue
Zones proposes a reasonable scope modification to accommodate the Sponsor Dollar Gap,
Customer shall not unreasonably withhold its approval of such solution. If Blue Zones does
not provide a reasonable scope modification, Customer shall have the right to terminate
this Agreement and any SOWs in effect upon the later of (i) thirty (30) days written notice,
or (ii) the date when the funds received by all Sponsors is less than the Fees under all
applicable SOWs.
(ii) The Parties acknowledge and agree that Customer will be receiving
funds from Sponsors to assist in the payment of the Fees. Customer will be entering into
funding agreements with each Sponsor and Blue Zones will be a third-party beneficiary of
such funding agreements. In the event any Sponsor, or any Sponsor(s) in the aggregate,
that were contributing at least $1,000,000 in remaining unpaid funds revoke its
commitment to the Services under any SOW, Customer shall issue Blue Zones a notice of
such loss. The Parties will have a period of ninety (90) days after receipt of such notice to
meet and mutually discuss in good faith how to find new sponsors or to rescope the
Services under the SOWs to accommodate the loss of funds. Customer agrees that if Blue
Zones proposes a reasonable scope modification, Customer shall not unreasonably
withhold its approval of such solution. If Blue Zones does not provide a reasonable scope
modification, Customer shall have the right to terminate this Agreement or any SOW upon
the later of (i) thirty (30) days written notice, or (ii) the date when the funds received by
all Sponsors is less than the Fees under all applicable SOWs.
4.3 Effect of Termination. Upon the termination or expiration of this Agreement, Customer
shall pay all Fees to Blue Zones due and owing under this Agreement as of the effective
date of termination. If, however, this Agreement terminates because of a material breach
by Blue Zones, Customer may withhold any such unpaid Fees to the extent the same are
necessary to reimburse Customer for any damage caused to it by virtue of the material
breach of Blue Zones. The Parties agree that termination is not the sole remedy under this
Agreement, and all other remedies will remain available.
5. Delegation and Assignment.
5.1 Delegation. Blue Zones may subcontract or delegate to third parties certain duties or
obligations under this Agreement without notice or prior approval by Customer, including
but not limited to the performance of certain Services as set forth in an SOW, and shall
remain fully responsible to Customer for all such duties or obligations performed by such
third parties.
5.2 Assignment. Neither Party may assign this Agreement to a third party without the express
written approval of the other Party, which approval shall not unreasonably be withheld,
conditioned or delayed. Any attempted assignment in violation of the foregoing shall be
void; provided, however, that either Party may assign any and all of its rights hereunder to
a successor, an affiliate or wholly-owned subsidiary with thirty (30) days written notice to
the other Party.
6. Warranties; Indemnification; Disclaimers; Waivers; Limitation of Liability.
6.1 Blue Zones warrants that the Services will be of workmanlike quality and that use of the
Services or of any materials delivered to Customer as part of the Services, will be in
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compliance with the provisions of this Agreement, will be compliant with State and Federal
laws and regulations, and will not infringe the United States intellectual property rights of
any third party.
6.2 Customer shall indemnify, defend and hold harmless Blue Zones from and against any and
all claims or damages resulting from or arising out of: (a) a breach by Customer of this
Agreement or any SOW; (b) the negligence, reckless or willful misconduct of Customer in
connection with this Agreement; or (c) a violation of applicable law by Customer. Blue
Zones shall indemnify, defend and hold harmless Customer from and against any and all
claims or damages resulting from or arising out of: (a) a breach by Blue Zones of this
Agreement or any SOW; (b) the negligence, reckless or willful misconduct of Blue Zones or
its employees and agents, including, without limitation, any third party to which Blue
Zones has delegated obligations, in connection with this Agreement; (c) any claims that
the Blue Zones IP infringes on the intellectual property rights of any third parties; or (d) a
violation of applicable law by Blue Zones.
6.3 Except for breaches of Section 3 and the indemnity obligations set forth in Section 6.2
above, no Party shall be liable to the other for special, consequential, incidental, indirect,
punitive or exemplary damages, however caused, whether for breach of warranty,
contract, tort, strict liability, loss of data, loss of use, or otherwise, even if a Party has been
advised of such possibility.
7. Except for breaches of Section 3 and the indemnity obligations set forth in Section 6.2 above, each
and other litigation costs and expenses of any nature whatsoever, arising out of or in connection
with this Agreement or the Services shall not exceed the amount of Fees paid to Blue Zones by
Customer under this Agreement. General Provisions.
7.1 Amendment. Any amendment to this Agreement or a SOW must be made in a writing
signed by both parties.
7.2 Independent Relationship. Notwithstanding any other provision hereof, each Party is at
all times acting and performing as an independent contractor with respect to the other
hereunder. Nothing hereunder shall be construed to make or render a Party an agent,
servant, representative or employee of, or joint venturer with the other Party.
7.3 Applicable Law. This Agreement, its terms, and conditions shall be governed by the laws
of the State of California for all matters, without regard to its conflict of law principles that
may otherwise apply. The Parties consent to the exclusive jurisdiction of the state and
federal courts located in the County of Riverside, California for resolution of any disputes
arising out of this Agreement.
7.4 Waiver to Right to a Jury Trial. TO THE EXTENT ALLOWED BY APPLICABE LAW, THE PARTIES
HERETO AGREE THAT THEY HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY
IRREVOCABLY WAIVE THE RIGHT TO TRIAL BY JURY IN ANY ACTION BASED HEREON, OR
ARISING OUT OF, UNDER, OR IN CONNECTION WITH THIS AGREEMENT OR THE
TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY.
7.5 Publicity. Customer and Blue Zones shall cooperate to issue a joint press release regarding
the existence of this Agreement and that Customer is a client of Blue Zones.
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7.6 Binding Effect. Subject to Section 5.2 above, this Agreement shall bind and inure to the
benefit of the Parties, their successors and assigns.
7.7 Enforceability. If any provision of this Agreement is rendered invalid or unenforceable by
a competent governmental authority, the remaining provisions shall remain in full force
and effect. If the invalidated or unenforceable provision is material to the essence of this
Agreement, the Parties shall exercise good faith efforts to timely agree to a provision(s) to
replace that invalid or unenforceable provision(s) to give effect as closely as possible to
the original intent of the Parties hereto.
7.8 Entire Agreement. This Agreement includes all exhibits, attachments and any other
document that the Parties execute in writing and expressly agree to be a part of this
Agreement. This Agreement contains the entire agreement between the Parties with
respect to the subject matter hereof and any prior agreements are of no force or effect.
7.9 Headings. The headings of Sections contained in this Agreement are for reference
purposes only and shall not affect in any way the meaning or interpretation of this
Agreement.
7.10 No Third-Party Beneficiaries. No persons or entities other than Customer and Blue Zones
are intended to be, or are in fact, beneficiaries of this Agreement, and the existence of the
Agreement shall not in any respect whatsoever increase the rights of any Member or other
third-party or create any rights on behalf of any Member or other third party vis-à-vis any
of the Parties with respect to the subject matter hereof.
7.11 Corporate Authority. Each Party represents and warrants to the other Party that it has
the requisite power and authority to execute this Agreement.
7.12 Counterparts. This Agreement may be executed in any number of counterparts, each of
which shall be an original, and all of which together comprise one and the same instrument.
Signatures may be delivered electronically or by facsimile and shall be binding upon the
Parties as if they were originals.
7.13 Waiver of Breach
the other Party shall not be deemed to be a waiver of any subsequent breach of the same
or any other provision hereof.
7.14 Force Majeure. A Party shall be excused from the performance of its obligations
termination of this Agreement to the extent that such Party is prevented from performing
its obligations as a result of
control. In the event Blue Zones is excused from performance of any of its obligations
pursuant to this provision, Customer shall be excused from payment of any fees due
hereunder that corresponds to the Service not performed by Blue Zones.
7.15 Notices. Any notice given hereunder shall be in writing and sent (by certified or registered
mail, return receipt requested, or by other overnight mail delivery for which evidence of
delivery is obtained by the sender) to the address(es) set forth on the Cover Page. The
notice shall be deemed to be effective on the date on which the return receipt indicates
the same was delivered.
The Parties have executed the Cover Page of this Agreement, effective as of the Effective Date.
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1
STATEMENT OF WORK NO. 3
BLUE ZONES PROJECT- PALM SPRINGS
SOW No. 3 Effective Date: July 1, 2024
SOW No. 3 Term: Three (3) years and nine (9)
months from the SOW No. 3
Effective Date
This Statement of Work No. 3 3
Blue Zones IEHP Foundation, a California non-profit, public
benefit corporation Customer to the Master Services Agreement between Customer and
Blue Zones dated July 1, 2024 Agreement 3is subject to the terms of the Agreement
except as otherwise expressly provided herein, which terms are incorporated herein by reference.
This SOW No. 3 commences as of the SOW No. 3 Effective Date noted above and, subject to
earlier termination as provided in the Agreement, shall continue for the period of the SOW No. 3 Term
3
The intent of this SOW No. 3 Palm Springs, California,
with an approximate population of 40,793 residents 3 .
CUSTOMER:
IEHP FOUNDATION
BLUE ZONES:
BLUE ZONES, LLC
By:___________________________________
Printed Name:
Title:
Date:_____________________
Address for Notice:
9500 Cleveland Avenue, 120
Rancho Cucamonga, CA 91730
Attn: _________________
By:
Printed Name: Ben R. Leedle, Jr.
Title: President and CEO
Date:_____________________
Address for Notice:
200 Southdale Center
Edina, MN 55435
Attn: General Counsel
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A. DEFINITIONS. Definitions specifically applicable to this SOW No. 3, appear in the body of this
SOW No. 3 or Attachment 1 hereto. Any other capitalized terms shall have the meanings ascribed
to them in the Agreement.
B. . During the SOW No. 3 Term, in addition to any other
obligations specified in the Agreement or in this SOW No. 3 Blue Zones (including its delegates
and/or sub-contractors) will provide or perform the following:
1. Launch a Blue Zones Project in SOW No. 3 Territory
a. Blue Zones Project Implementation. Blue Zones will implement a Blue Zones Project
across the SOW No. 3 Territory.
b. Staff. Blue Zones will provide (either directly or through its subcontractors) necessary
local staffing to oversee the work in the SOW No. 3 Customary staffing
support for Blue Zones Project generally consists of the roles as described in Attachment
2, but Blue Zones reserves the right to reasonably adjust staffing to fit the unique needs of
each Blue Zones Community. Blue Zones shall consult with the Steering Committee on
the needs to increase or reduce staffing for the particular Blue Zones Community.
c. Foundation Period. During the Foundation Period Blue Zones will provide the
following:
i. Hire, train and certify the Staff;
ii. Assemble and train the Steering Committee and local leadership on Blue Zones
Project and Blueprint implementation;
iii. Conduct Well-being Index baseline survey, used to evaluate opportunities to
improve wellbeing and measure progress across the SOW No. 3 Term;
iv. Conduct discovery process, updated policy scan and analysis, and Policy
Summits for applicable areas of focus;
v. Create the Blueprint and define process and outcome measures for Community
transformation;
vi. Partner with Customer on an innovation to be integrated in the Blueprint to
memb
vii. Submit the Blueprint to the Steering Committee for approval.
d. Transformation Period. During the Transformation Period Blue Zones will provide the
following:
i. Provide public relations and marketing support for the Blue Zones Project;
ii. Support the ongoing needs of the Steering Committee, and other leadership
teams and action committees;
iii. Recruit and train volunteers to serve on committees and to support the
implementation of sector strategies;
iv. Implement the HEDIS Innovation Work;
v. Implement the Blueprint; and
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vi. Implement the Blueprint tactics and strategies to achieve key milestones and
activities contained in the Blueprint for the Blue Zones Project and provide
Customer with regular reports on progress.
e. Extension, Expansion and/or Sustainability Plan. Blue Zones will provide Customer a
Blue Zones Project Blue Zones Extension, Expansion and/or Sustainability Plan by no
later than 180 days prior to the end of the SOW No. 3 Term. The advancement and
implementation of any Blue Zones Extension, Expansion and/or Sustainability Plan
would be subject to a separate SOW to be agreed upon and executed by the Parties.
2. Blue Zones Certification and Re-certification.
a. Certification Criteria: Communities must meet certification targets identified in the
Blueprint to become a Certified Blue Zones Community. This certification process
includes a certification assessment and certification report conducted by Blue Zones. The
timeframe for reaching certification for Blue Zones Communities of this size is typically
three (3) years. The current core certification criteria categories and descriptions are
included in Attachment 5; provided that the certification criteria will be customized and
adapted based on the Blueprint and Blue Zones most recent evidenced-based learnings.
Once becoming a Certified Blue Zones Community, the Blue Zones Communities may
continue through recertification as stated in (b) below.
b. At the completion of the SOW No. 3 Term, if Blue Zones determines that the applicable
Blue Zones Community meets the criteria for certification, then the Customer shall have
the option to transition to one (1) of the post-certification business models described below,
which shall all be subject to a separate SOW and will include a differential fee, with the
exception of the Legacy Blue Zones Community option, for which no additional fee shall
apply. Notwithstanding which option the Customer elects below, upon achieving
certification, subject to compliance with the Blue Zones Brand Guidelines, the Blue Zones
Community will have the right to use the designation of Certified Blue Zones Community
for a three (3) -
i. Option 1: Continue the Fully Managed Model . Wholly operated by Blue Zones
in collaboration with Community leadership. Blue Zones Project staff manages
and oversees local processes and implementation of the Blue Zones Extension,
Expansion and/or Sustainability Plan within the Certified Blue Zones Community.
Blue Zones Project staff facilitates the creation and leads the implementation of
such customized Blue Zones Extension, Expansion and/or Sustainability Plan with
Blue Zones Community leadership that includes milestones and criteria to
maintain progress from the initial Transformation Period to achieve recertification
at the end of the Post-Certification Period.
ii. Option 2: Transition to an Enabled Model . Shared operating responsibilities
by Blue Zones and Community leadership. Certified Blue Zones Community and
Blue Zones have a shared role in the local execution of processes and
implementation of the Blue Zones Extension, Expansion and/or Sustainability
Plan. Blue Zones Project staff provides support and facilitation to create a
customized Blue Zones Extension, Expansion and/or Sustainability Plan with Blue
Zones Community leadership that includes milestones and criteria to maintain
progress from the initial Transformation Period to achieve recertification at the end
of the Post-Certification Period. Blue Zones Project continues to payroll and
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manage the Community Program Manager and the Certified Blue Zones
Community staffs all other local supporting positions.
iii. Option 3: Fully Transition to a Licensed Model . Wholly operated by the
Certified Blue Zones Community leadership in collaboration with Blue Zones.
Certified Blue Zones Community has full accountability and discretion of local
execution of processes and implementation of the Blue Zones Extension,
Expansion and/or Sustainability Plan according to quality standards set by Blue
Zones that includes milestones and criteria to maintain progress from the initial
Transformation Period to achieve recertification at the end of the Post-Certification
Period. Blue Zones Project staff provides ongoing training and quality
management oversight. Certified Blue Zones Community provides all local
staffing and all operating costs.
iv. Option 4: Legacy Blue Zones Community. The Certified Blue Zones Community
moves forward with only a limited license to continue to market and promote status as
a Certified Blue Zones Community for the Post-Certification Period. However,
access to operational materials, resources, and tools to maintain and advance
Blue Zones Community momentum from the initial Transformation Period are
discontinued. Upon the expiration of the Post-Certification Period, the
Community is no longer designated as a Certified Blue Zones Community but
will be designated as a Legacy Blue Zones Community. For clarity, this option
selection marks the decision by the Community Leadership to NOT pursue
Blue Zones Community Re-certification.
3. Provide Tools and Resources for Blue Zones Communities.
a. Individual Resources. Blue Zones will deploy Blue Zones Tools and Content on a
dedicated website (which will be in the form of a sub-domain on bluezones.com or
such other domain name designated by Blue Zones from time to time) to support the
self-directed transformation of Community residents on an individual basis, which is
further detailed in I below. For these purposes, Blue Zones Tools and Content may
include the following:
i. Blue Zones Personal Pledge
ii. Blue Zones Challenge App
iii. True Vitality Test
iv. True Happiness Test
v. Blue Zones Checklists
vi. Blue Zones Newsletters
vii. Moais
viii. Volunteer Programs
ix. Purpose Workshops
x. Diet quality assessment
and other tools
b. Organizational Resources. Blue Zones will deploy Blue Zones Tools and Content to
the Blue Zones Community in support of the Blue Zones Community model. For these
purposes, Blue Zones Tools and Content shall include, without limitation, the
examples of individual resources set forth above, and the following:
i. Blue Zones Sector Pledges, menus, and checklists
a. Blue Zones Worksite Pledge
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b. Blue Zones School Pledge
c. Blue Zones Grocery Store Pledge
d. Blue Zones Restaurant Pledge
e. Blue Zones Community policy menus
f. Blue Zones Organizational checklist
ii. Communications Library
c. Policy Resources. Blue Zones will provide a Policy menu of best practices in the areas
of built environment, food systems, tobacco and alcohol. In addition, Blue Zones will
deploy experts in these areas to facilitate Policy work in the aforementioned areas for
the Community and provide ongoing support for policy implementation.
d. Measurement. Blue Zones will oversee provision of the community well-being index
and other Community selected metrics (e.g., obesity, physician activity, self-reported
health food consumption, etc.) at baseline and annually thereafter to track the progress
of the Blue Zones Project.
e. Web Content. Blue Zones will create and host web content while providing and hosting
oversight of all website, microsite, and social media communication vehicles related
to the Blue Zones Websites. Blue Zones shall discuss web content with Customer, and
identify configurable web content; provided, however, that Blue Zones shall have final
discretion to determine web content. As between Customer and Blue Zones, all web
content shall be Blue Zones IP unless mutually agreed otherwise in writing; provided,
however, that any Blue Zones IP shall not include any data or proprietary information
intellectual property.
f. Project Management. Blue Zones will provide management services that include forming
and leading cross functional teams in the discovery, planning, execution, quality assurance,
validation and certification.
g. Sector Specialists Services. Blue Zones will provide subject matter experts (Sector
Specialists) to support Organization Leads, Engagement Leads and Policy Leads in training
and technical assistance.
h. Account Management Services. Blue Zones will provide an administrator to support the
local Executive Director as lead national liaison for marketing, fulfillment, Customer
service, operations and quality.
i. Marketing and Media Support Services. Blue Zones will provide marketing and media
support services that include development of localized marketing engagement materials
and strategic leadership and support of marketing and public relations activities throughout
the lifecycle of the transformation.
4. Progress Reporting.
a. Blue Zones shall provide reports to Customer on the progress of the Blue Zones Project for
the SOW No. 3 Territory, on a cadence and in such detail as agreed between the Parties,
which will be no less than quarterly, to be delivered no later than the 25th day after each
quarter (i.e., March, June, September, and December) during the SOW No. 3 Term.
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b. Blue Zones shall also provide periodic reports to Customer on mutually agreed process and
outcome metrics for Blue Zones Community using results from a community well-being
index and the other Community selected metrics. Blue Zones will provide reports to
Customer on progress toward organization designations (i.e. sector and engagement
requirements) and overall certification.
C. CUSTOMER OBLIGATIONS. During the SOW No. 3 Term, in addition to any other obligations
specified in the Agreement or in this SOW No. 3, Customer will perform or provide the following:
1. Cooperation. Customer shall provide reasonable assistance with respect to liaisons,
staffing, volunteers and other logistical support necessary for the actions contemplated
under this Agreement and this SOW No. 3.
2. Brand Guidelines. Customer shall adhere to the Blue Zones Brand Guidelines.
3. Fees. The Blue Zones the Blue Zones Project Fees are set forth on Attachment 3 to this
SOW No. 3, which shall be paid in accordance with Section 1 of the Agreement. For
purposes of clarity, Blue Zones acknowledges and agrees that Customer shall have no
obligation to pay any Blue Zones Project Fees beyond amounts actually received by
Customer from third-party sponsors expressly designated for the purposes set forth in this
SOW No. 3. The Parties will utilize the mechanism set forth in Section 4.2(b) of the
the full amount of Blue Zones Project Fees under this SOW No. 3.
4. Organization Data. Initially and periodically Customer shall provide to Blue Zones de-
identified and aggregated organization data related to the advancement of the Blue Zones
Project; provided, however, that Blue Zones shall not re-identify, or attempt to re-identify
such data. Customer shall not be responsible for any claims relating to the collection,
transfer, or handling of any data provided to Blue Zones under this Agreement.
5. Steering Committee. Customer shall assist Blue Zones in supporting the Steering
Committee to be formed and provide reasonable assistance with respect to approvals,
guidance and support for the Blue Zones Project.
D. COLLABORATION AND COOPERATION. Each Party shall collaborate and cooperate as
follows:
1. Measurements and Metrics. Prior to completion of the Community's Blueprint for the Blue
Zones Community Transformation, Blue Zones and Customer, through the Steering
Committee, will mutually agree upon health indicators and Community metrics to be
improved during the Term, as measured by, without limitation, a community well-being
index. Blue Zones and the Steering Committee may also mutually agree on other health
indicators, such as HEDIS metric(s), which may or may not be measured in the community
well-being index to be improved over the SOW No. 3 Term.
2. Marketing and Promotion. Blue Zones (including its delegates and/or sub-contractors) will
be responsible for designing, placing and paying for Blue Zones engagement marketing,
media and promotion efforts, all within its commercially reasonable discretion, associated
with the Blue Zones Project during the SOW No. 3 Term. Customer agrees to provide
reasonable support and collaboration in promoting the Blue Zones Project in the SOW No.
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3 Territory during the SOW No. 3 Term, including support in purchasing power of products
and services.
3. Project Performance Guarantees. All Performance Guarantees for an annual period
Guarantee Schedule governing respective Foundation and Transformation Periods. Each
Performance Guarantee Schedule shall identify each goal to be set, the deadline by which
the goal must be met, and the portions of the Performance Based Fee corresponding to each
goal. The Performance Guarantee Schedule for the Foundation Period is set forth on
Attachment 4. For each year thereafter, Blue Zones shall provide Customer a draft of each
annual Performance Guarantee Schedule no later than (i) in conjunction with the submission
of the draft Blueprint for the first year, and (ii) submission of any adjustments to the
Blueprint for each following year. Customer and Blue Zones shall then negotiate the terms
of each Performance Guarantee Schedule, agree upon the same, and reduce the same to an
executed writing by the end of the preceding annual period. An example of what the
Performance Guarantee Schedule could entail for Year 1 is also set forth on Attachment 4,
however the details and exact milestones and timing shall be set in accordance with this
Section D(3).
4. Reasonable Cooperation. To carry out the services set forth in this SOW No. 3, Blue Zones
and Customer shall provide one another with reasonable assistance and cooperation.
5. Acknowledgment of Delegation. Customer agrees and acknowledges that any of the
Services to be provided by Blue Zones under this SOW No. 3 may be delegated or
subcontracted to and performed by a third party without prior notice to or approval by
Customer. As provided in Section 5.1 of the Agreement, Blue Zones shall remain fully
responsible to Customer for all such duties or obligations performed by such third parties.
Customer shall cooperate with any such third party as it would with Blue Zones.
E. BLUE ZONES IP AND PROPRIETARY MATERIALS AND LICENSES . Customer shall
have no approval rights over any Blue Zones IP or any Blue Zones proprietary materials that may
be used in the Blue Zones Project. This section is in addition to the intellectual property ownership
terms set forth in Section 2 of the Agreement.
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ATTACHMENT 1
DEFINITIONS
The following capitalized terms referenced in this Blue Zones Project SOW No. 3 have the meanings
ascribed to them as follows:
1. means the guiding document and action plan for each Community. The Blueprint
contains baseline data and recommended transformation strategies and initiatives and associated project
plans (which are described in detail in one or more Playbooks) for each initiative to be undertaken. Each
Blueprint will contain:
a. Environment assessment findings;
b. Community policy summit findings;
c. Focus group feedback; and
d. Community engagement plans.
2. means any organization located within the Blue Zones
Project Community geography that has completed the Blue Zones Sector Pledge and has been designated
by Blue Zones as a Blue Zones Approved Organization.
3. means any Community that has achieved certification, as
determined by Blue Zones as set forth herein.
4. means a -
5. means any employer site that has been qualified by Blue Zones
as a Blue Zones Certified Worksite.
6. means those fees detailed in Attachment 3 to this SOW No. 3.
7. means the website(s) developed and hosted by Blue Zones (or its
sub-contractor) for the Blue Zones Project in the SOW No. 3 Territory.
8. means an applicable menu-based list of best practices maintained by
Blue Zones that an organization can implement as a step toward qualification as a Blue Zones Approved
Organization.
9. means the printable marketing communications that promote
positive lifestyle changes and build excitement and awareness for the Blue Zones Project that includes
monthly newsletters, posters and email templates.
10. or means a city or region, as applicable.
11. means full-time employee or equivalent.
12. Foundation Period s the period commencing on the SOW No. 3 Effective Date and ending
nine (9) months thereafter.
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13. Legacy Blue Zones Community
14. means the comprehensive compilation of research-based environmental and policy
recommendations and/or initiatives from which the Community-specific Blueprints are created.
15. means a workshop with Community stakeholders focused on the built
environment, food, tobacco, alcohol or other mutually agreed upon policy area to learn about best practices
in the specific policy area and collectively identify best practices to prioritize and pursue in their
Community.
16. for purposes of the Agreement and this Blue Zones SOW No. 3 includes all Blue
Zones Tools and Content and all intellectual property owned, licensed and/or used by Blue Zones.
17. means the Blue Zones materials, policies, plans, pledges,
templates, websites, curriculum, guidebooks, Blueprints, Playbooks, Communications Library, , content,
software, modules, databases, indices, products, surveys and tools relating to the Blue Zones Project.
18. means a board consisting of volunteer members of the SOW No. 3
Territory, as designated by the mutual agreement of Customer and Blue Zones to serve in a leadership and
advisory position in connection with the Blue Zones Project. The Steering Committee will include
executive level representation from Customer and any other Sponsor as well as leaders from the
Community.
19. "Sponsor
at a level of $1,000,000 or more.
20. Transformation Period three (3) years immediately following the Foundation Period.
21. means a plan approved by the
Steering Committee to develop Communities into Blue Zones Communities or maintain certification as
Blue Zones Communities, which will include:
a. Recommended strategies and or initiatives to continue;
b. New strategies and or initiatives to expand and/or advance; and/or
c. Plans for ongoing business Community engagement.
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ATTACHMENT 2
STAFFING DESCRIPTIONS, ROLES AND RESPONSIBILITIES
Executive Director: Responsible for managing the local Blue Zones Community
Transformation process including all deliverables and Blue Zones staff. Also responsible for
getting policies that favor health and well-being supported, passed and implemented.
Organization and Well-Being Lead: Responsible for supporting the Blue Zones
Community Transformation with organizations, including employers, restaurants, groceries,
faith-based organization and schools, as applicable.
Public Policy Lead: Responsible for supporting the Blue Zones Community Transformation
by facilitating the process through which communities adopt policy priorities and complete
projects in the areas of built environment, food systems, tobacco, alcohol and well-being policy
to achieve Community certification.
Engagement and Marketing Lead: Responsible for the execution of the local event and
marketing plans and the delivery of collaterals and promotional activities (on-line/off-line) to
drive program participation.
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ATTACHMENT 3
BLUE ZONES PROJECT FEES
1. Fees. SOW No. 3 Fees are set forth below:
Fees Foundation Transformation
9 months Year 1 Year 2 Year 3 Total
Fixed (75%) $886,350 $1,207,500 $1,162,500 $1,185,000 $4,441,350
At Risk
(25%)
$295,450 $402,500 $387,500 $395,000 $1,480,450
HEDIS
Innovation
Work
$13,000 $28,000 $28,000 $28,000 $97,000
Total $1,194,800 $1,638,000 $1,578,000 $1,608,000 $6,018,800
2. Fixed Fees and Performance Fees. Within thirty (30) days of the SOW No. 3 Effective
Date and within thirty (30) days of the start of each year of the Transformation Period,
the Parties will mutually agree upon an invoice schedule (after taking into account any
Molina Fees) for the Blue Zones Project Fees to be paid directly to Blue Zones for the
current upcoming Period (typically 12 months, with the exception of the Foundation
Period). In accordance with Section 1.3 of the Agreement, Customer agrees to the following
payment schedule to Blue Zones:
a. Foundation Period. During the Foundation Period, Customer shall pay to Blue
Zones nine (9) monthly payments for the Foundation Period, invoiced on the first
day of each month.
b. Transformation Period. For each year following the Foundation Period, Customer
shall pay to Blue Zones for such Year in twelve (12) equal monthly payments for
each year of the Transformation Period, invoiced on the first day of each month.
3. Twenty-five percent (25%) of the i.e.,
actual performance) as set forth in the Performance Guarantee Schedule in Attachment 4 to this
SOW No. 3, and shall be determined to be achieved pursuant to Section 4 of this Attachment
3. Fifty percent (50%) of the Performance Guarantee Schedule shall be tied to mutually agreed
upon milestones related to affecting outcomes and solutions centered on state and national
health plan-focused quality priorities, including, but not limited to, HEDIS metrics.
4. At Risk Fees. The Performance G
Zones in full monthly as provided in Section 1 above and shall be held in reserve by Blue Zones
until a written mutual agreement on achievement, based on the completion of the milestone
achievements set forth in the Performance Guarantee Schedule has been reached with the
promptly following the date upon which the performance milestone is scheduled to be
completed. Once Customer and Blue Zones mutually agree that the performance milestone has
been achieved, the associated Performance Fees shall be taken out of reserve and applied to the
during any given
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and in no event shall be refunded to Customer unless there are no further Fees for the amounts
to be applied, in which case the funds will be refunded to the Customer within thirty (30) days.
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ATTACHMENT 4
PERFORMANCE GUARANTEE FOR FOUNDATION PERIOD
Total Performance-Based Fees Annually: Twenty-five percent (25%) of the Foundation Period
total Fees.
Performance Milestone Date Amount
(% of Total
Performance
Based Fees)
Complete Announcement Event & Communications
Announcement event completed
Press release issued
Email and social media campaign for
announcement completed
90 days from SOW
No. 1 Effective Date
5%
Executive Director hired and onboarding
training completed
120 days from the
SOW No. 3 Effective
Date
15%
All other Staff hired and onboarding training
completed
End of Foundation
Period
10%
Steering Committee member roster completed
with representation across territory and key
People, Places and Policy pillars and Steering
Committee training completed
180 days from SOW
No. 3 Effective Date
10%
Leadership team roster completed with
representation across territory and key People,
Places and Policy BZP pillars and leadership
team training completed
End of Foundation
Period
15%
Continued policy environment analysis and
Summits conducted by all Blue Zones Policy
Experts
End of Foundation Period 10%
Blueprint submitted to Steering Committee and leadership Team
Community metrics selected by Steering Committee and data sources identified by BZ team
Development and approval of performance guarantee milestones, including health plan focused quality priorities.
Sixty (60) days after end
of Foundation Period
30%
Minimum of one (1) media partner secured for
duration of the SOW NO. 3 Term
End of Foundation Period 5%
Total Performance Based Fees 100%
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DRAFT PERFORMANCE GUARANTEE FOR
TRANSFORMATION PERIOD - YEAR 1
FOR EXAMPLE PURPOSES ONLY
*Year 1 Performance milestones to be submitted in conjunction with the Blueprint.
Total Performance Based Fees Annually: Twenty-five percent (25%) of Year One total Fees.
Performance Milestone Date Amount (% of Performance Based Fees)
Kickoff Event completed by xx/xx/xxxx
Media and promotion campaign delivered
Minimum two (2) news stories highlighting kick-off
event
[TBD] 5%
Complete Schools Summit [TBD] 2.5%
Complete Worksite Summit [TBD] 2.5%
People- Engage at least XXX people (>33% of certification
goal) by xx/xx/xxxx
Through Blue Zones Community Transformation
Story speech and takes personal pledge, or
Participates in a Moai, or
Attends a Purpose Workshop
Additionally:
X Faith based organizations or Community
organizations will host a Blue Zones Community
Transformation Story presentation/Blue Zones
Engagement Activity
X Volunteer experiences are conducted
End of contract year 5%
2.5%
Places-achieve Year One Blueprint objectives
X of the largest worksites approved, outcomes metrics
identified and measurement system in place.
X public schools approved, outcomes metrics
identified and measurement system in place.
X grocery stores approved, outcomes metrics
identified and documented
X restaurants approved, outcomes metrics identified
and documented
End of contract year
1.875%
1.875%
1.875%
1.875%
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Policies-Minimum of X Policy achieved for all policy
areas. End of contract year 7.5%
Mutually agreed upon milestones related to affecting
outcomes and solutions centered on state and national
health plan-focused quality priorities, including, but not
limited to, HEDIS metrics.
50% (to
be
broken
into
smaller
percentag
es
connecte
d to
distinct
milestone
s to be
mutually
agreed
upon by
the
Parties)
Marquee project(s) and potential funding identified and
agreed upon by steering committee End of contract year 2.5%
Documentation per Blue Zones Community
Transformation individual story-telling procedure of a
minimum 10 individual success stories related to personal
engagement and transformation
End of contract year 2.5%
Secure 5 major media stories in contract year (including
minimum of 1 with regional or state impressions)
End of contract year 5%
Year 2 Blueprint updated and approved by Steering
Committee
End of contract year 2.5%
Average Sponsor (Sponsors Name) Net Promotor
Score>/= 8
End of contract year 5%
Total Performance Based Fees 100%
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ATTACHMENT 5
BLUE ZONES COMMUNITY CERTIFICATION CRITERIA
Step 1) Pillars Complete all minimum certification criteria outlined in the Pillars table below.
Step 2) Community Selected Measures A minimum of six (6) Community reported improvements
that can plausibly be attributed to Blue Zones Project
Step 3) Well-Being improve Community well-being via at least one method:
a) Well-Being Metrics Improve on at least 8 of 20 WBI metrics and decline on no more than
4 since baseline.
b) Well-Being Risk Factors - Total population meets or exceeds targeted well-being risk
improvement or outperforms a comparison group.
c) Well-Being Elements - Total population outperforms a comparison group in overall well-
being or at least 3 of 5 well-being elements.
Note: all steps require full validation review and site visit
1) Pillars - Providing clear objectives and criteria for our communities and Blue Zones Project teams is
important to achieving the outcome of community transformation toward higher well-being. It is the
philosophy of Blue Zones Project to build upon the good work-taking place in a community and recognize
that the scale, geographic boundaries or other unique characteristics of a community may call for
adjustments in the application of the Pillars. The following criteria establish targets for each pillar for initial
certification as a Blue Zones Community.
Pillar Pillar Title Certification Criteria
Policy
1 Built
Environment
and Active
Living Policy
Complete a minimum of the following: 2 high effort actions, 3 medium effort actions,
and 4 low effort actions. The degree of impact can be found in the Discovery and
summit reports.
Complete 1 marquee project (in any geography), 3 capacity building effort s, and 3
demonstration projects.
2 Food
Environment
Policy
Complete a minimum of the following: 2 high effort actions, 3 medium effort actions,
and 4 low effort actions. The degree of impact can be found in the Discovery and
summit reports.
Complete 1 marquee project (in any geography), 3 capacity building efforts, and 3
demonstration projects.
3 Tobacco
Policy
Complete 1 high effort action, 2 medium impact actions, and 3 low effort actions. The
degree of impact can be found in the Discovery and summit reports.
4 Alcohol
Policy
Complete 1 high effort action, 2 medium impact actions, and 3 low effort actions. The
degree of impact can be found in the Discovery and summit reports.
Places
5A Schools At least 50% of public schools become Blue Zones Project Approved
5B Walking
School Bus /
25% of participating elementary Schools implement one of the following:
Walking school bus
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Safe Routes to
Schools
Complete a new Safe Routes to School Program (4 safe routes to school
per participating school)
Institute a Bus-to-Walk Program
6 Restaurants At least 10% of all restaurants become Blue Zones Project Approved
7A Grocery
Stores
At least 25% of grocery stores become Blue Zones Project Approved
7B Corner Stores Corner store strategy determined in the Blueprinting process.
8 Worksites Achieve one of the following:
If community is less than 100k in population, then 10 of the top 20 worksites
by number of employees
If community is more than 100k in population but less than 250k, then 25 of
the top 50 worksites by number of Employees
If community is more than 250k in population, then 50 of the top 100
worksites by number of employees
A sufficient number of employers to represent 25% of the workforce become
Blue Zones Project Approved
9 Faith-Based
&
Community
Organizations
Communities will establish goals in their Blueprint to engage faith-based and
community organizations as a critical avenue to engage individuals and to transform
environments using the Blue Zones Project Organization Checklist.
People 15% of the population age 15 and older participates in an approved activity
10 Engagement
Speech
Individuals participate in the engagement speech delivered by a certified speaker and
complete a personal pledge. Engagement speech may be coupled with Blue Zones
Project experiential activities such as cooking demonstrations.
11 Moai
Participation
-week program
12 Purpose Individuals participate in a Purpose Workshop
13 Volunteering Individuals participate in a curated volunteer experience and actively volunteer or
volunteer for Blue Zones Project
14 Public
Awareness /
Media
Achieve one of the following for the duration of the project:
10 media stories in the highest exposure channels (TV, print, and/or radio)
Signed partnership agreement for Public Service Announcements
Percent of population awareness of Blue Zones/Blue Zones Project as
measured through the Gallup Well-being Index. (20% - 40%, based on project
scope)
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CITY COUNCIL STAFF REPORT
DATE: JULY 9, 2024 BUSINESS & LEGISLATIVE
SUBJECT: CONSIDER PROPOSAL FROM RIVERSIDE UNIVERSITY HEALTH
SYSTEM AND BLUE ZONES, LLC TO PARTICIPATE IN
TRANSFORMATION PHASE
FROM: Scott C. Stiles, City Manager
BY: Teresa Gallavan, Assistant City Manager
SUMMARY:
Riverside University Health System has reached out to the City of Palm Springs to advise
of their accomplishments in receiving $34 million in donations for the transformation
phase of the Blue Zones projects for five Riverside County cities and communities and
has requested the City join the effort and allocate $180,000 over the course of this 3-year
project.
RECOMMENDATION:
Provide direction to staff.
BUSINESS PRINCIPAL DISCLOSURE:
According to the Public Integrity Disclosure form (Attachment A), IEHP Foundation is
registered in the State of California.
BACKGROUND:
On October 17, 2022, City Council directed staff to present the proposal from Blue Zones,
LLC for consideration at the next Council meeting. The proposal outlined the City’s
participation in a feasibility study that assessed and made recommendations regarding
the viability of Palm Springs obtaining designation as a Blue Zone. The feasibility study
was done concurrently with several other cities and communities in Riverside County at
the cost of $85,000 versus $100,000 if the City were to conduct its feasibility study at
another time.
Blue Zones are places where entire communities live significantly longer, healthier, and
more active lives. By participating in the feasibility study, Palm Springs received Blue
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Allocate Funding for Blue Zones Transformation Phase
Zone Activation assessment, recommendations, and estimated costs to pursue
designation. These findings were provided in a Readiness Report and Proposal, also
called a “Blueprint for Transformation.” (Attachment B), and consisted of the following
phases:
Phase 1 – Community Leadership Presentation
Phase 2 – Mutual Agreement to Start the Community Development Process
Phase 3 – Site Visit
Phase 4 – Report and Proposal/Readiness Recommendations Delivery
Phase 5 – Final Decision Meeting
City Council authorized staff to enter into an agreement with Blue Zones, LLC to
participate in the feasibility study and assessment on October 27, 2022. The feasibility
study provided the City with an assessment of the community’s desire and readiness on
whether it wanted to pursue designation as a Blue Zone as well as identify areas for
improving community well-being. Three critical factors to Blue Zones include:
Champions who lead and own the processes of educating and driving community
stakeholder interest and support for bringing the necessary funding required for a
successful Blue Zones Project. These champions typically are leaders of health
plans, health systems, foundations, major employers, and philanthropic
organizations.
A broad base of stakeholders and leaders from multiple sectors who understand
the value of Blue Zone Projects and are willing to pledge their support, drive
engagement, participate in Blue Zones Projects and initiatives as volunteers and
influencers, and provide the resources needed to be successful.
Funding sources and strategies that allow the momentum created during the
community development process to be leveraged into a timely decision and Blue
Zones Project implementation.
The City’s cost to proceed was outlined to cost $5.9 million over a three-year period, for
the transformation phase of the project. Palm Springs was one of 5 additional cities taking
part in this feasibility study and assessment, with a total transformation phase estimated
to cost $40 million.
As part of the feasibility study and assessment, numerous outreach meetings were held
for community engagement.
The ONE-PS Board took a stance against proceeding with the transformation phase. As
noted in the ONE-PS Board Minutes of July 5, 2023, “...The Board reaffirmed our
opposition to the Blue Zones program and feels that investment in existing initiatives and
organizations is a less intrusive and more viable way to address local issues....”
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Allocate Funding for Blue Zones Transformation Phase
STAFF ANALYSIS:
Since the conclusion of the feasibility study and assessment phase of the project
Riverside University Health System (RUHS) has been seeking funding for the
transformation phase of the project for all cities. RUHS has secured $34 million in funding
from IEHP, Kaiser, and Molina, leaving a remaining $6 million unfunded.
With considerable funding in place, RUHS has reached back out to the cities seeking
contributions equating to approximately 2-3% of each cities’ estimated transformation
cost if participating and move this project forward while they continue to seek additional
donations to close the funding gap.
The transformation phase of the project would kick-off with Blue Zones engagement with
local community members to hire four (4) dedicated personnel to work solely on the
transformation of Palm Springs. This task is estimated to take place during the first 9
months before kicking off the 3-year transformation phase. The transformation phase
would focus on the following key elements:
Built Environment
Routine, daily movement and social connection are central tenets of the Blue Zones
principles of a healthy, engaged lifestyle. This does not necessarily mean structured
exercise of scheduled interactions, rather, through an environment that is supportive of
walking, bicycling, and social connectedness. Essential Blue Zones goals for the built
environment include moving naturally, encouraging social gathering places, completing
neighborhoods, and increasing housing options.
Food Environment
Enjoying a nutritious diet daily, combined with social connection, and a sense of purpose
are fundamental components of the healthy, active Blue Zones lifestyle. In the context of
food, this means the community where we live and the environments where we spend
most of our time offer affordable, culturally relevant, nourishing dietary choices and the
opportunity to relax and enjoy our meals in the fellowship of others. It also means our
local food system fosters a vibrant, healthy local food culture; access to nutritious options
in the places we spend time; community food assets and infrastructure that promote local
agriculture and healthy options; and the development of healthy food skills across the
lifespan. Policy and systems changes, combined with shifts to community infrastructure,
are ways to move the dial on health outcomes.
Tobacco
Tobacco policy addresses four major intervention arenas: 1) commercial tobacco retail
environments, 2) secondhand/thirdhand smoke exposure, 3) youth prevention education,
and 4) cessation support.
Worksites
The Blue Zones worksite transformation approach takes the focus off the individual and
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Allocate Funding for Blue Zones Transformation Phase
targets the environment, buildings, and social networks to make the healthy choice the
easy choice. Employers are encouraged to achieve minimum thresholds among five
areas of best practice: leadership, purpose, physical environment, social
networks/engagement, policy, and benefits. These initiatives nudge employees to move
more, eat healthier, make meaningful connections, and help people to find and live out
their purpose. Signification improvements in these areas would complete the city’s Path
to Certification (Attachment C).
The four dedicated personnel would work with a steering committee, of which would
include an assigned city staff member, to provide direction and elevate work through to
completion. The steering committee would appoint members and additional city staff to
subject specific work such as policy changes as required.
ENVIRONMENTAL ASSESSMENT:
In accordance with the California Environmental Quality Act (“CEQA”) Guidelines the
requested action is not a “Project” pursuant to Section 15378(b)(5). Organizational or
administrative activities of governments that will not result in direct or indirect physical
changes in the environment are not considered a “Project”. However, future phases of
this project may require CEQA actions.
ALIGNMENT WITH STRATEGIC PLANNING:
This item aligns with the City Council Priority 1, Quality of Life.
FISCAL IMPACT:
Funding of $180,000 for the transformation phase would require an appropriation from
General Fund Balance. Additionally, a commitment of staff time is required.
REVIEWED BY:
Assistant City Manager: Teresa Gallavan
City Manager: Scott Stiles
ATTACHMENTS:
A. Public Integrity Disclosure Form
B. Assessment, Readiness, and Feasibility Report
C. The Path to Certification
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